---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-25-078736"
form_type: "8-K"
ticker: null
cik: "0000316253"
company_name: "ENZO BIOCHEM INC"
filed_at: "2025-08-20T23:59:59+00:00"
generated_at: "2026-05-17T11:15:44.079702+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# Enzo Biochem completes merger with Bethpage Parent; stockholders to receive $0.70/share

## Summary
- Merger closed August 20, 2025; each share converted to $0.70 cash per the Merger Agreement.
- Shares ceased trading on OTCQX; company to file Form 15 to deregister and suspend SEC reporting.
- Directors Pully, Radoff, Couchman, and Cannon resigned at the effective time.
- Certificate of incorporation and bylaws were amended and restated in connection with the merger.

## SEC filing metadata
- accession: 0001213900-25-078736
- form_type: 8-K
- cik: 0000316253
- company_name: ENZO BIOCHEM INC
- filed_at: 2025-08-20T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 2.01, 1.01, 3.01, 3.03, 5.03, 5.01, 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/316253/000121390025078736/0001213900-25-078736-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/316253/000121390025078736/ea0253697-8k_enzo.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-25-078736
- JSON: https://secwatch.observer/filing/0001213900-25-078736.json
- Plain text: https://secwatch.observer/filing/0001213900-25-078736.txt

## Key facts
- Governance Changes
  ENZO BIOCHEM INC: Bylaws amended and restated in connection with merger.
  - Change: bylaw amendment
  source text: the bylaws of the Company, as in effect immediately prior to the Merger, were amended and restated, in accordance with the Merger Agreement and the NYBCL, to be in the form of the bylaws attached as Exhibit 3.2 hereto
  evidence_url: https://www.sec.gov/Archives/edgar/data/316253/000121390025078736/0001213900-25-078736-index.htm
- Governance Changes
  ENZO BIOCHEM INC: Certificate of incorporation amended and restated in connection with merger.
  - Change: charter amendment
  source text: the certificate of incorporation of the Company, as in effect immediately prior to the Merger, was amended and restated, in accordance with the Merger Agreement and the New York Business Corporation Law (the “NYBCL”), to be in the form of the certificate of incorporation attached as Exhibit 3.1 hereto
  evidence_url: https://www.sec.gov/Archives/edgar/data/316253/000121390025078736/0001213900-25-078736-index.htm
- M&A Transactions
  ENZO BIOCHEM INC underwent a change of control involving Bethpage Parent, Inc. (closed 2025-08-20).
  - Action: change of control
  - Counterparty: Bethpage Parent, Inc.
  - Closing: 2025-08-20
  source text: On August 20, 2025 (the “Closing Date”), pursuant to the Merger Agreement, Merger Sub merged with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly owned subsidiary of Parent.
  evidence_url: https://www.sec.gov/Archives/edgar/data/316253/000121390025078736/0001213900-25-078736-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.