Crinetics Pharmaceuticals (CRNX) Proxy filing summary

Executive summary

• Announced definitive agreement for acquisition by Vertex Pharmaceuticals at $85.00 per share, valuing equity at approximately $10.0 billion, or $8.8 billion net of estimated cash acquired.

• Transaction delivers a 101% premium to the closing stock price on July 2, 2026, and a 127% premium to the 30-day VWAP.

• Expected to close in Q3 2026, subject to shareholder and regulatory approvals, including HSR and foreign clearances.

• Integration planning is underway, with a focus on minimizing disruption and maintaining momentum in key programs.

• Both companies will operate independently until closing, with continued focus on advancing programs and supporting patients.

Voting matters and shareholder proposals

• Shareholders will vote to approve the transaction at a meeting to be announced; proxy statement to be filed with the SEC.

• Proxy materials will contain important information about the transaction and will be mailed to shareholders.

Board of directors and corporate governance

• The board unanimously determined the transaction is in the best interests of shareholders after careful consideration.

• Information on directors and executive officers participating in the solicitation is available in prior proxy filings.