{"filing":{"accession_number":"0001193125-26-304984","cik":"0001369568","ticker":"CPRX","company_name":"CATALYST PHARMACEUTICALS, INC.","form":"8-K","filing_date":"2026-07-15","report_date":null,"primary_document":"d159184d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1369568/000119312526304984/d159184d8k.htm"},"events":[{"id":18228,"run_id":16379,"accession_number":"0001193125-26-304984","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"Catalyst Pharmaceuticals completed a merger transaction in which the Company became a wholly owned subsidiary of Parent, resulting in a change of control. All seven directors resigned and were replaced by three directors of Merger Sub, and Company Common Stock was converted into merger consideration. The Company notified Nasdaq of its intent to delist effective July 16, 2026, and intends to file Form 15 to terminate SEC registration and reporting obligations.","company_name":"CATALYST PHARMACEUTICALS, INC.","ticker":"CPRX","filing_date":"2026-07-15","form":"8-K","submitted_at":null,"items":[{"id":16972,"accession_number":"0001193125-26-304984","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 2.01 explicitly discloses completion of an acquisition or disposition of assets. The filing incorporates by reference disclosures from Items 3.01 (Changes in Control), 5.01 (Changes in Directors/Officers), and 5.02 (Costs Associated with Exit or Disposal Activities), which are standard for material M\u0026A transactions. This is a completed material acquisition or disposition event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T10:01:49.131469+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16973,"accession_number":"0001193125-26-304984","item_number":"3.01","item_title":"Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"reasoning":"The filing discloses that Catalyst Pharmaceuticals notified Nasdaq on July 15, 2026 of its intent to remove Company Common Stock from listing following consummation of a merger, with Nasdaq filing a Form 25 to delist and deregister the stock effective July 16, 2026. The company also intends to file Form 15 to terminate SEC registration and reporting obligations. This is a definitive delisting event triggered by a merger transaction, materially affecting shareholders' ability to trade the security.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T10:01:49.131469+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16974,"accession_number":"0001193125-26-304984","item_number":"3.03","item_title":"Material Modification to Rights of Security Holders.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"This Item 3.03 disclosure describes the conversion of Company Common Stock into merger consideration and the cessation of stockholder rights as a result of a merger effective time. The language \"at the Effective Time\" and references to the \"Merger Agreement\" and \"Merger Consideration\" indicate completion of a material acquisition or change of control. Although Item 3.03 addresses security holder rights, the substance is the consummation of a merger transaction, which is the core M\u0026A event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T10:01:49.131469+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16975,"accession_number":"0001193125-26-304984","item_number":"5.01","item_title":"Changes in Control of Registrant.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses consummation of a merger that resulted in a change of control of Catalyst Pharmaceuticals, with the Company becoming a wholly owned subsidiary of Parent. This is a completed material acquisition/change of control event, which is the core disclosure under Item 5.01 and constitutes a material M\u0026A activity that would significantly affect investor assessment of the registrant.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T10:01:49.131469+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16976,"accession_number":"0001193125-26-304984","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The disclosure centers on the consummation of a merger (the \"Effective Time\") in which all seven directors of CPRX resigned and were replaced by the three directors of Merger Sub, reflecting a change of control. While Item 5.02 is the filing item, the material event is the completion of the merger transaction itself, not merely the executive departures or appointments in isolation. The language \"in connection with the consummation of the Merger\" and \"as contemplated by the Merger Agreement\" makes clear this is a merger completion disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T10:01:49.131469+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16977,"accession_number":"0001193125-26-304984","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change of Fiscal Year.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"Although Item 5.03 nominally covers bylaw and charter amendments, the substance here is a merger completion. The disclosure explicitly references \"the Merger Agreement,\" \"the Effective Time,\" and \"Merger Sub\" and \"Surviving Corporation,\" indicating the amendments were executed as part of a merger transaction. The restated certificate and bylaws are standard post-merger documentation reflecting the surviving entity's new governance structure. This is material M\u0026A activity, not routine governance.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T10:01:49.131469+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":16972,"accession_number":"0001193125-26-304984","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 2.01 explicitly discloses completion of an acquisition or disposition of assets. The filing incorporates by reference disclosures from Items 3.01 (Changes in Control), 5.01 (Changes in Directors/Officers), and 5.02 (Costs Associated with Exit or Disposal Activities), which are standard for material M\u0026A transactions. This is a completed material acquisition or disposition event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T10:01:49.131469+00:00","company_name":"CATALYST PHARMACEUTICALS, INC.","ticker":"CPRX","filing_date":"2026-07-15"},{"id":16973,"accession_number":"0001193125-26-304984","item_number":"3.01","item_title":"Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"reasoning":"The filing discloses that Catalyst Pharmaceuticals notified Nasdaq on July 15, 2026 of its intent to remove Company Common Stock from listing following consummation of a merger, with Nasdaq filing a Form 25 to delist and deregister the stock effective July 16, 2026. The company also intends to file Form 15 to terminate SEC registration and reporting obligations. This is a definitive delisting event triggered by a merger transaction, materially affecting shareholders' ability to trade the security.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T10:01:49.131469+00:00","company_name":"CATALYST PHARMACEUTICALS, INC.","ticker":"CPRX","filing_date":"2026-07-15"},{"id":16974,"accession_number":"0001193125-26-304984","item_number":"3.03","item_title":"Material Modification to Rights of Security Holders.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"This Item 3.03 disclosure describes the conversion of Company Common Stock into merger consideration and the cessation of stockholder rights as a result of a merger effective time. The language \"at the Effective Time\" and references to the \"Merger Agreement\" and \"Merger Consideration\" indicate completion of a material acquisition or change of control. Although Item 3.03 addresses security holder rights, the substance is the consummation of a merger transaction, which is the core M\u0026A event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T10:01:49.131469+00:00","company_name":"CATALYST PHARMACEUTICALS, INC.","ticker":"CPRX","filing_date":"2026-07-15"},{"id":16975,"accession_number":"0001193125-26-304984","item_number":"5.01","item_title":"Changes in Control of Registrant.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses consummation of a merger that resulted in a change of control of Catalyst Pharmaceuticals, with the Company becoming a wholly owned subsidiary of Parent. This is a completed material acquisition/change of control event, which is the core disclosure under Item 5.01 and constitutes a material M\u0026A activity that would significantly affect investor assessment of the registrant.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T10:01:49.131469+00:00","company_name":"CATALYST PHARMACEUTICALS, INC.","ticker":"CPRX","filing_date":"2026-07-15"},{"id":16976,"accession_number":"0001193125-26-304984","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"The disclosure centers on the consummation of a merger (the \"Effective Time\") in which all seven directors of CPRX resigned and were replaced by the three directors of Merger Sub, reflecting a change of control. While Item 5.02 is the filing item, the material event is the completion of the merger transaction itself, not merely the executive departures or appointments in isolation. The language \"in connection with the consummation of the Merger\" and \"as contemplated by the Merger Agreement\" makes clear this is a merger completion disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T10:01:49.131469+00:00","company_name":"CATALYST PHARMACEUTICALS, INC.","ticker":"CPRX","filing_date":"2026-07-15"},{"id":16977,"accession_number":"0001193125-26-304984","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change of Fiscal Year.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"Although Item 5.03 nominally covers bylaw and charter amendments, the substance here is a merger completion. The disclosure explicitly references \"the Merger Agreement,\" \"the Effective Time,\" and \"Merger Sub\" and \"Surviving Corporation,\" indicating the amendments were executed as part of a merger transaction. The restated certificate and bylaws are standard post-merger documentation reflecting the surviving entity's new governance structure. This is material M\u0026A activity, not routine governance.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T10:01:49.131469+00:00","company_name":"CATALYST PHARMACEUTICALS, INC.","ticker":"CPRX","filing_date":"2026-07-15"}]}
