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Ventyx Biosciences
Ventyx Biosciences (VTYX) investor relations material
Ventyx Biosciences Proxy Filing summary
Complete event summary combining all related documents: earnings call transcript, report, and slide presentation.Proxy Filing summary2 Feb, 2026
Executive summary
Special meeting scheduled for March 3, 2026, to vote on a merger with Eli Lilly and Company, where shareholders will receive $14.00 per share in cash, representing a 62% premium to the 30-day average price prior to the announcement.
The board unanimously recommends approval of the merger, citing strategic review, competitive risks, and the certainty of cash value as key factors.
If approved, Ventyx will become a wholly owned subsidiary of Lilly and its shares will be delisted from Nasdaq.
The merger is expected to close in the first half of 2026, subject to regulatory and shareholder approvals.
Voting matters and shareholder proposals
Shareholders will vote on: (1) adoption of the merger agreement, (2) non-binding approval of executive compensation related to the merger, and (3) adjournment of the meeting if more votes are needed.
The board recommends voting FOR all proposals.
Appraisal rights are available for dissenting shareholders under Delaware law.
Board of directors and corporate governance
All directors and officers, as well as entities affiliated with New Science Ventures (owning ~10% of shares), have entered into support agreements to vote in favor of the merger.
The board considered multiple strategic alternatives and determined the merger was in the best interest of shareholders.
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Next Ventyx Biosciences earnings date
Q4 202527 Feb, 2026
Ventyx Biosciences
Next Ventyx Biosciences earnings date
Q4 202527 Feb, 2026
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Frequently asked questions
Ventyx Biosciences Inc. is a clinical-stage biopharmaceutical company engaged in the development of novel oral therapies designed to treat patients with autoimmune and inflammatory disorders. The company's approach involves selectively modulating key immune targets to create differentiated medicines. Ventyx Biosciences is working on several promising drug candidates, including a selective allosteric tyrosine kinase type 2 inhibitor and a sphingosine 1 phosphate receptor modulator, which are in various stages of clinical trials targeting conditions like psoriasis, psoriatic arthritis, Crohn's disease, and ulcerative colitis. Additionally, they are developing inhibitors targeting the NLRP3 inflammasome. The company is headquartered in San Diego, California, and its shares are listed on the NASDAQ.
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