SpringWorks Therapeutics filings document the company's completed acquisition by Merck KGaA, Darmstadt, Germany, and the resulting transition from a Nasdaq-listed public company to a wholly owned subsidiary. Material-event reports describe the merger closing, related merger-agreement disclosures, shareholder voting matters, capital-structure effects, and the status of SpringWorks common stock.
Subsequent exchange and SEC forms record the removal of SpringWorks common stock from Nasdaq listing and registration under Form 25 and the Form 15 notice terminating or suspending Exchange Act reporting obligations. Earlier filing categories include operating and financial results, governance matters, material agreements, and clinical or regulatory disclosures for its rare-disease and cancer therapy portfolio.
SpringWorks Therapeutics, Inc. (SWTX) has filed a Form 25 with the U.S. Securities and Exchange Commission. Nasdaq Stock Market LLC, acting as the filer, is removing the company’s common stock from listing and registration under Section 12(b) of the Securities Exchange Act of 1934. The form certifies that Nasdaq has complied with the procedural requirements of 17 CFR 240.12d2-2(b), which allows an exchange to strike a security from listing, and notes that the issuer has likewise satisfied the conditions for voluntary withdrawal under 17 CFR 240.12d2-2(c) if applicable.
The document contains no explanation for the delisting, nor does it provide financial statements or indicate any concurrent corporate action such as a merger, acquisition, or transfer to another trading venue. The filing was signed on 1 July 2025 by Tara Petta, AVP, on behalf of Nasdaq Stock Market LLC. Once effective—generally 10 days after filing—the company’s common stock will no longer be traded on Nasdaq, and its Section 12(b) registration will be withdrawn.
SpringWorks Therapeutics (Nasdaq:SWTX) filed an 8-K reporting the June 26, 2025 special meeting results regarding its proposed acquisition by Merck KGaA, Darmstadt, Germany.
- Quorum: 59.0 million shares (78.31% of outstanding) were represented.
- Merger Agreement adopted with 58.90 million FOR, 0.09 million AGAINST, 0.01 million ABSTAIN (99.85% support).
- Because Proposal 1 passed decisively, the Adjournment Proposal was not needed.
- Advisory compensation for named executives linked to the merger also passed (92% support).
The shareholder vote removes a key closing condition; the transaction now awaits customary regulatory and other approvals. The filing reiterates forward-looking-statement caveats and outlines risks such as termination rights, regulatory delays and litigation.