--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-044902" form_type: "8-K" ticker: "ELVN" cik: "0001672619" company_name: "Enliven Therapeutics, Inc." filed_at: "2023-02-22T23:59:59+00:00" generated_at: "2026-06-19T05:03:08.904058+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # Imara stockholders approve merger with Enliven Therapeutics, authorize reverse stock split and share increase ## Summary - Stockholders approved issuance of shares for merger with Enliven Therapeutics (21.4M for, 29K against). - Authorized increase in common shares from 200M to 400M; approved reverse stock split at ratio of 1:3 to 1:7. - Adopted Amended and Restated 2020 Equity Incentive Plan and increased ESPP shares to 1,628,535. - Special meeting held Feb 22, 2023; all six proposals passed with requisite votes. - Press release issued announcing voting results and reverse stock split details. ## SEC filing metadata - accession: 0001193125-23-044902 - form_type: 8-K - ticker: ELVN - cik: 0001672619 - company_name: Enliven Therapeutics, Inc. - filed_at: 2023-02-22T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 3.03, 5.02, 5.03, 5.07, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1672619/000119312523044902/0001193125-23-044902-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1672619/000119312523044902/d466671d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-044902 - JSON: https://secwatch.observer/filing/0001193125-23-044902.json - Plain text: https://secwatch.observer/filing/0001193125-23-044902.txt ## Key facts - Shareholder Votes Enliven Therapeutics, Inc. shareholders approved To adopt and approve an amendment to the restated certificate of incorporation of Imara to effect a reverse stock split of Imara common stock, by a ratio of not less than 1-for-3 and not more than 1-for-7, or any whole number in between, and a proportionate reduction in the number of authorized shar. - Proposal: reverse split - Outcome: passed source text: Proposal No. 3. To adopt and approve an amendment to the restated certificate of incorporation of Imara to effect a reverse stock split of Imara common stock, by a ratio of not less than 1-for-3 and not more than 1-for-7, or any whole number in between, and a proportionate reduction in the number of authorized shares of Imara common stock, such ratio and the implementation and timing of the reverse stock split to be determined in the discretion of Imara’s board of directors. This proposal was approved by the requisite vote of the Company’s stockholders. For Against Abstain 22,464,937 193,805 16,840 evidence_url: https://www.sec.gov/Archives/edgar/data/1672619/000119312523044902/0001193125-23-044902-index.htm - Shareholder Votes Enliven Therapeutics, Inc. shareholders approved To adopt and approve an amendment to the restated certificate of incorporation of Imara to increase the number of authorized shares of Imara common stock from 200,000,000 shares to 400,000,000 shares.. - Proposal: charter amendment - Outcome: passed source text: Proposal No. 2. To adopt and approve an amendment to the restated certificate of incorporation of Imara to increase the number of authorized shares of Imara common stock from 200,000,000 shares to 400,000,000 shares. This proposal was approved by the requisite vote of the Company’s stockholders. For Against Abstain 22,389,433 268,310 17,839 evidence_url: https://www.sec.gov/Archives/edgar/data/1672619/000119312523044902/0001193125-23-044902-index.htm - Shareholder Votes Enliven Therapeutics, Inc. shareholders approved To approve the adoption of the AR 2020 Plan.. - Proposal: equity plan - Outcome: passed source text: Proposal No. 4. To approve the adoption of the AR 2020 Plan. This proposal was approved by the requisite vote of the Company’s stockholders. For Against Abstain Broker Non-Votes 20,405,072 1,049,082 7,063 1,214,365 evidence_url: https://www.sec.gov/Archives/edgar/data/1672619/000119312523044902/0001193125-23-044902-index.htm - Shareholder Votes Enliven Therapeutics, Inc. shareholders approved To approve the issuance of shares of common stock of Imara pursuant to the terms of the Merger Agreement for purposes of Nasdaq Listing Rules 5635(a), (b) and (d).. - Proposal: merger approval - Outcome: passed source text: Proposal No. 1. To approve the issuance of shares of common stock of Imara pursuant to the terms of the Merger Agreement for purposes of Nasdaq Listing Rules 5635(a), (b) and (d). This proposal was approved by the requisite vote of the Company’s stockholders. For Against Abstain Broker Non-Votes 21,428,092 29,419 3,706 1,214,365 evidence_url: https://www.sec.gov/Archives/edgar/data/1672619/000119312523044902/0001193125-23-044902-index.htm - Shareholder Votes Enliven Therapeutics, Inc. shareholders approved To approve an amendment to the 2020 ESPP to increase the number of shares of common stock reserved for issuance under the 2020 ESPP to 1,628,535 shares.. - Outcome: passed source text: Proposal No. 5. To approve an amendment to the 2020 ESPP to increase the number of shares of common stock reserved for issuance under the 2020 ESPP to 1,628,535 shares. This proposal was approved by the requisite vote of the Company’s stockholders. For Against Abstain Broker Non-Votes 20,492,019 952,287 16,911 1,214,365 evidence_url: https://www.sec.gov/Archives/edgar/data/1672619/000119312523044902/0001193125-23-044902-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.