Welcome to our dedicated page for Nuvalent SEC filings (Ticker: NUVL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Nuvalent, Inc. filings document a clinical-stage oncology company developing small-molecule inhibitors for clinically proven kinase targets. Its Form 8-K reports disclose operating and financial results, pipeline and clinical-trial updates for zidesamtinib and neladalkib, FDA submission events, material-event disclosures, and royalty or revenue-share arrangements for its investigational product candidates.
Proxy materials cover annual meeting governance, executive compensation, equity awards, and shareholder voting matters. Other disclosures describe Nuvalent's Class A common stock, capital-structure matters, research and development spending, cash resources, and regulatory considerations associated with advancing ROS1-, ALK-, and HER2-directed cancer programs.
Nuvalent, Inc. officer Lane Benjamin reported transactions tied to the closing of a merger with a GlaxoSmithKline affiliate. He tendered 21,092 shares of Class A Common Stock in a cash tender offer at $124.00 per share. Equity awards, including 29,433 RSUs, 7,120 PSUs and multiple stock option grants, were cancelled and converted into cash-settled rights based on the Offer Price under the Merger Agreement.
Nuvalent, Inc. Chief Scientific Officer Henry E. Pelish reported multiple equity dispositions tied to the company’s change of control. He tendered 22,393 Class A common shares at $124.00 per share in a completed tender offer by a GlaxoSmithKline LLC affiliate.
Pursuant to the merger agreement, his time-based restricted stock units and performance stock units, as well as several stock option grants with various exercise prices, were cancelled and converted into cash based on the same $124.00 Offer Price, less applicable withholding taxes.
Nuvalent, Inc. President and CEO James Richard Porter reported equity transactions tied to a tender offer and subsequent merger with an affiliate of GSK plc. He tendered 203,529 Class A shares at $124.00 per share in cash. All reported RSUs, PSUs and stock options were canceled and converted into cash rights based on this Offer Price, with post-transaction holdings shown as 0 for all listed Nuvalent equity securities.
Nuvalent, Inc. Chief Legal Officer Deborah Ann Miller reported cash-settling her equity in connection with Nuvalent’s acquisition by a GlaxoSmithKline affiliate. She tendered 18534 Class A shares at $124.00 per share and had PSUs, RSUs and several stock option grants canceled for cash under a June 9, 2026 Merger Agreement.
Nuvalent, Inc. director Anna Protopapas reported dispositions of equity awards and shares on 2026-07-15 in connection with a change of control. A GlaxoSmithKline LLC subsidiary completed a tender offer to purchase all outstanding Nuvalent Class A and Class B Common Stock for $124.00 per share in cash, followed by a merger in which Nuvalent became a wholly owned subsidiary of GlaxoSmithKline LLC.
Protopapas tendered 5,146 shares of Class A Common Stock at the $124.00 Offer Price and disposed of 3,444 restricted stock units, which were canceled and converted into a cash right based on the Offer Price. Several stock option grants covering 4,147, 3,789, 15,000, 15,000 and 40,000 underlying shares, with exercise prices between $9.36 and $80.03 per share, were also canceled and converted into cash rights calculated under the Merger Agreement. Following these transactions, her reported holdings in these securities were reduced to zero.
Nuvalent, Inc. director Grant C. Bogle reported the cash-out of his equity in connection with the company’s acquisition by an affiliate of GlaxoSmithKline. A tender offer purchased outstanding Nuvalent shares at $124.00 per share, followed by a merger that made Nuvalent a wholly owned subsidiary of the buyer.
Bogle disposed of 3,714 shares of Class A Common Stock pursuant to the tender offer at $124.00 per share. In addition, 5,577 restricted stock units were cancelled and converted into a cash right equal to the Offer Price per underlying share. Two stock option awards covering 4,147 shares at $75.5300 and 4,851 shares at $93.7300 were also cancelled and converted into cash based on the excess of the $124.00 Offer Price over their exercise prices. Following these transactions, the reported holdings for these securities are 0 shares.
Nuvalent, Inc. director Wheeler Cameron, a partner in Deerfield Management Company, reported merger-related dispositions in connection with GlaxoSmithKline’s tender offer and subsequent merger. An account he holds for the benefit, and at the direction, of Deerfield tendered 5,146 Class A shares at $124.00 per share, while 3,444 RSUs and several stock option grants were cancelled and converted into cash rights based on the $124.00 offer price and the options’ exercise prices. Cameron has no pecuniary interest in these securities, disclaims beneficial ownership, and the reported holdings in these instruments fell to zero.
Nuvalent, Inc. filed a Form 25 to remove its Class A Common Stock from listing and/or registration on the Nasdaq Stock Market LLC under Section 12(b) of the Securities Exchange Act of 1934. The text states that both Nasdaq and the company have complied with applicable rules, including those governing voluntary withdrawal.
Nuvalent, Inc. filed Post-Effective Amendment No. 1 to its automatic shelf Registration Statement No. 333-292329 on Form S-3 ASR to deregister all securities that had been registered but remained unsold or unissued under that registration.
On July 15, 2026, Harmony Row Acquisition Co., a direct wholly owned subsidiary of GlaxoSmithKline LLC, merged with and into Nuvalent under an Agreement and Plan of Merger dated June 9, 2026, with Nuvalent surviving as a wholly owned subsidiary of GlaxoSmithKline LLC. As a result, Nuvalent terminated offerings and sales pursuant to the shelf registration and, through this amendment, states that no securities remain registered under that statement.
Nuvalent, Inc. completed its sale to GlaxoSmithKline LLC through a tender offer and short-form merger, valuing the equity at approximately $10.6 billion. Shareholders receive $124.00 in cash per share, without interest and subject to tax withholding, for both Class A and Class B common stock.
The tender offer, which expired July 14, 2026, resulted in 72,518,967 shares (about 91.3% of those outstanding) being validly tendered, satisfying the minimum condition and enabling a merger without a stockholder vote under Section 251(h) of the DGCL. Nuvalent is now a wholly owned subsidiary of GlaxoSmithKline LLC; its Nasdaq-listed shares will be delisted, and the company plans to terminate its SEC reporting obligations. All prior directors and officers were replaced by acquiror designees, and all stock options, RSUs, and PSUs were cancelled in exchange for cash payments calculated using the $124.00 offer price.