--- schema_version: "secwatch.filing_event.v1" accession: "0001140361-24-048133" form_type: "8-K" ticker: null cik: "0001832168" company_name: "Longboard Pharmaceuticals, Inc." filed_at: "2024-12-02T23:59:59+00:00" generated_at: "2026-05-29T11:42:41.610941+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Longboard acquired by H. Lundbeck for $60.00 per share; Merger completed Dec 2, 2024 ## Summary - Acquisition closed on Dec 2, 2024; Longboard becomes indirect wholly owned subsidiary of H. Lundbeck A/S. - Offer expired Nov 27, 2024; 30,618,257 shares (88.6%) validly tendered; all conditions satisfied. - Each share converted into $60.00 cash; outstanding options and RSUs cashed out at same price. - All pre-merger directors and officers resigned; Thomas Gibbs (President), Thomas Forrester (Secretary), Markus Kede (Treasurer) appointed. - Shares will be delisted from Nasdaq and registration terminated under Exchange Act. ## SEC filing metadata - accession: 0001140361-24-048133 - form_type: 8-K - cik: 0001832168 - company_name: Longboard Pharmaceuticals, Inc. - filed_at: 2024-12-02T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.02, 2.01, 5.03, 3.01, 3.03, 5.01, 5.02, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/ef20039392_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001140361-24-048133 - JSON: https://secwatch.observer/filing/0001140361-24-048133.json - Plain text: https://secwatch.observer/filing/0001140361-24-048133.txt ## Key facts - Executive change Markus Kede was appointed as Treasurer at Longboard Pharmaceuticals, Inc.. - Action: appointed - Role: Treasurer source text: The officers of Purchaser immediately prior to the Effective Time were Thomas Gibbs, President; Thomas D. Forrester, Secretary; and Markus Kede, Treasurer. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Casey Lynch resigned as Director at Longboard Pharmaceuticals, Inc.. - Action: resigned - Role: Director source text: each of Kevin R. Lind, Paul Sekhri, Vincent Aurentz, Corrine Le Goff, Pharm.D., Casey Lynch and Phillip Schneider resigned and ceased to be directors of Longboard and members of any committee of Longboard’s board of directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Thomas Gibbs was appointed as Director at Longboard Pharmaceuticals, Inc.. - Action: appointed - Role: Director source text: The director of Purchaser immediately prior to the Effective Time was Thomas Gibbs. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Vincent Aurentz resigned as Director at Longboard Pharmaceuticals, Inc.. - Action: resigned - Role: Director source text: each of Kevin R. Lind, Paul Sekhri, Vincent Aurentz, Corrine Le Goff, Pharm.D., Casey Lynch and Phillip Schneider resigned and ceased to be directors of Longboard and members of any committee of Longboard’s board of directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Randall Kaye resigned as other_named_officer at Longboard Pharmaceuticals, Inc.. - Action: resigned source text: each of Kevin R. Lind, Brandi Roberts, Randall Kaye, Steven Spector, and Chad Orevillo resigned as corporate officers. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Brandi Roberts resigned as other_named_officer at Longboard Pharmaceuticals, Inc.. - Action: resigned source text: each of Kevin R. Lind, Brandi Roberts, Randall Kaye, Steven Spector, and Chad Orevillo resigned as corporate officers. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Steven Spector resigned as other_named_officer at Longboard Pharmaceuticals, Inc.. - Action: resigned source text: each of Kevin R. Lind, Brandi Roberts, Randall Kaye, Steven Spector, and Chad Orevillo resigned as corporate officers. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Thomas Gibbs was appointed as President at Longboard Pharmaceuticals, Inc.. - Action: appointed - Role: President source text: The officers of Purchaser immediately prior to the Effective Time were Thomas Gibbs, President; Thomas D. Forrester, Secretary; and Markus Kede, Treasurer. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Kevin R. Lind resigned as other_named_officer at Longboard Pharmaceuticals, Inc.. - Action: resigned source text: each of Kevin R. Lind, Brandi Roberts, Randall Kaye, Steven Spector, and Chad Orevillo resigned as corporate officers. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Thomas D. Forrester was appointed as Secretary at Longboard Pharmaceuticals, Inc.. - Action: appointed - Role: Secretary source text: The officers of Purchaser immediately prior to the Effective Time were Thomas Gibbs, President; Thomas D. Forrester, Secretary; and Markus Kede, Treasurer. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Corrine Le Goff resigned as Director at Longboard Pharmaceuticals, Inc.. - Action: resigned - Role: Director source text: each of Kevin R. Lind, Paul Sekhri, Vincent Aurentz, Corrine Le Goff, Pharm.D., Casey Lynch and Phillip Schneider resigned and ceased to be directors of Longboard and members of any committee of Longboard’s board of directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Phillip Schneider resigned as Director at Longboard Pharmaceuticals, Inc.. - Action: resigned - Role: Director source text: each of Kevin R. Lind, Paul Sekhri, Vincent Aurentz, Corrine Le Goff, Pharm.D., Casey Lynch and Phillip Schneider resigned and ceased to be directors of Longboard and members of any committee of Longboard’s board of directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Kevin R. Lind resigned as Director at Longboard Pharmaceuticals, Inc.. - Action: resigned - Role: Director source text: each of Kevin R. Lind, Paul Sekhri, Vincent Aurentz, Corrine Le Goff, Pharm.D., Casey Lynch and Phillip Schneider resigned and ceased to be directors of Longboard and members of any committee of Longboard’s board of directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Paul Sekhri resigned as Director at Longboard Pharmaceuticals, Inc.. - Action: resigned - Role: Director source text: each of Kevin R. Lind, Paul Sekhri, Vincent Aurentz, Corrine Le Goff, Pharm.D., Casey Lynch and Phillip Schneider resigned and ceased to be directors of Longboard and members of any committee of Longboard’s board of directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Executive change Chad Orevillo resigned as other_named_officer at Longboard Pharmaceuticals, Inc.. - Action: resigned source text: each of Kevin R. Lind, Brandi Roberts, Randall Kaye, Steven Spector, and Chad Orevillo resigned as corporate officers. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Governance Changes Longboard Pharmaceuticals, Inc.: Amended and restated the bylaws in their entirety in connection with a merger. - Change: bylaw amendment source text: Pursuant to the terms of the Merger Agreement, at the Effective Time, the Company’s certificate of incorporation and bylaws were amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - Governance Changes Longboard Pharmaceuticals, Inc.: Amended and restated the certificate of incorporation in its entirety in connection with a merger. - Change: charter amendment source text: Pursuant to the terms of the Merger Agreement, at the Effective Time, the Company’s certificate of incorporation and bylaws were amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference. evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm - M&A Transactions Longboard Pharmaceuticals, Inc. underwent a change of control involving H. Lundbeck A/S for $60.00 per Share (closed 2024-12-02). - Action: change of control - Counterparty: H. Lundbeck A/S - Consideration: $60.00 per Share - Closing: 2024-12-02 source text: Purchaser commenced a cash tender offer to acquire all of the outstanding shares of common stock of the Company, par value $0.0001 per share (the “ Shares ”), at a price of $60.00 per Share (the “ Offer Price ”), in cash, without interest and subject to any applicable withholding of taxes, upon the terms and subject to the conditions set forth in the Offer evidence_url: https://www.sec.gov/Archives/edgar/data/1832168/000114036124048133/0001140361-24-048133-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.