8-K
filed June 18, 2025, 7:59 PM ET
ticker CBIO
CIK 0001253689
M&A
confidence high
sentiment positive
materiality 1.00
CRESCENT BIOPHARMA, INC. (CBIO): auditor change — Crescent Biopharma completes reverse merger with GlycoMimetics; post-merger shares trade under CBIO
CRESCENT BIOPHARMA, INC.
- Former GlycoMimetics securityholders own ~2.7% of combined company; Crescent holders own ~97.3% on fully diluted basis.
- Crescent raised ~$200M gross proceeds via pre-closing financing: 85.5M shares and 19.1M pre-funded warrants.
- Exchange ratio set at 0.1445 GlycoMimetics shares per Crescent share; 1-for-100 reverse stock split effected.
- Combined company has ~19.5M shares outstanding (including warrants and convertible preferred) post-merger.
- Company name changed to Crescent Biopharma, Inc.; stock trades under symbol CBIO on Nasdaq Capital Market.
Key facts
Extracted from this filing and checked against the source text.
Auditor Changes
SEC 8-K Item 4.01/4.02
confidence 0.9
CRESCENT BIOPHARMA, INC. dismissed Ernst & Young LLP as its auditor.
- Action
- dismissal
- Auditor
- Ernst & Young LLP
- Successor
- PricewaterhouseCoopers LLP
Exact text from the filing
On June 13, 2025, EY was dismissed as the independent registered public accounting firm of the Company.
View on SEC.gov
Auditor Changes
SEC 8-K Item 4.01/4.02
confidence 0.9
CRESCENT BIOPHARMA, INC. engaged PricewaterhouseCoopers LLP as its auditor.
- Action
- engagement
- Auditor
- PricewaterhouseCoopers LLP
Exact text from the filing
On June 13, 2025, the Audit Committee appointed PwC as the independent registered public accounting firm of the Company.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
CRESCENT BIOPHARMA, INC.: GlycoMimetics stockholders approved amendments to the certificate of incorporation to increase authorized shares from 150,000,000 to 175,000,000, effect a 1-for-100 reverse stock split, and redomesticate from Delaware to the Cayman Islands (effective 2025-06-13).
- Change
- charter amendment
- Effective
- 2025-06-13
Exact text from the filing
GlycoMimetics’ stockholders approved, among other matters, amendments to the amended and restated certificate of incorporation of GlycoMimetics to (i) increase the number of authorized shares of Company common stock from 150,000,000 shares to 175,000,000 (the “ Authorized Share Increase ”), (ii) effect the Reverse Stock Split and (iii) effect the redomestication of GlycoMimetics from the State of Delaware to the Cayman Islands by conversion and by way of continuation (the “ Redomestication ”) by means of a plan of conversion (the “ Plan of Conversion ”), in each case as described in the Proxy Statement/Prospectus.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
CRESCENT BIOPHARMA, INC.: Redomestication from Delaware to the Cayman Islands, including adoption of Cayman Islands Memorandum and Articles of Association (effective 2025-06-16).
- Change
- charter amendment
- Effective
- 2025-06-16
Exact text from the filing
Pursuant to the Plan of Conversion, to effect the Redomestication, the Company (i) filed a Certificate of Conversion with the Secretary of State of the State of Delaware (the “ Certificate of Conversion ”), with an effective time of 4:45 p.m., Eastern Daylight Time, on June 16, 2025, and (ii) filed the Cayman Articles, among other things, with the Cayman Islands Registrar of Companies, effective on June 16, 2025.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
CRESCENT BIOPHARMA, INC.: Filed Certificate of Amendment to change company name (effective 2025-06-13).
- Change
- charter amendment
- Effective
- 2025-06-13
Exact text from the filing
To effect the Company Name Change, GlycoMimetics filed a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware (the “ Name Change Certificate of Amendment ”), with an effective time of 8:50 a.m., Eastern Daylight Time, on June 13, 2025.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
CRESCENT BIOPHARMA, INC.: Filed Certificate of Amendment to increase authorized shares to 175,000,000 (effective 2025-06-13).
- Change
- charter amendment
- Effective
- 2025-06-13
Exact text from the filing
To effect the Authorized Share Increase, GlycoMimetics filed a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware (the “ Authorized Share Increase Certificate of Amendment ”), with an effective time of 8:47 a.m., Eastern Daylight Time, on June 13, 2025.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
CRESCENT BIOPHARMA, INC.: Adopted a new Code of Business Conduct and Ethics superseding the prior code (effective 2025-06-13).
- Change
- code of ethics
- Effective
- 2025-06-13
Exact text from the filing
On June 13, 2025, in connection with the Closing, the Board adopted a new Code of Business Conduct and Ethics of the Company (the “ Code of Conduct ”), effective as of such date. The Code of Conduct supersedes the existing Code of Business Conduct and Ethics, as previously adopted by GlycoMimetics’ board of directors (the “ Existing Code of Conduct ”).
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
CRESCENT BIOPHARMA, INC.: Company ceased to be a shell company as a result of the Merger (effective 2025-06-16).
- Change
- shell status
- Effective
- 2025-06-16
Exact text from the filing
As a result of the Merger, the Company ceased to be a shell company (as defined in Rule 12b-2 of the Exchange Act) as of the Closing Date.
View on SEC.gov
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