8-K filed February 3, 2026, 6:59 PM ET CIK 0001697532

M&A confidence high sentiment neutral materiality 1.00

Applied Therapeutics acquired by Cycle Group Holdings for ~$14.3M; shares delisted from Nasdaq

Applied Therapeutics, Inc.

Tender offer closed with 79.5M shares (51.56%) tendered; Purchaser accepted all; merger completed Feb 3, 2026.
Aggregate consideration approx. $14.3M, consisting of $0.088/share plus one CVR per share (up to $0.40 plus pro rata closing cash).
All directors and officers resigned; James Harrison named President and sole director; Andrea Reiner Secretary.
Shares to be delisted from Nasdaq; company will file Form 15 to suspend SEC reporting obligations.
Outstanding stock options and RSUs cashed out or cancelled per merger terms; warrants treated based on type.

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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company_name: Applied Therapeutics, Inc.
filed_at: 2026-02-03T23:59:59+00:00
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Source-grounded claims

68149ffec54a39b99fa660eac1f8563c97395c6a

Applied Therapeutics, Inc.: Amended and restated certificate of incorporation in its entirety pursuant to merger agreement.

Pursuant to the terms of the Merger Agreement, effective as of the Effective Time, the amended and restated certificate of incorporation of the Company and the amended and restated bylaws of the Company were each amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.

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

d0cbf14363605ff76ce3895ae48861b92b3561b6

Applied Therapeutics, Inc.: Amended and restated bylaws in their entirety pursuant to merger agreement.

Pursuant to the terms of the Merger Agreement, effective as of the Effective Time, the amended and restated certificate of incorporation of the Company and the amended and restated bylaws of the Company were each amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.

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

ceb5d75bc13fd770cff1c20f369fcb77aa267337

Applied Therapeutics, Inc. underwent a change of control involving Cycle Group Holdings Limited for approximately $14.3 million (closed 2026-02-03).

Company became an indirect wholly owned subsidiary of Parent. The aggregate consideration paid by Purchaser in the Offer and the Merger to acquire the Shares was approximately $14.3 million. In addition, immediately prior to the Effective Time, by virtue of the Merger and without any action on the part of any holder thereof, each option to purchase Shares granted

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

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Pursuant to the terms of the Merger Agreement, effective as of the Effective Time, the amended and restated certificate of incorporation of the Company and the amended and restated bylaws of the Company were each amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.

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Pursuant to the terms of the Merger Agreement, effective as of the Effective Time, the amended and restated certificate of incorporation of the Company and the amended and restated bylaws of the Company were each amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.

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Pursuant to the terms of the Merger Agreement, effective as of the Effective Time, the amended and restated certificate of incorporation of the Company and the amended and restated bylaws of the Company were each amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.

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Company became an indirect wholly owned subsidiary of Parent. The aggregate consideration paid by Purchaser in the Offer and the Merger to acquire the Shares was approximately $14.3 million. In addition, immediately prior to the Effective Time, by virtue of the Merger and without any action on the part of any holder thereof, each option to purchase Shares granted

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Pursuant to the terms of the Merger Agreement, effective as of the Effective Time, the amended and restated certificate of incorporation of the Company and the amended and restated bylaws of the Company were each amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.

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Source: SEC EDGAR

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