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Nuvalent (NASDAQ: NUVL) notes Royalty Pharma deal, 1.5% royalty on two drugs

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Nuvalent, Inc. reports that Royalty Pharma plc has acquired a preexisting royalty interest related to Nuvalent’s neladalkib and zidesamtinib investigational product candidates from an undisclosed third party for up to $315 million. These product candidates are already subject to a revenue share agreement with Nuvalent’s scientific founder, which is described in the company’s Annual Report on Form 10-K for the year ended December 31, 2024.

Nuvalent explains that the “low single digit preexisting royalty” referenced in Royalty Pharma’s announcement is a 1.5% royalty on net sales of both neladalkib and zidesamtinib. This update clarifies the precise royalty rate that would apply to potential future sales of these drug candidates.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 16, 2025

 

 

NUVALENT, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-40671   81-5112298

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

Nuvalent, Inc.

One Broadway, 14th Floor, Cambridge, Massachusetts 02142
(Address of principal executive offices, including zip code)

(857) 357-7000

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trade

Symbol(s)

 

Name of each exchange

on which registered

Class A Common Stock, $0.0001 par value per share   NUVL   The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Item 8.01 Other Events.

Nuvalent, Inc. (the “Company” or “Nuvalent”) is aware of the announcement this morning by Royalty Pharma plc (“Royalty Pharma”) that it has acquired a preexisting royalty interest in Nuvalent’s neladalkib and zidesamtinib investigational product candidates from an undisclosed third party for up to $315 million. Information regarding Nuvalent’s revenue share agreement with its scientific founder is available in Note 10 of Nuvalent’s financial statements contained in Nuvalent’s Annual Report on Form 10-K for the year ended December 31, 2024, and elsewhere in the Company’s filings with the Securities and Exchange Commission. The “low single digit preexisting royalty” referred to in the Royalty Pharma press release is 1.5% of net sales of both neladalkib and zidesamtinib.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    Nuvalent, Inc.
Date: December 16, 2025     By:  

/s/ Deborah A. Miller

      Deborah A. Miller, Ph.D.
      Chief Legal Officer and Secretary

FAQ

What did Nuvalent (NUVL) disclose about Royalty Pharma’s recent transaction?

Nuvalent stated that Royalty Pharma plc announced it acquired a preexisting royalty interest in Nuvalent’s neladalkib and zidesamtinib investigational product candidates from an undisclosed third party for up to $315 million.

Which Nuvalent (NUVL) drug candidates are subject to the preexisting royalty interest?

The preexisting royalty interest applies to Nuvalent’s investigational product candidates neladalkib and zidesamtinib, both of which are referenced in the company’s disclosure.

What is the exact royalty rate mentioned for Nuvalent’s neladalkib and zidesamtinib?

Nuvalent clarified that the “low single digit preexisting royalty” described in Royalty Pharma’s announcement equals a 1.5% royalty on net sales of both neladalkib and zidesamtinib.

Who previously held the royalty interest on Nuvalent’s drug candidates before Royalty Pharma acquired it?

The royalty interest in Nuvalent’s neladalkib and zidesamtinib was acquired by Royalty Pharma from an undisclosed third party, as described in Nuvalent’s report.

Where can investors find more details on Nuvalent’s revenue share agreement related to these products?

Further information on Nuvalent’s revenue share agreement with its scientific founder is available in Note 10 of the company’s financial statements in its Annual Report on Form 10-K for the year ended December 31, 2024, and in other Nuvalent filings with the SEC.

Nuvalent, Inc.

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