Assembly Biosciences Files 8-K on Key Agreements and Equity Sales
Ticker: ASMB · Form: 8-K · Filed: Aug 11, 2025 · CIK: 1426800
| Field | Detail |
|---|---|
| Company | Assembly Biosciences, INC. (ASMB) |
| Form Type | 8-K |
| Filed Date | Aug 11, 2025 |
| Risk Level | medium |
| Pages | 7 |
| Reading Time | 9 min |
| Key Dollar Amounts | $0.001, $19.60, $19.599, $122.0 m, $21.60 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, equity-sale, corporate-action
Related Tickers: ABUS
TL;DR
ABUS filed an 8-K on 8/11 for 8/8 events: material agreement, equity sales, and other items. Check financials.
AI Summary
Assembly Biosciences, Inc. filed an 8-K on August 11, 2025, reporting on events that occurred on August 8, 2025. The filing indicates an entry into a material definitive agreement, unregistered sales of equity securities, and other events, along with financial statements and exhibits. The company is incorporated in Delaware and its principal executive offices are located in South San Francisco, California.
Why It Matters
This 8-K filing signals significant corporate actions by Assembly Biosciences, including definitive agreements and equity transactions, which could impact its financial standing and strategic direction.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can introduce financial and regulatory risks.
Key Players & Entities
- Assembly Biosciences, Inc. (company) — Registrant
- August 8, 2025 (date) — Earliest event reported
- August 11, 2025 (date) — Date of report
- Delaware (jurisdiction) — State of incorporation
- South San Francisco, California (location) — Principal executive offices
FAQ
What type of material definitive agreement did Assembly Biosciences enter into?
The filing indicates an 'Entry into a Material Definitive Agreement' as an item information, but the specific details of the agreement are not provided in this excerpt.
What were the circumstances of the unregistered sales of equity securities?
The filing lists 'Unregistered Sales of Equity Securities' as an item information, suggesting such sales occurred, but the specifics of the transaction are not detailed here.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing occurred on August 8, 2025.
What is the principal executive office address for Assembly Biosciences?
The principal executive offices of Assembly Biosciences are located at Two Tower Place, 7th Floor, South San Francisco, California, 94080.
What is the SIC code for Assembly Biosciences?
The Standard Industrial Classification (SIC) code for Assembly Biosciences is 2834, which corresponds to Pharmaceutical Preparations.
Filing Stats: 2,161 words · 9 min read · ~7 pages · Grade level 11.9 · Accepted 2025-08-11 17:25:05
Key Financial Figures
- $0.001 — ich registered Common Stock, par value $0.001 ASMB The Nasdaq Global Select Marke
- $19.60 — f Common Stock, at an offering price of $19.60 per share and accompanying one-half of
- $19.599 — f Common Stock, at an offering price of $19.599 per Pre-Funded Warrant and accompanying
- $122.0 m — ny from the Offering were approximately $122.0 million, after deducting estimated offeri
- $21.60 — arrants have an exercise price equal to $21.60 per share. The Class A Warrants became
- $75 million — that the Company has received at least $75 million in the aggregate of non-dilutive capita
- $45.0 m — he Private Placement were approximately $45.0 million, after deducting offering expense
Filing Documents
- d442009d8k.htm (8-K) — 44KB
- d442009dex11.htm (EX-1.1) — 232KB
- d442009dex41.htm (EX-4.1) — 75KB
- d442009dex42.htm (EX-4.2) — 78KB
- d442009dex43.htm (EX-4.3) — 77KB
- d442009dex44.htm (EX-4.4) — 76KB
- d442009dex45.htm (EX-4.5) — 76KB
- d442009dex51.htm (EX-5.1) — 28KB
- d442009dex101.htm (EX-10.1) — 136KB
- d442009dex991.htm (EX-99.1) — 11KB
- g442009g06t67.jpg (GRAPHIC) — 3KB
- 0001193125-25-178092.txt ( ) — 1177KB
- asmb-20250808.xsd (EX-101.SCH) — 3KB
- asmb-20250808_lab.xml (EX-101.LAB) — 18KB
- asmb-20250808_pre.xml (EX-101.PRE) — 11KB
- d442009d8k_htm.xml (XML) — 4KB
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 1.1 Underwriting Agreement, dated August 8, 2025, by and between the Company and Guggenheim Securities, LLC. 4.1 Form of Class A Warrant. 4.2 Form of Class B Warrant. 4.3 Form of Pre-Funded Warrant. 4.4 Private Placement Class A Warrant. 4.5 Private Placement Class B Warrant. 5.1 Opinion of Skadden, Arps, Slate, Meagher & Flom LLP. 10.1 Securities Purchase Agreement, dated August 8, 2025, by and between the Company and Gilead Sciences, Inc. 23.1 Consent of Skadden, Arps, Slate, Meagher & Flom LLP (included in Exhibit 5.1). 99.1 Press release dated August 8, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Assembly Biosciences, Inc. Date: August 11, 2025 By: /s/ John O. Gunderson John O. Gunderson VP, General Counsel and Corporate Secretary 4