--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-25-011211" form_type: "8-K" ticker: null cik: "0001267813" company_name: "MARINUS PHARMACEUTICALS, INC." filed_at: "2025-02-11T23:59:59+00:00" generated_at: "2026-05-26T23:15:05.367197+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # Marinus acquired by Immedica for $0.55/share; merger completed, stock to be delisted ## Summary - Tender offer closed Feb 6 with ~67.4% of shares tendered; merger effective Feb 11, 2025. - Aggregate consideration ~$32.3M; shareholders receive $0.55 cash per share. - Marinus common stock to cease trading on Nasdaq; company becomes Immedica subsidiary. - All directors and officers replaced; Anders Edvell named CEO, Simon Falk Treasurer, Nina Fleck Secretary. ## SEC filing metadata - accession: 0001104659-25-011211 - form_type: 8-K - cik: 0001267813 - company_name: MARINUS PHARMACEUTICALS, INC. - filed_at: 2025-02-11T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/tm256024d9_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-25-011211 - JSON: https://secwatch.observer/filing/0001104659-25-011211.json - Plain text: https://secwatch.observer/filing/0001104659-25-011211.txt ## Key facts - Executive change Scott Braunstein departed as Director at MARINUS PHARMACEUTICALS, INC.. - Action: ceased to be a director - Role: Director source text: each of Scott Braunstein, Tim Mayleben, Elan Ezickson, Seth Fischer, Marvin Johnson, and Christine Silverstein ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - Executive change Christina Shafer departed as Chief Commercial Officer at MARINUS PHARMACEUTICALS, INC.. - Action: ceased to be an officer - Role: Chief Commercial Officer source text: Christina Shafer (Chief Commercial Officer) ... ceased to be officers of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - Executive change Christine Silverstein departed as Director at MARINUS PHARMACEUTICALS, INC.. - Action: ceased to be a director - Role: Director source text: each of Scott Braunstein, Tim Mayleben, Elan Ezickson, Seth Fischer, Marvin Johnson, and Christine Silverstein ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - Executive change Nina Fleck was appointed as Director at MARINUS PHARMACEUTICALS, INC.. - Action: became director - Role: Director source text: Simon Falk and Nina Fleck became the directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - Executive change Scott Braunstein departed as President and Chief Executive Officer at MARINUS PHARMACEUTICALS, INC.. - Action: ceased to be President and Chief Executive Officer - Role: President and Chief Executive Officer source text: Mr. Braunstein ceased to be President and Chief Executive Officer of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - Executive change Anders Edvell was appointed as President and Chief Executive Officer at MARINUS PHARMACEUTICALS, INC.. - Action: appointed - Role: President and Chief Executive Officer source text: Anders Edvell was appointed President and Chief Executive Officer of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - Executive change Simon Falk was appointed as Treasurer at MARINUS PHARMACEUTICALS, INC.. - Action: appointed - Role: Treasurer source text: Simon Falk was appointed Treasurer of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - Executive change Simon Falk was appointed as Director at MARINUS PHARMACEUTICALS, INC.. - Action: became director - Role: Director source text: Simon Falk and Nina Fleck became the directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - Executive change Nina Fleck was appointed as Secretary at MARINUS PHARMACEUTICALS, INC.. - Action: appointed - Role: Secretary source text: Nina Fleck was appointed Secretary of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - Executive change Marvin Johnson departed as Director at MARINUS PHARMACEUTICALS, INC.. - Action: ceased to be a director - Role: Director source text: each of Scott Braunstein, Tim Mayleben, Elan Ezickson, Seth Fischer, Marvin Johnson, and Christine Silverstein ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - Executive change Tim Mayleben departed as Director at MARINUS PHARMACEUTICALS, INC.. - Action: ceased to be a director - Role: Director source text: each of Scott Braunstein, Tim Mayleben, Elan Ezickson, Seth Fischer, Marvin Johnson, and Christine Silverstein ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - Executive change Elan Ezickson departed as Director at MARINUS PHARMACEUTICALS, INC.. - Action: ceased to be a director - Role: Director source text: each of Scott Braunstein, Tim Mayleben, Elan Ezickson, Seth Fischer, Marvin Johnson, and Christine Silverstein ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - Executive change Seth Fischer departed as Director at MARINUS PHARMACEUTICALS, INC.. - Action: ceased to be a director - Role: Director source text: each of Scott Braunstein, Tim Mayleben, Elan Ezickson, Seth Fischer, Marvin Johnson, and Christine Silverstein ceased to be a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm - M&A Transactions MARINUS PHARMACEUTICALS, INC. underwent a change of control involving Immedica Pharma AB for $0.55 per share (closed 2025-02-11). - Action: change of control - Counterparty: Immedica Pharma AB - Consideration: $0.55 per share - Closing: 2025-02-11 source text: a cash tender offer to acquire all of the outstanding shares of common stock (the “ Company Common Stock ”), par value $0.001 per share, of the Company (the “ Shares ”), for $0.55 per share (such amount, as it may be adjusted in accordance with the Merger Agreement, the “ Offer Price ”), in cash, subject to any applicable withholding taxes and without evidence_url: https://www.sec.gov/Archives/edgar/data/1267813/000110465925011211/0001104659-25-011211-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.