---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-257271"
form_type: "8-K"
ticker: "ASMB"
cik: "0001426800"
company_name: "ASSEMBLY BIOSCIENCES, INC."
filed_at: "2023-10-17T23:59:59+00:00"
generated_at: "2026-06-09T22:32:02.522660+00:00"
event_type: "other_material"
sentiment: "positive"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# Assembly Biosciences enters $100M collaboration with Gilead; Gilead gets opt-in rights to pipeline

## Summary
- Gilead pays $85M upfront cash and $15M equity ($1.16/share, 13.1M shares) for collaboration.
- Gilead licenses its helicase primase inhibitor and NNPI programs to Assembly.
- Gilead has opt-in rights to Assembly programs; exercise fees range from $45M to $125M per program.
- Assembly eligible for up to $330M in milestones per program plus royalties (high single to high teens).
- Gilead has option to purchase additional shares to own up to 29.9% of Assembly under certain conditions.

## SEC filing metadata
- accession: 0001193125-23-257271
- form_type: 8-K
- ticker: ASMB
- cik: 0001426800
- company_name: ASSEMBLY BIOSCIENCES, INC.
- filed_at: 2023-10-17T23:59:59+00:00
- event_type: other_material
- sentiment: positive
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.01, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1426800/000119312523257271/0001193125-23-257271-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1426800/000119312523257271/d518980d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-257271
- JSON: https://secwatch.observer/filing/0001193125-23-257271.json
- Plain text: https://secwatch.observer/filing/0001193125-23-257271.txt

## Key facts
- Material Agreements
  ASSEMBLY BIOSCIENCES, INC. entered into Option, License and Collaboration Agreement with Gilead Sciences, Inc. valued at $85 million upfront cash payment, $15 million equity investment, extension fees of $75 million per p (effective 2023-10-15).
  - Action: entry
  - Agreement: collaboration
  - Counterparty: Gilead Sciences, Inc.
  - Value: $85 million upfront cash payment, $15 million equity investment, extension fees of $75 million per p
  - Effective: 2023-10-15
  source text: On October 15, 2023, Assembly Biosciences, Inc. (the “Company”) entered into an Option, License and Collaboration Agreement (“Collaboration Agreement”) with Gilead Sciences, Inc. (“Gilead”) pursuant to which Gilead will (1) exclusively license to the Company its helicase primase inhibitor program and non-nucleoside polymerase inhibitor (NNPI) program, while retaining opt-in rights to these programs and (2) have an option to take an exclusive license, on a program-by-program basis, to all of the Company’s other current and future pipeline programs.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1426800/000119312523257271/0001193125-23-257271-index.htm
- Material Agreements
  ASSEMBLY BIOSCIENCES, INC. entered into Common Stock Purchase Agreement and Investor Rights Agreement with Gilead Sciences, Inc. valued at $15 million equity investment; 13,073,668 shares of common stock at $1.16 per share; potential addit (effective 2023-10-15).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Gilead Sciences, Inc.
  - Value: $15 million equity investment; 13,073,668 shares of common stock at $1.16 per share; potential addit
  - Effective: 2023-10-15
  source text: In addition to the Collaboration Agreement, the Company and Gilead entered into a Common Stock Purchase Agreement and an Investor Rights Agreement (collectively, the “Equity Agreements”), pursuant to which Gilead made an upfront equity investment of $15 million by purchasing from the Company 13,073,668 shares of the Company’s common stock (“Common Stock”) at a purchase price of $1.16 per share.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1426800/000119312523257271/0001193125-23-257271-index.htm

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