--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-25-035121" form_type: "8-K" ticker: "TVRD" cik: "0001346830" company_name: "Tvardi Therapeutics, Inc." filed_at: "2025-04-15T23:59:59+00:00" generated_at: "2026-05-23T14:20:41.543042+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.9 calibrated_materiality_score: 0.9 confidence: "high" source: SEC EDGAR --- # Cara-Tvardi merger closes, new company renamed Tvardi Therapeutics (TVRD) ## Summary - Merger completed April 15, 2025: Merger Sub merged into Tvardi, which became a wholly owned subsidiary. - Post-merger ownership: pre-Cara holders ~15.4%, pre-Tvardi holders ~72.0%, Convertible Note holders ~12.5% fully diluted. - 1-for-3 reverse stock split effected; common stock begins trading as TVRD on Nasdaq on April 16, 2025. - Asset disposition of difelikefalin to CSL Vifor for $900K; Cara paid CSL Vifor $3M for future expenses. - Lead candidate TTI-101 in Phase 2 for IPF; unblinded data expected H2 2025; HCC data expected H1 2026. ## SEC filing metadata - accession: 0001104659-25-035121 - form_type: 8-K - ticker: TVRD - cik: 0001346830 - company_name: Tvardi Therapeutics, Inc. - filed_at: 2025-04-15T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.9 - calibrated_materiality_score: 0.9 - confidence: high - sec_items: 2.01, 1.01, 5.02, 9.01, 3.03, 5.01, 5.03, 5.05, 5.06, 7.01, 8.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/tm2512159d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-25-035121 - JSON: https://secwatch.observer/filing/0001104659-25-035121.json - Plain text: https://secwatch.observer/filing/0001104659-25-035121.txt ## Key facts - Executive change Helen M. Boudreau resigned as Director at Tvardi Therapeutics, Inc.. - Action: resigned - Role: Director source text: Martin Vogelbaum, Christopher Posner, Helen M. Boudreau, Jeffrey Ives, Ph.D., and Lisa von Moltke, M.D. resigned from the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm - Executive change Imran Alibhai, Ph.D. was appointed as Director at Tvardi Therapeutics, Inc.. - Action: appointed - Role: Director source text: the size of the Company’s board of directors will be fixed at seven members consisting of one member designated by Cara, who is Susan Shiff, Ph.D., and six members designated by Tvardi, who are Sujal Shah, Michael Wyzga, Wallace Hall, Shaheen Wirk, M.D., Imran Alibhai, Ph.D., and Cynthia Smith. evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm - Executive change Susan Shiff, Ph.D. was appointed as Director at Tvardi Therapeutics, Inc.. - Action: appointed - Role: Director source text: the size of the Company’s board of directors will be fixed at seven members consisting of one member designated by Cara, who is Susan Shiff, Ph.D., and six members designated by Tvardi, who are Sujal Shah, Michael Wyzga, Wallace Hall, Shaheen Wirk, M.D., Imran Alibhai, Ph.D., and Cynthia Smith. evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm - Executive change Michael Wyzga was appointed as Director at Tvardi Therapeutics, Inc.. - Action: appointed - Role: Director source text: the size of the Company’s board of directors will be fixed at seven members consisting of one member designated by Cara, who is Susan Shiff, Ph.D., and six members designated by Tvardi, who are Sujal Shah, Michael Wyzga, Wallace Hall, Shaheen Wirk, M.D., Imran Alibhai, Ph.D., and Cynthia Smith. evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm - Executive change Shaheen Wirk, M.D. was appointed as Director at Tvardi Therapeutics, Inc.. - Action: appointed - Role: Director source text: the size of the Company’s board of directors will be fixed at seven members consisting of one member designated by Cara, who is Susan Shiff, Ph.D., and six members designated by Tvardi, who are Sujal Shah, Michael Wyzga, Wallace Hall, Shaheen Wirk, M.D., Imran Alibhai, Ph.D., and Cynthia Smith. evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm - Executive change Lisa von Moltke, M.D. resigned as Director at Tvardi Therapeutics, Inc.. - Action: resigned - Role: Director source text: Martin Vogelbaum, Christopher Posner, Helen M. Boudreau, Jeffrey Ives, Ph.D., and Lisa von Moltke, M.D. resigned from the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm - Executive change Sujal Shah was appointed as Director and Chair of the Board at Tvardi Therapeutics, Inc.. - Action: appointed - Role: Director and Chair of the Board source text: Sujal Shah was appointed to the Company’s board of directors and as Chair of our board of directors upon the closing of the Merger. evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm - Executive change Cynthia Smith was appointed as Director at Tvardi Therapeutics, Inc.. - Action: appointed - Role: Director source text: the size of the Company’s board of directors will be fixed at seven members consisting of one member designated by Cara, who is Susan Shiff, Ph.D., and six members designated by Tvardi, who are Sujal Shah, Michael Wyzga, Wallace Hall, Shaheen Wirk, M.D., Imran Alibhai, Ph.D., and Cynthia Smith. evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm - Executive change Martin Vogelbaum resigned as Director at Tvardi Therapeutics, Inc.. - Action: resigned - Role: Director source text: Martin Vogelbaum, Christopher Posner, Helen M. Boudreau, Jeffrey Ives, Ph.D., and Lisa von Moltke, M.D. resigned from the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm - Executive change Jeffrey Ives, Ph.D. resigned as Director at Tvardi Therapeutics, Inc.. - Action: resigned - Role: Director source text: Martin Vogelbaum, Christopher Posner, Helen M. Boudreau, Jeffrey Ives, Ph.D., and Lisa von Moltke, M.D. resigned from the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm - Executive change Wallace Hall was appointed as Director at Tvardi Therapeutics, Inc.. - Action: appointed - Role: Director source text: the size of the Company’s board of directors will be fixed at seven members consisting of one member designated by Cara, who is Susan Shiff, Ph.D., and six members designated by Tvardi, who are Sujal Shah, Michael Wyzga, Wallace Hall, Shaheen Wirk, M.D., Imran Alibhai, Ph.D., and Cynthia Smith. evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm - Executive change Christopher Posner resigned as Director at Tvardi Therapeutics, Inc.. - Action: resigned - Role: Director source text: Martin Vogelbaum, Christopher Posner, Helen M. Boudreau, Jeffrey Ives, Ph.D., and Lisa von Moltke, M.D. resigned from the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1346830/000110465925035121/0001104659-25-035121-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.