Mural Oncology PLC SEC Filings

Mural Oncology plc director George Golumbeski reported the cancellation of two stock option grants in connection with the company’s acquisition by XRA 5 Corp., a wholly owned subsidiary of XOMA Royalty Corporation. The transaction transferred all issued and to‑be‑issued Mural shares for a cash purchase price of $2.035 per share, completed on December 5, 2025.

At closing, 8,637 options with a $2.56 exercise price and 15,334 options with a $3.38 exercise price, each for ordinary shares, were canceled and ceased to be outstanding. Under the agreement, options with exercise prices equal to or greater than the $2.035 per share consideration received no cash payment when they were canceled.

Mural Oncology plc director Sachiyo Minegishi reported the cancellation of stock options in connection with the company’s acquisition by XRA 5 Corp., a wholly owned subsidiary of XOMA Royalty Corporation. Under a Transaction Agreement dated August 20, 2025, XRA 5 Corp. acquired all Mural Oncology share capital for cash of $2.035 per share. At the December 5, 2025 effective time, the director’s options to buy 8,637 ordinary shares at $2.56 per share and 15,335 ordinary shares at $3.38 per share were disposed of and ceased to be outstanding because their exercise prices were at or above the cash consideration, so no cash payment was delivered for these options.

Mural Oncology plc reports insider equity changes tied to its cash acquisition by XRA 5 Corp., a wholly owned subsidiary of XOMA Royalty Corporation, effective December 5, 2025. Under the deal, all issued and to be issued shares of Mural Oncology were acquired for a cash price of $2.035 per ordinary share, and Chief Medical Officer Vicki L. Goodman disposed of 84,727 ordinary shares, leaving her with zero directly held shares.

The transaction also covered equity awards. A total of 71,509 unvested restricted stock units were cancelled and converted into the right to receive the same cash consideration per share. Stock options with exercise prices at or above the cash price, including options over 135,604 shares at $3.61 and 65,000 shares at $3.43, were cancelled at the effective time with no cash consideration delivered in exchange.

Mural Oncology (MURA) reported an insider transaction on Form 4. The company’s Chief Financial Officer sold 7,148 ordinary shares at $2.09 on 11/03/2025, coded “S.” The filing states this was an automatic sale to satisfy tax withholding from the vesting of restricted stock units, executed under a Rule 10b5-1 binding contract entered on December 22, 2023.

After the transaction, the reporting person beneficially owns 99,290 shares, which includes 77,429 unvested RSUs.

Mural Oncology plc (MURA) reported an insider transaction on a Form 4. On 11/10/2025, the reporting person sold 5,036 ordinary shares at $2.08 (code S) to satisfy tax withholding tied to the vesting of restricted stock units under a Rule 10b5-1 plan.

After the sale, the insider beneficially owned 84,727 shares, which includes 71,509 unvested RSUs. The filer is listed as an officer (Chief Medical Officer).

Mural Oncology plc (MURA) filed its Q3 2025 10‑Q, reporting a pending all‑cash acquisition by XOMA Royalty Corporation. Shareholders approved the deal, which provides a base cash price of $2.035 per share and up to an additional $0.205 per share, subject to closing conditions.

The company ended the quarter with cash and cash equivalents of $58.9 million and reported a Q3 net loss of $3.7 million. Year‑to‑date, net loss was $84.8 million, with cash used in operations of $86.6 million. A change in estimate after closing out ARTISTRY‑6 reduced R&D expense by about $4.8 million in Q3.

Mural previously discontinued all clinical development of nemvaleukin following unfavorable trial results, ceased preclinical programs, and completed a ~90% workforce reduction, incurring $17.5 million in restructuring and impairment during the nine‑month period. The company disclosed substantial doubt about its ability to continue as a going concern pending completion of the XOMA transaction. As of November 3, 2025, 17,344,486 ordinary shares were outstanding.

Mural Oncology reported that shareholders approved the company’s acquisition by XOMA Royalty via a court‑sanctioned Irish scheme of arrangement. At the Scheme Meeting, Proposal 1 passed with 10,103,706 for, 81,149 against and 52,031 abstaining, satisfying the required majority in number and at least 75% of the value of shares voted.

At the Extraordinary General Meeting, shareholders approved the Scheme (Proposal 1) with 10,607,228 for, 89,435 against and 13,056 abstaining, and approved an articles amendment (Proposal 2) with 10,647,967 for, 48,436 against and 13,316 abstaining, ensuring shares issued after the record time are captured by the Scheme or acquired for the scheme consideration. The transaction is expected to close in the fourth quarter of 2025, subject to customary closing conditions and the sanction of the Scheme by the High Court of Ireland.

Mural Oncology plc filed a DEFM14A proxy describing a proposed acquisition by XOMA Royalty (via Sub XRA 5 Corp.) structured as a scheme of arrangement. The Transaction Agreement sets a Base Price of $2.035 per Mural Share plus an Additional Price per Share up to $0.205. The Scheme Meeting is scheduled for October 24, 2025 with a Voting Record Time of 10:00 p.m. (Irish) on September 18, 2025. The filing discloses that Mural discontinued clinical development of nemvaleukin after ARTISTRY-7 failed to meet its primary endpoint and, following ARTISTRY-6 review, announced on April 15, 2025 the cessation of all nemvaleukin development and exploration of strategic alternatives. The Board approved a workforce reduction of approximately 104 positions (~90%), and on June 3, 2025 Mural ceased remaining preclinical program activities. The proxy also details voting procedures, indemnity exposure under a Tax Matters Agreement related to the Separation from Alkermes, executive severance estimates, and mechanics of the Scheme and potential reimbursement and termination provisions.

Trium Capital LLP reports beneficial ownership of 1,760,097 ordinary shares of Mural Oncology plc, representing 10.16% of the outstanding class. The filing states Trium has sole voting and sole dispositive power over these shares, and that the securities are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer. The document identifies the security as ordinary shares with nominal value $0.01 and provides the issuer's principal office in Dublin, Ireland.