{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-25-054628","form_type":"8-K","ticker":null,"cik":"0001651407","company_name":"Checkpoint Therapeutics, Inc.","filed_at":"2025-05-30T23:59:59+00:00","discovered_at":"2026-05-14T18:02:49.207817+00:00","generated_at":"2026-05-20T04:29:48.755675+00:00","sec_items":["1.02","5.02","2.01","3.01","3.03","5.03","5.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"Checkpoint Therapeutics completes acquisition by Sun Pharma for $4.10/share plus CVR","bullets":["Merger closed May 30, 2025; Checkpoint becomes wholly owned subsidiary of Sun Pharma.","Shareholders receive $4.10 cash per share plus non-tradable CVR (up to $0.70 contingent on EU regulatory milestones for cosibelimab).","Common stock delisted from Nasdaq; Company intends to suspend SEC reporting obligations.","All prior directors and officers resigned; Abhay Gandhi (President), Sudhir Valia (Director), Zvi Albert (CFO) appointed from Sun Pharma.","Founders Agreement, Management Services Agreement, Board Advisory Services Agreement terminated at closing."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-25-054628","json":"https://secwatch.observer/filing/0001104659-25-054628.json","markdown":"https://secwatch.observer/filing/0001104659-25-054628.md","text":"https://secwatch.observer/filing/0001104659-25-054628.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1651407/000110465925054628/0001104659-25-054628-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1651407/000110465925054628/tm2516558d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-20T04:29:48.755675+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"42e1fa1372","claim":"Abhay Gandhi was appointed as Director at Checkpoint Therapeutics, Inc..","evidence_excerpt":"(ii) Abhay Gandhi and Sudhir Valia, the 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Financial Officer"}],"fact_type":"executive_change"},{"claim_id":"9c134ca7d5","claim":"Sudhir Valia was appointed as Director at Checkpoint Therapeutics, Inc..","evidence_excerpt":"(ii) Abhay Gandhi and Sudhir Valia, the directors of Merger Sub immediately prior to the Effective Time, became directors of the Company","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1651407/000110465925054628/0001104659-25-054628-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"became"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"e69354c11c","claim":"Abhay Gandhi was appointed as President at Checkpoint Therapeutics, Inc..","evidence_excerpt":"(iii) Abhay Gandhi, the President of Merger Sub immediately prior to the Effective Time, became the President of the Company","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1651407/000110465925054628/0001104659-25-054628-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"became"},{"label":"Role","value":"President"}],"fact_type":"executive_change"},{"claim_id":"b738d771b312c69fc989eb5a771a7dfb4c64daff","claim":"Checkpoint Therapeutics, Inc.: Amended and restated the bylaws in their entirety pursuant to the merger agreement.","evidence_excerpt":"Pursuant to the Merger Agreement, as of the Effective Time, the Company’s bylaws, as in effect immediately prior to the Effective Time, were amended and restated in their entirety","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1651407/000110465925054628/0001104659-25-054628-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"}],"fact_type":"governance_change"},{"claim_id":"8da503b3d843e2687bf18612019fa490bb9c322f","claim":"Checkpoint Therapeutics, Inc. underwent a change of control involving Sun Pharmaceutical Industries, Inc. for $4.10 in cash, without interest, and one non-tradable contingent value right (closed 2025-05-30).","evidence_excerpt":"Share (as defined in the Merger Agreement)) outstanding immediately prior to the Effective Time was canceled and ceased to exist and was converted into the right to receive (i) $4.10 in cash, without interest (the “ Common Cash Amount ”), and (ii) one non-tradable contingent value right (a “ CVR ”), which represents the right to receive a contingent cash","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1651407/000110465925054628/0001104659-25-054628-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Sun Pharmaceutical Industries, Inc."},{"label":"Consideration","value":"$4.10 in cash, without interest, and one non-tradable contingent value right"},{"label":"Closing","value":"2025-05-30"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}