--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-24-164480" form_type: "8-K" ticker: "TECX" cik: "0001681087" company_name: "Tectonic Therapeutic, Inc." filed_at: "2024-06-20T23:59:59+00:00" generated_at: "2026-06-01T03:33:14.226683+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Tectonic Therapeutic completes merger with AVROBIO, begins trading as TECX ## Summary - Merger completed on June 20, 2024; AVROBIO merged into Tectonic, which survived as a wholly owned subsidiary. - AVROBIO effected a 1-for-12 reverse stock split and changed its name to Tectonic Therapeutic, Inc. - Shares began trading on Nasdaq under ticker TECX on June 21, 2024, replacing prior symbol AVRO. - Contingent Value Rights (CVRs) issued to AVROBIO stockholders for potential proceeds from legacy assets. - Post-merger ownership: Tectonic securityholders ~75.2%, AVROBIO securityholders ~24.8% on a diluted basis. ## SEC filing metadata - accession: 0001193125-24-164480 - form_type: 8-K - ticker: TECX - cik: 0001681087 - company_name: Tectonic Therapeutic, Inc. - filed_at: 2024-06-20T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 2.01, 1.01, 9.01, 5.02, 4.01, 2.02, 3.02, 3.03, 5.01, 5.03, 5.06, 8.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/d852858d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-24-164480 - JSON: https://secwatch.observer/filing/0001193125-24-164480.json - Plain text: https://secwatch.observer/filing/0001193125-24-164480.txt ## Key facts - Executive change Ian Clark resigned as Director at Tectonic Therapeutic, Inc.. - Action: resigned - Role: Director source text: immediately prior to the Merger, Gail Farfel, Ph.D., Christopher Paige, Ph.D., Philip J. Vickers, Ph.D., Ian Clark, Annalisa Jenkins, M.B.B.S., F.R.C.P. and Bruce Booth, D.Phil. resigned from the AVROBIO’s board of directors and committees of the AVROBIO board of directors on which they respectively served, which resignations were not the result of any disagreements with the Company relating to its operations, policies or practices. evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - Executive change Alise Reicin was appointed as Director at Tectonic Therapeutic, Inc.. - Action: appointed - Role: Director source text: Effective upon the closing of the Merger on June 20, 2024, the size of the board of directors was fixed at six members and the board of directors of the Company was reconstituted as follows: (i) Phillip B. Donenberg (designated by AVROBIO), and (ii) Alise Reicin, M.D., Terrance McGuire, Timothy A. Springer, Ph.D., Praveen Tipirneni, M.D. and Stefan Vitorovic, M.S., M.B.A. (designated by Tectonic). evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - Executive change Timothy A. Springer was appointed as Director at Tectonic Therapeutic, Inc.. - Action: appointed - Role: Director source text: Effective upon the closing of the Merger on June 20, 2024, the size of the board of directors was fixed at six members and the board of directors of the Company was reconstituted as follows: (i) Phillip B. Donenberg (designated by AVROBIO), and (ii) Alise Reicin, M.D., Terrance McGuire, Timothy A. Springer, Ph.D., Praveen Tipirneni, M.D. and Stefan Vitorovic, M.S., M.B.A. (designated by Tectonic). evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - Executive change Stefan Vitorovic was appointed as Director at Tectonic Therapeutic, Inc.. - Action: appointed - Role: Director source text: Effective upon the closing of the Merger on June 20, 2024, the size of the board of directors was fixed at six members and the board of directors of the Company was reconstituted as follows: (i) Phillip B. Donenberg (designated by AVROBIO), and (ii) Alise Reicin, M.D., Terrance McGuire, Timothy A. Springer, Ph.D., Praveen Tipirneni, M.D. and Stefan Vitorovic, M.S., M.B.A. (designated by Tectonic). evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - Executive change Praveen Tipirneni was appointed as Director at Tectonic Therapeutic, Inc.. - Action: appointed - Role: Director source text: Effective upon the closing of the Merger on June 20, 2024, the size of the board of directors was fixed at six members and the board of directors of the Company was reconstituted as follows: (i) Phillip B. Donenberg (designated by AVROBIO), and (ii) Alise Reicin, M.D., Terrance McGuire, Timothy A. Springer, Ph.D., Praveen Tipirneni, M.D. and Stefan Vitorovic, M.S., M.B.A. (designated by Tectonic). evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - Executive change Bruce Booth resigned as Director at Tectonic Therapeutic, Inc.. - Action: resigned - Role: Director source text: immediately prior to the Merger, Gail Farfel, Ph.D., Christopher Paige, Ph.D., Philip J. Vickers, Ph.D., Ian Clark, Annalisa Jenkins, M.B.B.S., F.R.C.P. and Bruce Booth, D.Phil. resigned from the AVROBIO’s board of directors and committees of the AVROBIO board of directors on which they respectively served, which resignations were not the result of any disagreements with the Company relating to its operations, policies or practices. evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - Executive change Gail Farfel resigned as Director at Tectonic Therapeutic, Inc.. - Action: resigned - Role: Director source text: immediately prior to the Merger, Gail Farfel, Ph.D., Christopher Paige, Ph.D., Philip J. Vickers, Ph.D., Ian Clark, Annalisa Jenkins, M.B.B.S., F.R.C.P. and Bruce Booth, D.Phil. resigned from the AVROBIO’s board of directors and committees of the AVROBIO board of directors on which they respectively served, which resignations were not the result of any disagreements with the Company relating to its operations, policies or practices. evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - Executive change Christopher Paige resigned as Director at Tectonic Therapeutic, Inc.. - Action: resigned - Role: Director source text: immediately prior to the Merger, Gail Farfel, Ph.D., Christopher Paige, Ph.D., Philip J. Vickers, Ph.D., Ian Clark, Annalisa Jenkins, M.B.B.S., F.R.C.P. and Bruce Booth, D.Phil. resigned from the AVROBIO’s board of directors and committees of the AVROBIO board of directors on which they respectively served, which resignations were not the result of any disagreements with the Company relating to its operations, policies or practices. evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - Executive change Annalisa Jenkins resigned as Director at Tectonic Therapeutic, Inc.. - Action: resigned - Role: Director source text: immediately prior to the Merger, Gail Farfel, Ph.D., Christopher Paige, Ph.D., Philip J. Vickers, Ph.D., Ian Clark, Annalisa Jenkins, M.B.B.S., F.R.C.P. and Bruce Booth, D.Phil. resigned from the AVROBIO’s board of directors and committees of the AVROBIO board of directors on which they respectively served, which resignations were not the result of any disagreements with the Company relating to its operations, policies or practices. evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - Executive change Terrance McGuire was appointed as Director at Tectonic Therapeutic, Inc.. - Action: appointed - Role: Director source text: Effective upon the closing of the Merger on June 20, 2024, the size of the board of directors was fixed at six members and the board of directors of the Company was reconstituted as follows: (i) Phillip B. Donenberg (designated by AVROBIO), and (ii) Alise Reicin, M.D., Terrance McGuire, Timothy A. Springer, Ph.D., Praveen Tipirneni, M.D. and Stefan Vitorovic, M.S., M.B.A. (designated by Tectonic). evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - Executive change Philip J. Vickers resigned as Director at Tectonic Therapeutic, Inc.. - Action: resigned - Role: Director source text: immediately prior to the Merger, Gail Farfel, Ph.D., Christopher Paige, Ph.D., Philip J. Vickers, Ph.D., Ian Clark, Annalisa Jenkins, M.B.B.S., F.R.C.P. and Bruce Booth, D.Phil. resigned from the AVROBIO’s board of directors and committees of the AVROBIO board of directors on which they respectively served, which resignations were not the result of any disagreements with the Company relating to its operations, policies or practices. evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - Executive change Phillip B. Donenberg was appointed as Director at Tectonic Therapeutic, Inc.. - Action: appointed - Role: Director source text: Effective upon the closing of the Merger on June 20, 2024, the size of the board of directors was fixed at six members and the board of directors of the Company was reconstituted as follows: (i) Phillip B. Donenberg (designated by AVROBIO), and (ii) Alise Reicin, M.D., Terrance McGuire, Timothy A. Springer, Ph.D., Praveen Tipirneni, M.D. and Stefan Vitorovic, M.S., M.B.A. (designated by Tectonic). evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm - M&A Transactions Tectonic Therapeutic, Inc. underwent a change of control involving Tectonic Therapeutic, Inc. for 0.53441999 shares of the Company’s common stock for each share of Tectonic common stock (closed 2024-06-20). - Action: change of control - Counterparty: Tectonic Therapeutic, Inc. - Consideration: 0.53441999 shares of the Company’s common stock for each share of Tectonic common stock - Closing: 2024-06-20 source text: At the effective time of the Merger, the Company issued an aggregate of approximately 5,322,169 shares of its common stock to Tectonic stockholders, based on an exchange ratio of 0.53441999 (after giving effect to the Reverse Stock Split) shares of the Company’s common stock for each share of Tectonic common stock outstanding immediately prior to the Merger, evidence_url: https://www.sec.gov/Archives/edgar/data/1681087/000119312524164480/0001193125-24-164480-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.