Ligand and XOMA Royalty amend merger agreement to add HoldCo as party

LIGAND PHARMACEUTICALS INC

Amendment No. 1 dated May 16, 2026, adds XOMA Royalty Holdings Corp as a party to the merger agreement.
HoldCo was formed on May 15, 2026 to facilitate the holding company reorganization under Nevada law.
Changes are technical, including joinder of HoldCo and minor section amendments; deal value/terms unchanged.
The merger was previously announced on April 27, 2026; transaction conditions remain the same.

item 1.01item 9.01

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