Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
HilleVax, Inc.: Certificate of incorporation amended and restated in its entirety in connection with merger (effective 2025-09-17).
- Change
- charter amendment
- Effective
- 2025-09-17
Exact text from the filing
on September 17, 2025, the Company’s certificate of incorporation and bylaws were each amended and restated in their entirety and became the certificate of incorporation and bylaws of the Surviving Corporation.
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Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
HilleVax, Inc.: Bylaws amended and restated in their entirety in connection with merger (effective 2025-09-17).
- Change
- bylaw amendment
- Effective
- 2025-09-17
Exact text from the filing
on September 17, 2025, the Company’s certificate of incorporation and bylaws were each amended and restated in their entirety and became the certificate of incorporation and bylaws of the Surviving Corporation.
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M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.95
HilleVax, Inc. underwent a change of control involving XOMA Royalty Corporation (Parent) and its wholly-owned subsidiary XRA 4 Corp. (Merger Sub) for $1.95 in cash per Share plus one non-transferable contractual contingent value right (closed 2025-09-17).
- Action
- change of control
- Counterparty
- XOMA Royalty Corporation (Parent) and its wholly-owned subsidiary XRA 4 Corp. (Merger Sub)
- Consideration
- $1.95 in cash per Share plus one non-transferable contractual contingent value right
- Closing
- 2025-09-17
Exact text from the filing
a tender offer (the “Offer”) to acquire any and all of the issued and outstanding shares of common stock, par value $0.0001 per share, of the Company (the “Shares”), for (i) $1.95 in cash per Share, payable without interest (the “Cash Amount”), plus (ii) one non-transferable contractual contingent value right (each, a “CVR”) per Share, representing the
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