---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-22-311788"
form_type: "8-K"
ticker: "EQ"
cik: "0001746466"
company_name: "Equillium, Inc."
filed_at: "2022-12-23T23:59:59+00:00"
generated_at: "2026-06-20T23:27:03.339457+00:00"
event_type: "other_material"
sentiment: "positive"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Equillium and Metacrine mutually terminate merger; no fee; cash runway extended via Ono partnership

## Summary
- Merger agreement terminated effective Dec 23, 2022; no termination fee payable.
- CEO cites strategic partnership with Ono Pharmaceutical extending cash runway into 2025.
- Special meeting of stockholders to vote on merger adjourned and now cancelled.
- Equillium focuses on wholly-owned multi-cytokine inhibitors in clinic for 2023.

## SEC filing metadata
- accession: 0001193125-22-311788
- form_type: 8-K
- ticker: EQ
- cik: 0001746466
- company_name: Equillium, Inc.
- filed_at: 2022-12-23T23:59:59+00:00
- event_type: other_material
- sentiment: positive
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.02, 5.07, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1746466/000119312522311788/0001193125-22-311788-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1746466/000119312522311788/d396766d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-22-311788
- JSON: https://secwatch.observer/filing/0001193125-22-311788.json
- Plain text: https://secwatch.observer/filing/0001193125-22-311788.txt

## Key facts
- Material Agreements
  Equillium, Inc. terminated Agreement and Plan of Merger with Metacrine, Inc. (effective 2022-12-23).
  - Action: termination
  - Agreement: merger
  - Counterparty: Metacrine, Inc.
  - Effective: 2022-12-23
  source text: On December 23, 2022, Equillium, Inc. (the “Equillium”) and Metacrine, Inc. (“Metacrine”) agreed to terminate that certain Agreement and Plan of Merger, dated as of September 6, 2022, as amended by Amendment No. 1 to Agreement and Plan of Merger, dated as of October 26, 2022 (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), by and among Equillium, Metacrine and the other parties thereto.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1746466/000119312522311788/0001193125-22-311788-index.htm
- Shareholder Votes
  Equillium, Inc. shareholders approved Adjournment Proposal at the 2022-12-20 meeting.
  - Outcome: passed
  - Meeting: 2022-12-20
  source text: Equillium’s virtual special meeting of its stockholders (the “Special Meeting”), originally scheduled for December 20, 2022 at 12:00 p.m. (Eastern Time), was adjourned, without conducting any business except as described below, to 12:00 p.m. (Eastern Time) on January 10, 2023. The sole proposal presented at the Special Meeting was a proposal to adjourn the Special Meeting, if necessary, to a later date to solicit additional proxies (the “Adjournment Proposal”). Equillium’s stockholders approved the Adjournment Proposal and the voting results are as follows: For Against Abstentions Broker Non-Votes 22,460,787 163,702 5,062 —
  evidence_url: https://www.sec.gov/Archives/edgar/data/1746466/000119312522311788/0001193125-22-311788-index.htm

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