Omeros Corp. Files 8-K: Material Agreement, Other Events

TL;DR

OMER signed a big deal, filed financials. Details TBD.

AI Summary

On October 10, 2025, Omeros Corp. entered into a material definitive agreement. The company also reported other events and filed financial statements and exhibits. The specific details of the material definitive agreement and other events are not disclosed in this filing excerpt.

Why It Matters

This 8-K filing indicates Omeros Corp. has entered into a significant new agreement, which could impact its business operations and financial future.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement, which could carry significant implications, but the lack of specific details necessitates a medium risk assessment.

Key Players & Entities

• Omeros Corp. (company) — Registrant
• October 10, 2025 (date) — Date of earliest event reported
• 201 Elliott Avenue West Seattle, WA 98119 (address) — Principal Executive Offices
• 206-676-5000 (phone_number) — Registrant's Telephone Number

FAQ

Key Financial Figures

• $0.01 — ch registered Common stock , par value $0.01 per share OMER The Nasdaq Stock Mark
• $2.1 billion — nt, Omeros is eligible to receive up to $2.1 billion in upfront and milestone-based payments
• $240.0 million — his includes an upfront cash payment of $240.0 million to be received by the Company at the cl
• $510 million — Omeros can receive (i) up to a total of $510 million in one-time milestone payments upon the
• $1.3 billion — t forth in the Agreement and (ii) up to $1.3 billion in one-time milestone payments upon the
• $67.1 million — gent. The retirement will relate to the $67.1 million outstanding term loan under the Credit

Filing Documents

• omer20251014_8k.htm (8-K) — 39KB
• ex_870020.htm (EX-99.1) — 23KB
• novologo.jpg (GRAPHIC) — 6KB
• omeroslogo.jpg (GRAPHIC) — 7KB
• pressrelease.jpg (GRAPHIC) — 15KB
• 0001437749-25-030968.txt ( ) — 239KB
• omer-20251010.xsd (EX-101.SCH) — 3KB
• omer-20251010_def.xml (EX-101.DEF) — 11KB
• omer-20251010_lab.xml (EX-101.LAB) — 15KB
• omer-20251010_pre.xml (EX-101.PRE) — 11KB
• omer20251014_8k_htm.xml (XML) — 3KB

01

Item 1.01 Entry into a Material Definitive Agreement. Asset Purchase and License Agreement On October 10, 2025, Omeros Corporation (the "Company") entered into an Asset Purchase and License Agreement (the "Agreement") with Novo Nordisk Health Care AG ("Novo Nordisk"), pursuant to which Novo Nordisk will receive exclusive global rights in all indications to develop and commercialize zaltenibart (OMS906), the Company's lead human monoclonal antibody targeting mannan-binding lectin-associated serine protease-3 ("MASP-3"), certain related monoclonal antibodies and antigen-binding fragments (collectively, the "Compounds"), and related pharmaceutical products ("Products"). Under the Agreement, the Company agreed to sell and transfer, and Novo Nordisk agreed to purchase and assume, certain assets and liabilities related to the Compounds and Products, and the parties agreed to grant and receive certain intellectual property licenses, as further described below (the "Transaction"). Pursuant to the terms and subject to the conditions of the Agreement, Omeros is eligible to receive up to $2.1 billion in upfront and milestone-based payments. This includes an upfront cash payment of $240.0 million to be received by the Company at the closing of the Transaction (the "Closing"). In addition, Omeros can receive (i) up to a total of $510 million in one-time milestone payments upon the first achievement by Novo Nordisk or its affiliates or sublicensees of each of the development and approval milestone events as set forth in the Agreement and (ii) up to $1.3 billion in one-time milestone payments upon the first achievement by Novo Nordisk or its affiliates or sublicensees of certain sales-based milestone events as set forth in the Agreement. The Company is also eligible under the Agreement to receive tiered royalties on annual net sales of Products at percentage rates ranging from high single digit to high teens, subject to reduction in certain circumstances, as set forth in th

01

Item 8.01 Other Events. On October 15, 2025, the Company issued a press release announcing the Transaction. A copy of the press release is attached as Exhibit 99.1 to this Current Form 8-K and is incorporated by reference herein. This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which are subject to the "safe harbor" created by those sections for such statements. All statements other than statements of historical fact are forward-looking statements, which are often indicated by terms such as "anticipate," "believe," "could," "estimate," "expect," "goal," "intend," "likely," "look forward to," "may," "objective," "plan," "potential," "predict," "project," "should," "slate," "target," "will," "would" and similar expressions and variations thereof. Forward-looking statements, including statements regarding the Company's expectations with regard to completion of, and payments to be received from, the Transaction, are based on management's beliefs and assumptions and on information available to management only as of the date hereof. The Company's actual results could differ materially from those anticipated in these forward-looking statements for many reasons, including, without limitation, risks associated with product commercialization and commercial operations, regulatory processes and oversight, and the risks, uncertainties and other factors described under the heading "Risk Factors" in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 30, 2025, as amended on April 30, 2025. Given these risks, uncertainties and other factors, you should not place undue reliance on these forward-looking statements, and the Company assumes no obligation to update these forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 99.1 Press Release, dated October 15, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 hereunto duly authorized. OMEROS CORPORATION Date: October 15, 2025 By: /s/ Gregory A. Demopulos Gregory A. Demopulos, M.D. President, Chief Executive Officer and Chairman of the Board of Directors

View Full Filing

View this 8-K filing on SEC EDGAR