{"filing":{"accession_number":"0001193125-26-331207","cik":"0001563577","ticker":"GRTX","company_name":"Galera Therapeutics, Inc.","form":"8-K","filing_date":"2026-08-03","report_date":"2026-08-03","primary_document":"d170816d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1563577/000119312526331207/d170816d8k.htm"},"events":[{"id":23492,"run_id":21239,"accession_number":"0001193125-26-331207","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"summary":"Galera Therapeutics completed a merger with Legacy Obsidian (via Gazelle Parent, Inc., which renamed itself Obsidian Therapeutics, Inc.) effective August 3, 2026. The transaction resulted in a change of control, with Legacy Obsidian shareholders holding 51.6% of the combined entity, PIPE investors 47.2%, and Galera shareholders 1.2%, with approximately 61.7 million shares outstanding post-merger. The merger included a Contingent Value Rights Agreement establishing post-closing contingent consideration tied to future product development and divestiture proceeds.","company_name":"Galera Therapeutics, Inc.","ticker":"GRTX","filing_date":"2026-08-03","form":"8-K","submitted_at":null,"items":[{"id":23727,"accession_number":"0001193125-26-331207","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"This Item 1.01 discloses entry into a Contingent Value Rights Agreement in connection with the consummation of Mergers described in Item 2.01, which constitutes a material acquisition or change of control transaction. The CVR Agreement is a definitive agreement establishing post-closing contingent consideration for Galera stockholders tied to future proceeds from product development and divestiture, a material component of the merger consideration structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"","ticker":null,"filing_date":""},{"id":23728,"accession_number":"0001193125-26-331207","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"This Item 2.01 discloses the completion of a merger transaction effective August 3, 2026, in which Galera Therapeutics merged with Legacy Obsidian (via Parent/Gazelle Parent, Inc., which renamed itself Obsidian Therapeutics, Inc.). The filing details the exchange ratios (0.1383 for Obsidian, 0.7019 for Galera), the conversion of securities, and the resulting ownership structure (51.6% Legacy Obsidian, 1.2% Galera, 47.2% PIPE investors), with approximately 61.7 million shares outstanding post-merger. This is a material change of control and combination of two companies.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"","ticker":null,"filing_date":""},{"id":23729,"accession_number":"0001193125-26-331207","item_number":"3.01","item_title":"Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The Item 3.01 disclosure references \"the Mergers\" and their consummation as the trigger for delisting and deregistration. The core event is the completion of a merger transaction that results in the company ceasing to be a public company. While the Item number is 3.01 (delisting), the substantive event driving the delisting is the merger itself, which is incorporated by reference from Item 2.01. This is a material acquisition/change of control event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"","ticker":null,"filing_date":""},{"id":23731,"accession_number":"0001193125-26-331207","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":"Item 5.01 discloses a change of control resulting from the \"Galera Merger,\" whereby Galera Therapeutics became a wholly owned subsidiary of Obsidian Therapeutics, Inc. This is a material acquisition and change of control event. The filing explicitly references Item 2.01 (Mergers and Acquisitions) and describes the completion of merger transactions that resulted in Galera becoming a subsidiary of Obsidian, which is the hallmark of an M\u0026A activity disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"","ticker":null,"filing_date":""},{"id":23732,"accession_number":"0001193125-26-331207","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 filing discloses a merger closing (\"immediately prior to the closing of the Mergers\" and \"Effective upon the closing of the Mergers\") with coordinated executive departures and appointments. While Item 5.02 nominally covers director/officer changes, the substance here is a material acquisition or change of control event (the \"Galera Merger\" and \"Mergers\") in which the board and executive leadership are replaced as part of the transaction structure. The departures of the President and Principal Executive Officer (J. Mel Sorensen) and Principal Financial and Accounting Officer (Joel Sussman) are incidental to the merger closing, not standalone resignations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"","ticker":null,"filing_date":""},{"id":23733,"accession_number":"0001193125-26-331207","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"Although Item 5.03 formally addresses amendments to articles and bylaws, the substance disclosed here is a merger completion. The filing references \"Galera Effective Time,\" describes amendment and restatement of the certificate of incorporation and bylaws \"as set forth in the Galera Certificate of Merger,\" and explicitly incorporates Items 2.01 and 3.03 (which typically cover M\u0026A activity). The charter and bylaw changes are incidental to the merger transaction itself, making the principal event a material acquisition or change of control.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":23493,"run_id":21239,"accession_number":"0001193125-26-331207","anchor_item_number":"3.03","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"summary":"Item 3.03 discloses a material modification to the rights of security holders, but the filing excerpt contains only cross-references to other Items without substantive detail of the specific modification.","company_name":"Galera Therapeutics, Inc.","ticker":"GRTX","filing_date":"2026-08-03","form":"8-K","submitted_at":null,"items":[{"id":23730,"accession_number":"0001193125-26-331207","item_number":"3.03","item_title":"Material Modification to Rights of Security Holders.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 3.03 discloses a material modification to security holder rights, but the section provided contains only a cross-reference to Items 2.01 (acquisition/disposition), 3.01 (delisting), 5.01 (changes in control), and 5.03 (amendments to articles/bylaws) without substantive detail. The actual nature of the modification cannot be determined from this excerpt alone. Without access to the referenced items, the specific event type (whether governance, financial, or existential) remains unclear, warranting classification as `other_material`.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":23727,"accession_number":"0001193125-26-331207","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"This Item 1.01 discloses entry into a Contingent Value Rights Agreement in connection with the consummation of Mergers described in Item 2.01, which constitutes a material acquisition or change of control transaction. The CVR Agreement is a definitive agreement establishing post-closing contingent consideration for Galera stockholders tied to future proceeds from product development and divestiture, a material component of the merger consideration structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"Galera Therapeutics, Inc.","ticker":"GRTX","filing_date":"2026-08-03"},{"id":23728,"accession_number":"0001193125-26-331207","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"This Item 2.01 discloses the completion of a merger transaction effective August 3, 2026, in which Galera Therapeutics merged with Legacy Obsidian (via Parent/Gazelle Parent, Inc., which renamed itself Obsidian Therapeutics, Inc.). The filing details the exchange ratios (0.1383 for Obsidian, 0.7019 for Galera), the conversion of securities, and the resulting ownership structure (51.6% Legacy Obsidian, 1.2% Galera, 47.2% PIPE investors), with approximately 61.7 million shares outstanding post-merger. This is a material change of control and combination of two companies.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"Galera Therapeutics, Inc.","ticker":"GRTX","filing_date":"2026-08-03"},{"id":23729,"accession_number":"0001193125-26-331207","item_number":"3.01","item_title":"Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The Item 3.01 disclosure references \"the Mergers\" and their consummation as the trigger for delisting and deregistration. The core event is the completion of a merger transaction that results in the company ceasing to be a public company. While the Item number is 3.01 (delisting), the substantive event driving the delisting is the merger itself, which is incorporated by reference from Item 2.01. This is a material acquisition/change of control event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"Galera Therapeutics, Inc.","ticker":"GRTX","filing_date":"2026-08-03"},{"id":23730,"accession_number":"0001193125-26-331207","item_number":"3.03","item_title":"Material Modification to Rights of Security Holders.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 3.03 discloses a material modification to security holder rights, but the section provided contains only a cross-reference to Items 2.01 (acquisition/disposition), 3.01 (delisting), 5.01 (changes in control), and 5.03 (amendments to articles/bylaws) without substantive detail. The actual nature of the modification cannot be determined from this excerpt alone. Without access to the referenced items, the specific event type (whether governance, financial, or existential) remains unclear, warranting classification as `other_material`.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"Galera Therapeutics, Inc.","ticker":"GRTX","filing_date":"2026-08-03"},{"id":23731,"accession_number":"0001193125-26-331207","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":"Item 5.01 discloses a change of control resulting from the \"Galera Merger,\" whereby Galera Therapeutics became a wholly owned subsidiary of Obsidian Therapeutics, Inc. This is a material acquisition and change of control event. The filing explicitly references Item 2.01 (Mergers and Acquisitions) and describes the completion of merger transactions that resulted in Galera becoming a subsidiary of Obsidian, which is the hallmark of an M\u0026A activity disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"Galera Therapeutics, Inc.","ticker":"GRTX","filing_date":"2026-08-03"},{"id":23732,"accession_number":"0001193125-26-331207","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 filing discloses a merger closing (\"immediately prior to the closing of the Mergers\" and \"Effective upon the closing of the Mergers\") with coordinated executive departures and appointments. While Item 5.02 nominally covers director/officer changes, the substance here is a material acquisition or change of control event (the \"Galera Merger\" and \"Mergers\") in which the board and executive leadership are replaced as part of the transaction structure. The departures of the President and Principal Executive Officer (J. Mel Sorensen) and Principal Financial and Accounting Officer (Joel Sussman) are incidental to the merger closing, not standalone resignations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"Galera Therapeutics, Inc.","ticker":"GRTX","filing_date":"2026-08-03"},{"id":23733,"accession_number":"0001193125-26-331207","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"Although Item 5.03 formally addresses amendments to articles and bylaws, the substance disclosed here is a merger completion. The filing references \"Galera Effective Time,\" describes amendment and restatement of the certificate of incorporation and bylaws \"as set forth in the Galera Certificate of Merger,\" and explicitly incorporates Items 2.01 and 3.03 (which typically cover M\u0026A activity). The charter and bylaw changes are incidental to the merger transaction itself, making the principal event a material acquisition or change of control.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-04T10:07:26.989732+00:00","company_name":"Galera Therapeutics, Inc.","ticker":"GRTX","filing_date":"2026-08-03"}]}