--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-173242" form_type: "8-K" ticker: "SYRE" cik: "0001636282" company_name: "Spyre Therapeutics, Inc." filed_at: "2023-06-23T23:59:59+00:00" generated_at: "2026-06-13T18:07:06.041600+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # Aeglea BioTherapeutics completes acquisition of Spyre Therapeutics, raises $210M in PIPE financing ## Summary - Aeglea issued 13,013,636 common shares and 364,889 Series A Preferred shares to Spyre stockholders. - Company raised $210M via PIPE sale of 721,452 Series A Preferred shares to accredited investors. - Appointed Cameron Turtle as COO; Peter Harwin, Tomas Kiselak, and Michael Henderson as new directors. - Series A Preferred stock is non-voting, convertible into 1,000 common shares, subject to stockholder approval. ## SEC filing metadata - accession: 0001193125-23-173242 - form_type: 8-K - ticker: SYRE - cik: 0001636282 - company_name: Spyre Therapeutics, Inc. - filed_at: 2023-06-23T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 5.03, 2.01, 3.02, 5.02, 7.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/0001193125-23-173242-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/d433690d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-173242 - JSON: https://secwatch.observer/filing/0001193125-23-173242.json - Plain text: https://secwatch.observer/filing/0001193125-23-173242.txt ## Key facts - Executive change Cameron Turtle was appointed as Chief Operating Officer at Spyre Therapeutics, Inc.. - Action: appointed - Role: Chief Operating Officer source text: On June 21, 2023, the Board approved the appointment of Cameron Turtle, age 33, to Chief Operating Officer of the Company, effective as of the Closing. evidence_url: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/0001193125-23-173242-index.htm - Executive change Armen Shanafelt resigned as Director at Spyre Therapeutics, Inc.. - Action: resigned - Role: Director source text: In accordance with the Merger Agreement, on June 22, 2023, immediately prior to the effective time of the merger (“Effective Time”), Armen Shanafelt, Ph.D., V. Bryan Lawlis, Ph.D. and Marcio Souza, M.B.A. resigned from the Board and any respective committee of the Board to which they were members. evidence_url: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/0001193125-23-173242-index.htm - Executive change Marcio Souza resigned as Director at Spyre Therapeutics, Inc.. - Action: resigned - Role: Director source text: In accordance with the Merger Agreement, on June 22, 2023, immediately prior to the effective time of the merger (“Effective Time”), Armen Shanafelt, Ph.D., V. Bryan Lawlis, Ph.D. and Marcio Souza, M.B.A. resigned from the Board and any respective committee of the Board to which they were members. evidence_url: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/0001193125-23-173242-index.htm - Executive change Peter Harwin was appointed as Director at Spyre Therapeutics, Inc.. - Action: appointed - Role: Director source text: In accordance with the Merger Agreement, on June 22, 2023, effective immediately after the Effective Time, Peter Harwin, Tomas Kiselak and Michael Henderson were appointed to the Board as directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/0001193125-23-173242-index.htm - Executive change V. Bryan Lawlis resigned as Director at Spyre Therapeutics, Inc.. - Action: resigned - Role: Director source text: In accordance with the Merger Agreement, on June 22, 2023, immediately prior to the effective time of the merger (“Effective Time”), Armen Shanafelt, Ph.D., V. Bryan Lawlis, Ph.D. and Marcio Souza, M.B.A. resigned from the Board and any respective committee of the Board to which they were members. evidence_url: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/0001193125-23-173242-index.htm - Executive change Tomas Kiselak was appointed as Director at Spyre Therapeutics, Inc.. - Action: appointed - Role: Director source text: In accordance with the Merger Agreement, on June 22, 2023, effective immediately after the Effective Time, Peter Harwin, Tomas Kiselak and Michael Henderson were appointed to the Board as directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/0001193125-23-173242-index.htm - Executive change Michael Henderson was appointed as Director at Spyre Therapeutics, Inc.. - Action: appointed - Role: Director source text: In accordance with the Merger Agreement, on June 22, 2023, effective immediately after the Effective Time, Peter Harwin, Tomas Kiselak and Michael Henderson were appointed to the Board as directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/0001193125-23-173242-index.htm - Governance Changes Spyre Therapeutics, Inc.: Filed Certificate of Designation for Series A Non-Voting Convertible Preferred Stock (effective 2023-06-22). - Change: charter amendment - Effective: 2023-06-22 source text: On June 22, 2023, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series A Non-Voting Convertible Preferred Stock with the Secretary of State of the State of Delaware (the “ Certificate of Designation ”) in connection with the Merger and the Financing referenced in Item 1.01 above. evidence_url: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/0001193125-23-173242-index.htm - M&A Transactions Spyre Therapeutics, Inc. completed an acquisition involving Spyre Therapeutics, Inc. (closed 2023-06-22). - Action: acquisition - Counterparty: Spyre Therapeutics, Inc. - Closing: 2023-06-22 source text: On June 22, 2023, the Company completed its business combination with Spyre. evidence_url: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/0001193125-23-173242-index.htm - Material Agreements Spyre Therapeutics, Inc. entered into Merger Agreement with Spyre Therapeutics, Inc.. - Action: entry - Agreement: merger - Counterparty: Spyre Therapeutics, Inc. source text: Pursuant to the Merger Agreement, the Company has agreed to hold a stockholders’ meeting to submit the following matters to its stockholders for their consideration: (i) the approval of the conversion of the Series A Preferred Stock into shares of Common Stock in accordance with Nasdaq Stock Market Rules (the “ Conversion Proposal ”), and (ii), if deemed necessary or appropriate by the Company or as otherwise required by law, the approval of an amendment to the certificate of incorporation of the Company to authorize sufficient shares of Common Stock for the conversion of the Series A Preferred Stock issued pursuant to the Merger Agreement (as described below) and/or to effectuate a reverse stock split of all outstanding shares of Parent Common Stock at a reverse stock split ratio to be reasonably determined by Parent for the purpose of maintaining compliance with Nasdaq listing standard evidence_url: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/0001193125-23-173242-index.htm - Material Agreements Spyre Therapeutics, Inc. entered into Securities Purchase Agreement with the purchasers named therein valued at approximately $210,000,000 (effective 2023-06-22). - Action: entry - Agreement: equity purchase - Counterparty: the purchasers named therein - Value: approximately $210,000,000 - Effective: 2023-06-22 source text: On June 22, 2023, the Company entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with the purchasers named therein (the “ Investors ”). Pursuant to the Purchase Agreement, the Company agreed to sell an aggregate of 721,452 shares of Series A Preferred Stock (the “ PIPE Securities ”) for an aggregate purchase price of approximately $210,000,000 evidence_url: https://www.sec.gov/Archives/edgar/data/1636282/000119312523173242/0001193125-23-173242-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.