--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-24-221120" form_type: "8-K" ticker: null cik: "0001560241" company_name: "G1 Therapeutics, Inc." filed_at: "2024-09-18T23:59:59+00:00" generated_at: "2026-05-31T03:57:18.220348+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Pharmacosmos completes acquisition of G1 Therapeutics for $405M; shares delisted ## Summary - Tender offer expired with 39,486,447 shares (74.64%) tendered; all conditions satisfied. - G1 stockholders receive $7.15/share cash; total equity value ~$405M. - Shares delisted from Nasdaq; G1 becomes indirect wholly owned subsidiary of Pharmacosmos. - Board and officers replaced; Josh Franklin named CEO of surviving corporation. - Loan agreement with Hercules Capital repaid in full and terminated. ## SEC filing metadata - accession: 0001193125-24-221120 - form_type: 8-K - cik: 0001560241 - company_name: G1 Therapeutics, Inc. - filed_at: 2024-09-18T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/d823642d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-24-221120 - JSON: https://secwatch.observer/filing/0001193125-24-221120.json - Plain text: https://secwatch.observer/filing/0001193125-24-221120.txt ## Key facts - Executive change John E. Bailey, Jr. departed as other_named_officer at G1 Therapeutics, Inc.. - Action: ceased serving source text: each of John E. Bailey, Jr., Mark Avagliano, Rajesh K. Malik, M.D., Terry L. Murdock, and John W. Umstead V ceased serving as an officer of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change John E. Bailey, Jr. resigned as director at G1 Therapeutics, Inc.. - Action: resigned - Role: director source text: each of John E. Bailey, Jr., Cynthia L. Flowers, Jacks Lee, Glenn P. Muir, Garry A. Nicholson, Alicia Secor and Norman E. Sharpless, M.D. resigned as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change Jacks Lee resigned as director at G1 Therapeutics, Inc.. - Action: resigned - Role: director source text: each of John E. Bailey, Jr., Cynthia L. Flowers, Jacks Lee, Glenn P. Muir, Garry A. Nicholson, Alicia Secor and Norman E. Sharpless, M.D. resigned as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change Cynthia L. Flowers resigned as director at G1 Therapeutics, Inc.. - Action: resigned - Role: director source text: each of John E. Bailey, Jr., Cynthia L. Flowers, Jacks Lee, Glenn P. Muir, Garry A. Nicholson, Alicia Secor and Norman E. Sharpless, M.D. resigned as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change Mark Avagliano departed as other_named_officer at G1 Therapeutics, Inc.. - Action: ceased serving source text: each of John E. Bailey, Jr., Mark Avagliano, Rajesh K. Malik, M.D., Terry L. Murdock, and John W. Umstead V ceased serving as an officer of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change Josh Franklin was appointed as director at G1 Therapeutics, Inc.. - Action: became - Role: director source text: the director of Purchaser, Josh Franklin, became the director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change John W. Umstead V departed as other_named_officer at G1 Therapeutics, Inc.. - Action: ceased serving source text: each of John E. Bailey, Jr., Mark Avagliano, Rajesh K. Malik, M.D., Terry L. Murdock, and John W. Umstead V ceased serving as an officer of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change Rajesh K. Malik, M.D. departed as other_named_officer at G1 Therapeutics, Inc.. - Action: ceased serving source text: each of John E. Bailey, Jr., Mark Avagliano, Rajesh K. Malik, M.D., Terry L. Murdock, and John W. Umstead V ceased serving as an officer of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change Terry L. Murdock departed as other_named_officer at G1 Therapeutics, Inc.. - Action: ceased serving source text: each of John E. Bailey, Jr., Mark Avagliano, Rajesh K. Malik, M.D., Terry L. Murdock, and John W. Umstead V ceased serving as an officer of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change Alicia Secor resigned as director at G1 Therapeutics, Inc.. - Action: resigned - Role: director source text: each of John E. Bailey, Jr., Cynthia L. Flowers, Jacks Lee, Glenn P. Muir, Garry A. Nicholson, Alicia Secor and Norman E. Sharpless, M.D. resigned as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change Norman E. Sharpless, M.D. resigned as director at G1 Therapeutics, Inc.. - Action: resigned - Role: director source text: each of John E. Bailey, Jr., Cynthia L. Flowers, Jacks Lee, Glenn P. Muir, Garry A. Nicholson, Alicia Secor and Norman E. Sharpless, M.D. resigned as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change Josh Franklin was appointed as Chief Executive Officer and President at G1 Therapeutics, Inc.. - Action: became - Role: Chief Executive Officer and President source text: Mr. Franklin, as Chief Executive Officer and President of Purchaser immediately prior to the Effective Time, became the Chief Executive Officer and President of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change Garry A. Nicholson resigned as director at G1 Therapeutics, Inc.. - Action: resigned - Role: director source text: each of John E. Bailey, Jr., Cynthia L. Flowers, Jacks Lee, Glenn P. Muir, Garry A. Nicholson, Alicia Secor and Norman E. Sharpless, M.D. resigned as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - Executive change Glenn P. Muir resigned as director at G1 Therapeutics, Inc.. - Action: resigned - Role: director source text: each of John E. Bailey, Jr., Cynthia L. Flowers, Jacks Lee, Glenn P. Muir, Garry A. Nicholson, Alicia Secor and Norman E. Sharpless, M.D. resigned as directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm - M&A Transactions G1 Therapeutics, Inc. underwent a change of control involving Pharmacosmos A/S for $7.15 per share (closed 2024-09-18). - Action: change of control - Counterparty: Pharmacosmos A/S - Consideration: $7.15 per share - Closing: 2024-09-18 source text: “Offer”) to purchase all of the issued and outstanding shares (the “Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company, at a price of $7.15 per Share, net to the seller in cash, without interest and subject to any applicable withholding of taxes (the “Offer Price”). The Offer and related withdrawal rights expired at evidence_url: https://www.sec.gov/Archives/edgar/data/1560241/000119312524221120/0001193125-24-221120-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.