Welcome to our dedicated page for Verve Therapeutics SEC filings (Ticker: VERV), 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.
Verve Therapeutics filings document the formal wind-down of its public-company registration following the completed acquisition by Eli Lilly and Company. The record includes acquisition-related Form 8-K material-event reports, common-stock listing information for the Nasdaq Global Select Market, a Form 25 notification removing the common stock from exchange listing and Section 12(b) registration, and a Form 15 terminating or suspending Exchange Act reporting duties for the common stock.
Earlier disclosure categories included material agreements, shareholder voting matters, governance matters, capital-structure disclosure, operating and financial results, risk factors, and clinical or regulatory information related to Verve's genetic-medicine programs for cardiovascular disease.
Verve Therapeutics has received a tender offer from Eli Lilly through its subsidiary Ridgeway Acquisition Corporation. The offer consists of $10.50 per share in cash plus one non-tradable contingent value right (CVR) worth up to $3.00 per share, contingent on achieving specific clinical milestones.
Key terms of the tender offer include:
- Expiration date: July 23, 2025, at 11:59 p.m. Eastern Time
- Minimum tender condition requires majority of outstanding shares
- CVR payment triggered by first U.S. Phase 3 trial dosing for atherosclerotic cardiovascular disease (ASCVD) product
- CVR milestone must be achieved within 10 years of closing
The deal will proceed as a merger under Delaware law Section 251(h) after tender completion. Key conditions include HSR Act clearance, no legal restraints, and no material adverse effects. As of June 20, 2025, Verve had 89,320,995 shares outstanding.