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.
GSK plc, through GlaxoSmithKline LLC and Harmony Row Acquisition Co., has completed its cash tender offer for all Class A and Class B shares of Nuvalent, Inc. at $124.00 per Share, net to sellers in cash, without interest and subject to applicable withholding taxes.
As of one minute following 11:59 p.m. Eastern Time on July 14, 2026, 72,518,967 Shares (67,083,713 Class A and 5,435,254 Class B) had been validly tendered and not withdrawn, representing about 91.3% of issued and outstanding shares, including 90.7% of Class A and 100.0% of Class B. The Minimum Tender Condition and all other offer conditions were satisfied, and all such shares have been irrevocably accepted for payment.
Because Purchaser now holds more than the percentage of shares required to adopt the Merger Agreement, GSK plans to effect a Section 251(h) merger as soon as practicable without a stockholder meeting. After the merger, Nuvalent shares will be delisted from Nasdaq and their registration under the Exchange Act will be terminated.
Nuvalent, Inc. reports the final results of the cash tender offer by Harmony Row Acquisition Co., a subsidiary of GlaxoSmithKline LLC and ultimately GSK plc, to acquire all outstanding shares for $124.00 per share. As of one minute after 11:59 p.m. Eastern Time on July 14, 2026, holders had validly tendered 72,518,967 Shares, including 67,083,713 Class A Shares and 5,435,254 Class B Shares, representing 91.3% of shares outstanding and satisfying the minimum tender condition.
With this level of acceptance, the buyer now holds more than the percentage of shares needed to adopt the merger agreement and intends to complete the acquisition via a merger under Section 251(h) of the DGCL without a stockholder meeting. At the merger’s effective time, each remaining share other than specified excluded or appraisal shares will convert into the right to receive $124.00 in cash, less applicable taxes, and Nuvalent’s shares will be delisted from the Nasdaq Global Select Market and deregistered under the Exchange Act.
Nuvalent, Inc. Chief Scientific Officer Henry E. Pelish reported an open-market sale of 2,111 shares of Class A common stock at $123.81 per share on July 9, 2026. The transaction was executed pursuant to a durable Rule 10b5-1 sell-to-cover instruction to satisfy tax withholding obligations upon vesting of previously granted equity awards. Following this transaction, Pelish directly holds 63,493 shares of Nuvalent Class A common stock.
Nuvalent, Inc. is the subject of a cash tender offer by Harmony Row Acquisition Co., GlaxoSmithKline LLC and GSK plc to purchase all issued and outstanding Class A and Class B shares for $124.00 per Share, net to the seller in cash. The HSR waiting period expired effective July 9, 2026 at 11:59 P.M. Eastern Time, and the HSR condition to the Offer has been satisfied.
Nuvalent, Inc. amends its Schedule 14D-9 to report that the Hart-Scott-Rodino (HSR Act) waiting period for the tender offer and related merger by Harmony Row Acquisition Co./GlaxoSmithKline LLC expired at 11:59 p.m. Eastern Time on July 9, 2026. The Offer contemplates cash consideration of $124.00 per share for each Class A and Class B share; the Offer and Merger remain subject to other closing conditions.
NUVL submitted a Form 144 notice reporting a proposed sale of 2,111 shares of Class A Common Stock tied to Restricted Stock Unit Vesting on 07/09/2026. The filing lists an aggregate dollar amount of $261,358.43. It also records 3,093 shares sold during the past three months for $323,169.86.
Nuvalent, Inc. President and CEO James Richard Porter executed a pre-planned option exercise and related share sale. He exercised stock options covering 30,000 shares of Class A Common Stock at $18.93 per share and sold 30,000 shares in open-market transactions at a weighted average price of $123.72 per share.
The filing states these trades were carried out under a Rule 10b5-1 trading plan adopted on December 4, 2025, indicating they were scheduled in advance. Following the transactions, Porter directly holds 324,879 shares of Class A Common Stock. The options exercised were fully vested and no remaining derivative holdings are shown in this filing.
FMR LLC filed Amendment No. 5 to Schedule 13G/A disclosing beneficial ownership of 1,417,590.47 shares of Nuvalent Inc. Class A common stock, representing 1.9% of the class as reported with CUSIP 670703107 and a reporting reference date of 06/30/2026. The filing shows sole voting power of 1,402,750 and sole dispositive power of 1,417,590.47 shares, and is signed on behalf of FMR LLC and Abigail P. Johnson.
Nuvalent, Inc.: Purchaser entities led by GSK plc and its affiliates have launched a cash tender offer to acquire all issued and outstanding Class A and Class B shares of Nuvalent for $124.00 per Share, subject to the terms of the Offer to Purchase and the Merger Agreement.
The filing discloses an HSR Act waiting period that is scheduled to expire at 11:59 P.M. ET on July 9, 2026 unless earlier terminated or extended by a Second Request, and notes the Company had received 11 demand letters as of July 7, 2026 challenging disclosures in the Schedule 14D-9.
Nuvalent, Inc. amended its Schedule 14D-9 to supplement disclosures regarding the recommended $124.00 per share cash tender offer by a GlaxoSmithKline subsidiary and to add financial detail, management forecasts and Centerview valuation analyses. The amendment notes the Company received 11 demand letters challenging disclosures but states it denies the allegations and is voluntarily supplementing information to avoid transaction delay.
The supplement adds Centerview valuation ranges based on risk-adjusted revenue, management forecast tables (including $2,528 million risk-adjusted revenue for 2031), a $1,214 million net cash figure as of June 30, 2026, and references FTC premerger notification timing.