8-K filed December 17, 2025, 6:59 PM ET CIK 0001403708

M&A confidence high sentiment neutral materiality 1.00

QOL Medical completes $11/share acquisition of Evoke Pharma; delisting and leadership change

Evoke Pharma Inc

Tender offer closed Dec 15 with 67.63% of shares validly tendered; merger completed Dec 17, 2025.
Shareholders receive $11.00 per share in cash; options and warrants with exercise price below $11 also cashed out.
Evoke shares to be delisted from Nasdaq; company intends to file Form 15 to terminate SEC registration.
All directors resigned; CEO, CFO, CMO employment terminated as of Dec 18, 2025; successors from QOL Medical appointed.

item 2.01 item 3.01 item 3.03 item 5.01 item 5.02 item 5.03 item 9.01

Machine-readable event card

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accession: 0001193125-25-321801
form_type: 8-K
ticker: null
cik: 0001403708
company_name: Evoke Pharma Inc
filed_at: 2025-12-17T23:59:59+00:00
discovered_at: 2026-05-14T18:02:39.320468+00:00
generated_at: 2026-05-16T12:54:13.196776+00:00
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Source-grounded claims

c23a0387303192a40c8b4616ea7abea36b6c6a17

Evoke Pharma Inc: Certificate of incorporation amended and restated in connection with merger (effective 2025-12-17).

Pursuant to the terms of the Merger Agreement, on December 17, 2025, the Company’s certificate of incorporation and bylaws were each amended and restated in their entirety

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

e32b280078473b4cb9272905f9a1aab6c826ee3d

Evoke Pharma Inc: Bylaws amended and restated in connection with merger (effective 2025-12-17).

Pursuant to the terms of the Merger Agreement, on December 17, 2025, the Company’s certificate of incorporation and bylaws were each amended and restated in their entirety

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

fc6089c4269fe6187014570458bfda29be82bd25

Evoke Pharma Inc underwent a change of control involving QOL Medical, LLC for $11.00 in cash per Company Share (closed 2025-12-17).

Sub commenced a tender offer (the “Offer”) to purchase all of the outstanding shares of common stock, par value $0.0001 per share, of the Company (the “Company Shares”), for $11.00 in cash per Company Share, without interest and subject to any withholding of taxes required by applicable legal requirements (the “Offer Price”). The Offer and related withdrawal

SEC 8-K Item 2.01/5.01 confidence 0.99 SEC evidence

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Source: SEC EDGAR

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