---
schema_version: "secwatch.filing_event.v1"
accession: "0001640455-23-000040"
form_type: "8-K"
ticker: null
cik: "0001640455"
company_name: "Jounce Therapeutics, Inc."
filed_at: "2023-03-27T23:59:59+00:00"
generated_at: "2026-06-17T15:02:49.312226+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.95
calibrated_materiality_score: 0.95
confidence: "high"
source: SEC EDGAR
---

# Jounce to be acquired by Concentra for $1.85 cash + CVR per share; terminates Redx deal

## Summary
- Concentra will acquire all Jounce shares via tender offer at $1.85 cash/share plus one CVR; ~75% premium to unaffected price.
- CVR entitles holders to 80% of net proceeds from any license/disposition of JTX-8064, pimivalimab, vopratelimab, and two pre-clinical programs within 2 years of close.
- Jounce terminates prior co-operation agreement with Redx (all-share merger) and RM3 merger agreement; no termination fees.
- Jounce reduces workforce by ~84%; expects $6.5M in pre-tax charges in Q2 2023.
- Tang Capital Partners, LP commits $100M equity to fund the transaction; offer expected to close in Q2 2023.

## SEC filing metadata
- accession: 0001640455-23-000040
- form_type: 8-K
- cik: 0001640455
- company_name: Jounce Therapeutics, Inc.
- filed_at: 2023-03-27T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.95
- calibrated_materiality_score: 0.95
- confidence: high
- sec_items: 1.01, 1.02, 2.05, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1640455/000164045523000040/0001640455-23-000040-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1640455/000164045523000040/jnce-20230326.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001640455-23-000040
- JSON: https://secwatch.observer/filing/0001640455-23-000040.json
- Plain text: https://secwatch.observer/filing/0001640455-23-000040.txt

## Key facts
- Material Agreements
  Jounce Therapeutics, Inc. entered into Agreement and Plan of Merger with Concentra Biosciences, LLC (effective 2023-03-26).
  - Action: entry
  - Agreement: merger
  - Counterparty: Concentra Biosciences, LLC
  - Effective: 2023-03-26
  source text: On March 26, 2023, Jounce Therapeutics, Inc. (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Concentra Biosciences, LLC, a Delaware limited liability company (“Concentra”), and Concentra Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Concentra (“Merger Sub”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1640455/000164045523000040/0001640455-23-000040-index.htm
- Restructurings & Charges
  Jounce Therapeutics, Inc. announced a restructuring with charges of approximately $6.5 million (approximately 84% of its current employees).
  - Type: restructuring
  - Charge: approximately $6.5 million
  - Headcount: approximately 84% of its current employees
  source text: On March 26, 2023, the Company committed to a course of action that would result in a reduction in force intended to preserve the Company’s current cash resources. The Company will reduce its workforce by approximately 84% of its current employees. As a result of the reduction in force, the Company estimates that it will incur aggregate pre-tax charges of approximately $6.5 million, primarily consisting of salary payable during applicable notice periods and severance, non-cash stock-based compensation expense, and other benefits.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1640455/000164045523000040/0001640455-23-000040-index.htm

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