{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-25-232754","form_type":"8-K","ticker":null,"cik":"0001604950","company_name":"scPharmaceuticals Inc.","filed_at":"2025-10-07T23:59:59+00:00","discovered_at":"2026-05-14T18:02:39.899074+00:00","generated_at":"2026-05-17T04:26:30.016120+00:00","sec_items":["1.02","2.01","3.01","3.03","5.01","5.02","5.03","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"MannKind completes acquisition of scPharmaceuticals for $5.35/sh plus CVR; stock delisted","bullets":["Merger closed Oct 7, 2025; shareholders receive $5.35 cash + up to $1.00 CVR per share.","Approximately 84.4% of shares tendered (73.5% valid tender + 10.9% guaranteed delivery).","Company terminated existing credit agreement and repurchased revenue participation rights upon merger close.","All directors resigned; new board appointed from MannKind (Michael Castagna, David Thomson, Chris Prentiss).","Shares halted on Nasdaq; company will file Form 15 to deregister reporting obligations."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-25-232754","json":"https://secwatch.observer/filing/0001193125-25-232754.json","markdown":"https://secwatch.observer/filing/0001193125-25-232754.md","text":"https://secwatch.observer/filing/0001193125-25-232754.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1604950/000119312525232754/0001193125-25-232754-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1604950/000119312525232754/d20686d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-17T04:26:30.016120+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"2061095a0caa4e5b77f4e3c449d04b4fc1035ae9","claim":"scPharmaceuticals Inc.: Second amended and restated certificate of incorporation amended and restated in entirety (effective 2025-10-07).","evidence_excerpt":"on October 7, 2025, the Company’s second amended and restated certificate of incorporation and amended and restated bylaws were each amended and restated in their entirety","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1604950/000119312525232754/0001193125-25-232754-index.htm","confidence":0.9},{"claim_id":"6290035b805eaaa86cc189f52cf7804fb1ffd60c","claim":"scPharmaceuticals Inc.: Amended and restated bylaws amended and restated in entirety (effective 2025-10-07).","evidence_excerpt":"on October 7, 2025, the Company’s second amended and restated certificate of incorporation and amended and restated bylaws were each amended and restated in their entirety","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1604950/000119312525232754/0001193125-25-232754-index.htm","confidence":0.9},{"claim_id":"6f7f42f02e69f8588d53d51ae64e02c58809d781","claim":"scPharmaceuticals Inc. underwent a change of control involving MannKind Corporation for $5.35 in cash plus one non-tradable contingent value right per Share (closed 2025-10-07).","evidence_excerpt":"commenced a tender offer to purchase all the outstanding shares of the Company’s common stock, par value $0.0001 per share (the “ Shares ”), at a price per Share of (i) $5.35 in cash (the “ Cash Amount ”), without interest, subject to any applicable withholding taxes and (ii) one non-tradable contingent value right (each, a “ CVR ”) per Share, which","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1604950/000119312525232754/0001193125-25-232754-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001104659-26-055386","ticker":"FARM","company_name":"FARMER BROTHERS CO","filed_at":"2026-05-05T23:59:59+00:00","headline":"Farmer Brothers taken private by Royal Cup for $1.29/share; 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At the Effective Time, (i) each Company RSU (as defined in the Merger Agreement) that was","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/896429/000114036126020064/0001140361-26-020064-index.htm"}},{"accession":"0001104659-26-057278","ticker":"CTRA","company_name":"Coterra Energy Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Coterra Energy completes merger with Devon; shares converted at 0.70x ratio","event_type":"m_and_a","sec_items":["1.02","2.01","3.01","3.03","5.01","5.02","9.01"],"materiality_score":1.0,"calibrated_materiality_score":1.0,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057278","json":"https://secwatch.observer/filing/0001104659-26-057278.json","markdown":"https://secwatch.observer/filing/0001104659-26-057278.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/858470/000110465926057278/0001104659-26-057278-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/858470/000110465926057278/tm2613882d1_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"commenced a tender offer to purchase all the outstanding shares of the Company’s common stock, par value $0.0001 per share (the “ Shares ”), at a price per Share of (i) $5.35 in cash (the “ Cash Amount ”), without interest, subject to any applicable withholding taxes and (ii) one non-tradable contingent value right (each, a “ CVR ”) per Share, which","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1604950/000119312525232754/0001193125-25-232754-index.htm","comparable_excerpt":"ith Devon Energy Corporation, a Delaware corporation (“Devon”), and Cubs Merger Sub, Inc., a Delaware corporation and","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/858470/000110465926057278/0001104659-26-057278-index.htm"}},{"accession":"0001140361-26-019333","ticker":"PKST","company_name":"Peakstone Realty Trust","filed_at":"2026-05-06T23:59:59+00:00","headline":"Brookfield completes $1.2B acquisition of Peakstone Realty Trust at $21.00/share","event_type":"m_and_a","sec_items":["2.01","3.01","3.02","5.03","3.03","5.01","5.02","8.01","9.01"],"materiality_score":0.95,"calibrated_materiality_score":0.95,"match_reasons":["same fact type: governance_change","same SEC item: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001140361-26-019333","json":"https://secwatch.observer/filing/0001140361-26-019333.json","markdown":"https://secwatch.observer/filing/0001140361-26-019333.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1600626/000114036126019333/0001140361-26-019333-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1600626/000114036126019333/ef20070245_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"on October 7, 2025, the Company’s second amended and restated certificate of incorporation and amended and restated bylaws were each amended and restated in their entirety","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1604950/000119312525232754/0001193125-25-232754-index.htm","comparable_excerpt":"In addition, at the Company Merger Effective Time, the bylaws of the Company that were in effect immediately prior to the Company Merger Effective Time were amended and restated in their entirety in the form attached hereto as Exhibit 3.2 and became the bylaws of the Surviving Company.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1600626/000114036126019333/0001140361-26-019333-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}