---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-24-091875"
form_type: "8-K"
ticker: "NUVB"
cik: "0001811063"
company_name: "Nuvation Bio Inc."
filed_at: "2024-04-10T23:59:59+00:00"
generated_at: "2026-06-04T00:30:58.431898+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Nuvation Bio completes acquisition of AnHeart Therapeutics; issues ~27.6M shares and ~85M potential convertible shares

## Summary
- Completed acquisition of AnHeart Therapeutics on April 9, 2024. Issued ~27.6M Class A shares, 851K Series A Convertible Preferred (convertible into ~85.1M shares), and ~2.9M warrants.
- Assumed AnHeart options and RSUs covering ~15.9M Class A shares; AnHeart shareholders own ~1/3 of combined company on fully diluted basis.
- Appointed Dr. Junyuan (Jerry) Wang (former AnHeart CEO) and Dr. Xiangmin (Min) Cui (Decheng Capital) to the board.
- Filed Certificate of Designation for Series A Non-Voting Convertible Preferred; conversion requires stockholder approval.

## SEC filing metadata
- accession: 0001193125-24-091875
- form_type: 8-K
- ticker: NUVB
- cik: 0001811063
- company_name: Nuvation Bio Inc.
- filed_at: 2024-04-10T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 2.01, 3.02, 3.03, 5.03, 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1811063/000119312524091875/0001193125-24-091875-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1811063/000119312524091875/d824232d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-24-091875
- JSON: https://secwatch.observer/filing/0001193125-24-091875.json
- Plain text: https://secwatch.observer/filing/0001193125-24-091875.txt

## Key facts
- Executive change
  Xiangmin (Min) Cui was appointed as Director at Nuvation Bio Inc..
  - Action: appointed
  - Role: Director
  source text: Dr. Junyuan (Jerry) Wang and Dr. Xiangmin (Min) Cui, Ph.D. were appointed as Class I and Class III directors, respectively, to the Company’s board of the directors (the “Board”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1811063/000119312524091875/0001193125-24-091875-index.htm
- Executive change
  Junyuan (Jerry) Wang was appointed as Director at Nuvation Bio Inc..
  - Action: appointed
  - Role: Director
  source text: Dr. Junyuan (Jerry) Wang and Dr. Xiangmin (Min) Cui, Ph.D. were appointed as Class I and Class III directors, respectively, to the Company’s board of the directors (the “Board”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1811063/000119312524091875/0001193125-24-091875-index.htm
- Governance Changes
  Nuvation Bio Inc.: Filed Certificate of Designation for Series A Non-Voting Convertible Preferred Stock in connection with the Acquisition (effective 2024-04-09).
  - Change: charter amendment
  - Effective: 2024-04-09
  source text: On April 9, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series A Non-Voting Convertible Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Delaware in connection with the closing of the Acquisition.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1811063/000119312524091875/0001193125-24-091875-index.htm
- M&A Transactions
  Nuvation Bio Inc. completed an acquisition involving AnHeart Therapeutics, Ltd. (closed 2024-04-09).
  - Action: acquisition
  - Counterparty: AnHeart Therapeutics, Ltd.
  - Closing: 2024-04-09
  source text: On April 9, 2024, the Company completed its previously announced acquisition (the “Acquisition”) of AnHeart Therapeutics, Ltd.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1811063/000119312524091875/0001193125-24-091875-index.htm
- Material Agreements
  Nuvation Bio Inc. entered into Warrant Agreement with Continental Stock Transfer & Trust Company (effective 2024-04-09).
  - Action: entry
  - Counterparty: Continental Stock Transfer & Trust Company
  - Effective: 2024-04-09
  source text: On April 9, 2024, in connection with the Acquisition (as defined below), Nuvation Bio Inc. (the “Company”) entered into the amended and restated warrant agreement (the “Warrant Agreement”) with Continental Stock Transfer & Trust Company, as warrant agent
  evidence_url: https://www.sec.gov/Archives/edgar/data/1811063/000119312524091875/0001193125-24-091875-index.htm

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