---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-22-275066"
form_type: "8-K"
ticker: "NUVL"
cik: "0001861560"
company_name: "Nuvalent, Inc."
filed_at: "2022-11-01T23:59:59+00:00"
generated_at: "2026-06-22T19:24:58.004502+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Nuvalent prices $230M public offering of 6.87M shares at $33.50/share

## Summary
- 6,865,672 shares of Class A common stock priced at $33.50/share; gross proceeds ~$230M.
- Underwriters granted 30-day option to purchase up to an additional 1,029,850 shares.
- Offering expected to close November 3, 2022, subject to customary conditions.
- Company also amended ATM facility, reducing maximum aggregate offering to $135M.

## SEC filing metadata
- accession: 0001193125-22-275066
- form_type: 8-K
- ticker: NUVL
- cik: 0001861560
- company_name: Nuvalent, Inc.
- filed_at: 2022-11-01T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1861560/000119312522275066/0001193125-22-275066-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1861560/000119312522275066/d411684d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-22-275066
- JSON: https://secwatch.observer/filing/0001193125-22-275066.json
- Plain text: https://secwatch.observer/filing/0001193125-22-275066.txt

## Key facts
- Material Agreements
  Nuvalent, Inc. amended Amendment No. 1 to the Sales Agreement with Cowen valued at $135.0 million (effective 2022-10-31).
  - Action: amendment
  - Agreement: atm program
  - Counterparty: Cowen
  - Value: $135.0 million
  - Effective: 2022-10-31
  source text: On October 31, 2022, prior to the Company’s entry into the Underwriting Agreement, the Company and Cowen entered into an Amendment No. 1 to the Sales Agreement, dated as of August 10, 2022, between the Company and Cowen (the “Sales Agreement Amendment”) pursuant to which the Company may offer and sell shares of Common Stock from time to time through Cowen in an “at the market offering” (the “ATM Facility”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312522275066/0001193125-22-275066-index.htm
- Material Agreements
  Nuvalent, Inc. entered into Underwriting Agreement with J.P. Morgan Securities LLC, Cowen and Company, LLC, Piper Sandler & Co. and BMO Capital Markets Corp. (effective 2022-10-31).
  - Action: entry
  - Agreement: underwriting
  - Counterparty: J.P. Morgan Securities LLC, Cowen and Company, LLC, Piper Sandler & Co. and BMO Capital Markets Corp.
  - Effective: 2022-10-31
  source text: On October 31, 2022, Nuvalent, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, Cowen and Company, LLC (“Cowen”), Piper Sandler & Co. and BMO Capital Markets Corp., as representatives of the several underwriters (the “Underwriters”), relating to an underwritten public offering (the “Offering”) of 6,865,672 shares (the “Shares”) of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312522275066/0001193125-22-275066-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.