Repare Therapeutics Files Proxy Statement

TL;DR

Repare Therapeutics filed its proxy statement, no fee needed.

AI Summary

Repare Therapeutics Inc. filed a Definitive Proxy Statement (DEFA14A) on December 15, 2025, related to soliciting materials under Rule 14a-12. The filing indicates no fee was required for this submission. The company is based in Saint-Laurent, Quebec, Canada, and operates in the Pharmaceutical Preparations sector.

Why It Matters

This filing is a routine regulatory document that provides information to shareholders regarding company matters, typically in advance of a shareholder meeting.

Risk Assessment

Risk Level: low — This is a standard regulatory filing (DEFA14A) and does not contain new financial or operational information that would inherently increase risk.

Key Numbers

• 2 — Public Document Count (Indicates the number of documents included in the filing.)

Key Players & Entities

• Repare Therapeutics Inc. (company) — Registrant
• 0001193125-25-319158 (filing_id) — Accession Number
• 20251215 (date) — Filing Date
• Saint-Laurent (location) — Company Headquarters
• 2834 (sic_code) — Pharmaceutical Preparations

FAQ

Key Financial Figures

• $1.82 — holder will receive a cash payment of US$1.82 per Common Share at Closing (the " Cash

Filing Documents

• d28341ddefa14a.htm (DEFA14A) — 101KB
• g28341g1215232717177.jpg (GRAPHIC) — 4KB
• 0001193125-25-319158.txt ( ) — 107KB

From the Filing

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 Repare Therapeutics Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11 REPARE THERAPEUTICS INC. Q&A TO THE ATTENTION OF EMPLOYEES On November 14, 2025, Repare Therapeutics Inc. (the " Company ") announced that it had entered into a definitive arrangement agreement (the " Arrangement Agreement ") with XenoTherapeutics, Inc. and Xeno Acquisition Corp. (jointly, " Xeno "), a non-profit biotechnology company, pursuant to which Xeno will acquire (the " Arrangement ") all of the issued and outstanding common shares of Repare (the " Common Shares "). This Q&A has been prepared to respond to certain questions you may have as an employee of the Company in light of the recently announced Arrangement. We urge you to carefully read the Management Information Circular ("Circular") and Proxy Statement on Schedule 14A ("Proxy Statement") and any other relevant documents that are filed or will be filed with the Securities and Exchange Commission ("SEC"), as well as any amendments or supplements to these documents, because they contain important information about the Arrangement how the Arrangement affects you. You will be able to obtain a free copy of the Circular and Proxy Statement, as well as other relevant filings containing information about the Company and the Arrangement, including materials that will be incorporated by reference into the Proxy Statement, without charge, at the SEC's website ( http://www.sec.gov ) or from the Company. Q. What is the background and reasons for the proposed Arrangement? A : In January 2025, the Company announced a re-alignment of resources, a re-prioritization of its clinical portfolio, its intention to seek partnering opportunities across its portfolio, as well as planned cost and headcount reductions in connection therewith. Subsequently, in March 2025, the Company announced that it was reducing its workforce by approximately 75% to extend its cash runway. Following such events, the Company formed a strategic deal committee of the board of directors of the Company to oversee a thorough strategic review process, with the assistance of the Company's outside legal counsel and its financial advisor, to explore potential opportunities and strategic alternatives in light of the Company's prospects and operations. Following such review and the implementation of a robust and broad sales process, the Board of Directors, upon recommendation of the strategic deal committee, determined that it was in the best interest of the Company to enter into the Arrangement Agreement with Xeno for the sale of all of its Common Shares, which will allow for a return of capital to the shareholders and the opportunity for continued participation in milestones and royalties from existing and potential future partnerships. As part of its strategic review, the Company considered many alternatives, including a voluntary liquidation of the Company to distribute any available cash to shareholders, but it was ultimately determined that the Arrangement was the most advantageous transaction for its stakeholders. Q: When will the Arrangement become effective? A: It is currently anticipated that the Arrangement will become effective during the first quarter of 2026. The Arrangement remains subject to customary closing conditions for transactions of this nature, including receipt of shareholder approval at a special meeting of shareholders that is currently expected to be held on or about January 16, 2026 for the purposes of approving the Arrangement (the " Meeting ") and final court approval of the Arrangement. Q. Does the Board support the Arrangement? A : Yes. The Board of Directors, having taken into account such factors and matters as it considered relevant including, among other things, the unanimous recommendation of the strategic review committee, unanimously determined that: (i) the Arrangement is fair, from a financial point of view, to the securityholders of the Company, and (ii) the Arrangement is in the best interests of the Company and its stakeholders. Accordingly, the Board of Directors unanimously recom

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View this DEFA14A filing on SEC EDGAR