--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-26-304126" form_type: "8-K" ticker: "NUVL" cik: "0001861560" company_name: "Nuvalent, Inc." filed_at: "2026-07-15T13:03:18+00:00" generated_at: "2026-07-15T13:04:09.008918+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # GSK completes $10.6B acquisition of Nuvalent; tender offer accepted, merger effective July 15, 2026 ## Summary - Tender offer closed with 91.3% of shares tendered; all validly tendered shares accepted at $124.00 per share. - Merger completed under DGCL Section 251(h); Nuvalent becomes wholly owned subsidiary of GSK. - Total equity value approximately $10.6 billion; funded from GSK credit facilities. - All prior directors and officers resigned; replaced by GSK appointees (Justin Huang, Kevin Ryan, Hatixhe Hoxha). - Shares to be delisted from Nasdaq; company intends to file Form 15 to suspend SEC reporting. ## SEC filing metadata - accession: 0001193125-26-304126 - form_type: 8-K - ticker: NUVL - cik: 0001861560 - company_name: Nuvalent, Inc. - filed_at: 2026-07-15T13:03:18+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/d52896d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-26-304126 - JSON: https://secwatch.observer/filing/0001193125-26-304126.json - Plain text: https://secwatch.observer/filing/0001193125-26-304126.txt ## Key facts - Executive change Justin T. Huang was appointed as Director at Nuvalent, Inc.. - Action: appointed - Role: Director source text: Justin T. Huang and Kevin T. Ryan, the directors of Purchaser immediately prior to the Effective Time, became the directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - Executive change Christy Oliger resigned as Director at Nuvalent, Inc.. - Action: resigned - Role: Director source text: each of the directors of the Company (James R. Porter, Ph.D.; Grant C. Bogle; Michael L. Meyers, M.D., Ph.D.; Christy Oliger; Anna Protopapas; Ron Squarer; Sapna Srivastava, Ph.D.; and Cameron A. Wheeler, Ph.D.) resigned from his or her respective position as a member of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - Executive change Kevin T. Ryan was appointed as Vice President and Treasurer at Nuvalent, Inc.. - Action: appointed - Role: Vice President and Treasurer source text: Justin T. Huang as President and Secretary, Kevin T. Ryan as Vice President and Treasurer, and Hatixhe Hoxha as Assistant Secretary evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - Executive change Anna Protopapas resigned as Director at Nuvalent, Inc.. - Action: resigned - Role: Director source text: each of the directors of the Company (James R. Porter, Ph.D.; Grant C. Bogle; Michael L. Meyers, M.D., Ph.D.; Christy Oliger; Anna Protopapas; Ron Squarer; Sapna Srivastava, Ph.D.; and Cameron A. Wheeler, Ph.D.) resigned from his or her respective position as a member of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - Executive change Grant C. Bogle resigned as Director at Nuvalent, Inc.. - Action: resigned - Role: Director source text: each of the directors of the Company (James R. Porter, Ph.D.; Grant C. Bogle; Michael L. Meyers, M.D., Ph.D.; Christy Oliger; Anna Protopapas; Ron Squarer; Sapna Srivastava, Ph.D.; and Cameron A. Wheeler, Ph.D.) resigned from his or her respective position as a member of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - Executive change James R. Porter, Ph.D. resigned as Director at Nuvalent, Inc.. - Action: resigned - Role: Director source text: each of the directors of the Company (James R. Porter, Ph.D.; Grant C. Bogle; Michael L. Meyers, M.D., Ph.D.; Christy Oliger; Anna Protopapas; Ron Squarer; Sapna Srivastava, Ph.D.; and Cameron A. Wheeler, Ph.D.) resigned from his or her respective position as a member of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - Executive change Sapna Srivastava, Ph.D. resigned as Director at Nuvalent, Inc.. - Action: resigned - Role: Director source text: each of the directors of the Company (James R. Porter, Ph.D.; Grant C. Bogle; Michael L. Meyers, M.D., Ph.D.; Christy Oliger; Anna Protopapas; Ron Squarer; Sapna Srivastava, Ph.D.; and Cameron A. Wheeler, Ph.D.) resigned from his or her respective position as a member of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - Executive change Hatixhe Hoxha was appointed as Assistant Secretary at Nuvalent, Inc.. - Action: appointed - Role: Assistant Secretary source text: Justin T. Huang as President and Secretary, Kevin T. Ryan as Vice President and Treasurer, and Hatixhe Hoxha as Assistant Secretary evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - Executive change Ron Squarer resigned as Director at Nuvalent, Inc.. - Action: resigned - Role: Director source text: each of the directors of the Company (James R. Porter, Ph.D.; Grant C. Bogle; Michael L. Meyers, M.D., Ph.D.; Christy Oliger; Anna Protopapas; Ron Squarer; Sapna Srivastava, Ph.D.; and Cameron A. Wheeler, Ph.D.) resigned from his or her respective position as a member of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - Executive change Cameron A. Wheeler, Ph.D. resigned as Director at Nuvalent, Inc.. - Action: resigned - Role: Director source text: each of the directors of the Company (James R. Porter, Ph.D.; Grant C. Bogle; Michael L. Meyers, M.D., Ph.D.; Christy Oliger; Anna Protopapas; Ron Squarer; Sapna Srivastava, Ph.D.; and Cameron A. Wheeler, Ph.D.) resigned from his or her respective position as a member of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - Executive change Michael L. Meyers, M.D., Ph.D. resigned as Director at Nuvalent, Inc.. - Action: resigned - Role: Director source text: each of the directors of the Company (James R. Porter, Ph.D.; Grant C. Bogle; Michael L. Meyers, M.D., Ph.D.; Christy Oliger; Anna Protopapas; Ron Squarer; Sapna Srivastava, Ph.D.; and Cameron A. Wheeler, Ph.D.) resigned from his or her respective position as a member of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - Executive change Justin T. Huang was appointed as President and Secretary at Nuvalent, Inc.. - Action: appointed - Role: President and Secretary source text: Justin T. Huang as President and Secretary, Kevin T. Ryan as Vice President and Treasurer, and Hatixhe Hoxha as Assistant Secretary evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm - Executive change Kevin T. Ryan was appointed as Director at Nuvalent, Inc.. - Action: appointed - Role: Director source text: Justin T. Huang and Kevin T. Ryan, the directors of Purchaser immediately prior to the Effective Time, became the directors of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1861560/000119312526304126/0001193125-26-304126-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.