Health Care · Pharmaceutical Preparations

NUVL Nuvalent, Inc. SEC Filings & Insider Trading Activity 2026

company
CIK 1861560105 filings
Russell 2000

NUVL at a glance

Nuvalent, Inc. (NUVL, SEC CIK 1861560) filed its latest 10-K annual report on February 26, 2026, a 10-Q quarterly report on May 7, 2026, an 8-K current report on July 15, 2026 and Form 4 insider filings as recently as July 17, 2026. SignalX summarizes each filing with AI and tracks the company's insider trades and institutional holders.

  • As of June 30, 2026, 31 institutional investment managers tracked by SignalX reported holding Nuvalent, Inc. (NUVL) shares worth $2.5 billion in 13F-HR filings.
  • In the last 90 days, NUVL insiders reported 0 open-market purchases ($0) and 1 open-market sale ($261K) on Form 4, a net sale of $261K.

Source: SEC EDGAR (XBRL financial data, 13F-HR and Form 4 filings).

Insiders · 90 days
0 buys · 1 sell
Net −$261K
13F holders
31 funds
$2.5B · +0 vs prior quarter
Latest 8-K
Jul 15, 2026
Item 5.01 · Item 3.03 · Item 3.01 · Item 2.01 · Item 5.03 · Item 5.02

AI 10-K Annual Report Analysis

Latest 10-K, fiscal year ended Dec 31, 2025

Full analysis →

Business Overview

  • Core business model focused on biopharmaceutical development and innovation
  • No new products, services, or segments introduced or emphasized this year
  • Maintained executive employment agreements with key leadership, including CEO James R. Porter and five other executives
  • Proxy statement information (executive compensation, stock ownership, related transactions) incorporated by reference, not detailed herein
  • Employment agreements amended in 2024 for James R. Porter and other executives, reflecting updated contractual arrangements

Risk Factors

  • FDA acceptance of NDA for zidesamtinib with PDUFA date September 18, 2026, critical regulatory milestone risk
  • Exposure to macroeconomic risks including inflation, interest rate fluctuations, and geopolitical tensions impacting funding access
  • Dependence on contract manufacturing organizations (CMOs) for scale-up and commercial batch production of drug substances
  • Market competition from ALECENSA (alectinib) in Phase 3 ALKAZAR trial for ALK-positive NSCLC targeting 450 patients
  • Net losses expanding to $425.4 million in 2025 with $1.4 billion cash runway only through 2029, capital raise dependency risk

Management Discussion & Analysis

  • Net loss $425.4M in 2025 vs $260.8M in 2024; operating cash outflow $275.2M vs $185.1M
  • Operating cash flow decline due to higher clinical, manufacturing, personnel expenses; stock-based comp $86.5M vs $60.6M
  • Cash, cash equivalents, and marketable securities $1.4B at 2025 year-end, expected to fund operations through 2029
  • Investing cash outflow $124.1M in 2025, driven by $1.1B marketable securities purchases offset by $932.8M maturities
  • Financing cash inflow $515.3M in 2025 from public offering ($472.5M net proceeds) and option exercises ($42M)
  • Management highlights significant R&D and commercialization spending ahead, potential additional capital raises anticipated due to uncertain future funding needs

AI summary of the NUVL 10-K filed . Generated from the filing text; verify against the original.View on SEC EDGARHow to read a 10-K

AI 10-Q Quarterly Report Analysis

Latest 10-Q, quarter ended Mar 31, 2026

Management Discussion & Analysis

  • Revenue $0, unchanged YoY; no products approved or commercialized
  • Net loss $109.3M vs $84.6M YoY; operating margin not applicable
  • Best program NVL-330 R&D $6.8M, up from $4.0M; worst zidesamtinib $12.3M, down from $15.6M
  • Cash, equivalents and marketable securities $1.3B; operating cash use $92.4M vs $54.8M
  • Funding runway into 2029; headwinds include financing access, inflation and interest-rate volatility

Risk Factors

  • Newly triggered regulatory risk: neladalkib NDA submitted to FDA in April 2026, with acceptance and approval uncertain
  • Commercialization risk: transition toward commercial operations before zidesamtinib’s September 18, 2026 PDUFA target date
  • Clinical-development risk: FDA feedback may require additional pivotal data beyond currently planned trials
  • Financial risk: $1.1 billion accumulated deficit and projected operating-cost funding only into 2029
  • Market risk: targeted genomic-alteration populations may be too small to support profitable commercialization

AI summary of the NUVL 10-Q filed . Generated from the filing text; verify against the original.View on SEC EDGAR10-K vs 10-Q vs 8-K

AI 8-K Current Report Analysis

The most recent material events, by 8-K item

Filed Jul 15, 2026Full analysis →

Item 5.01: Changes in Control of Registrant

  • Section 5.01 contains no substantive control-change disclosure
  • Introductory Note governs the relevant information and requires review for investor implications

Item 3.03: Material Modification to Rights of Security Holders

  • Change in control completed July 15, 2026 through Offer and Merger
  • Nuvalent became a wholly owned subsidiary of Parent, ending its standalone public-company status

Item 3.01: Notice of Delisting or Failure to Satisfy a Continued Listing Rule

  • Shareholders lost voting and other stockholder rights at the merger’s effective time
  • Remaining entitlement limited to receiving the merger offer price for each share held

Item 2.01: Completion of Acquisition or Disposition of Assets

  • Merger completed, converting eligible Nuvalent shares into cash at the Offer Price, net of withholding taxes
  • Stock options cancelled and paid only for in-the-money value above applicable exercise prices

Item 5.03: Amendments to Articles of Incorporation or Bylaws

  • Merger-triggered adoption of a fourth amended and restated certificate of incorporation
  • Complete restatement of the company’s amended and restated bylaws at the merger’s effective time

Item 5.02: Departure/Appointment of Directors or Principal Officers

  • Complete board replacement at merger closing, with all 8 incumbent directors resigning
  • Justin T. Huang and Kevin T. Ryan appointed as surviving-company directors
Filed Jun 18, 2026Full analysis →

Item 5.07: Submission of Matters to a Vote of Security Holders

  • 96.80% shareholder participation, limiting concerns about voting engagement or quorum
  • Michael L. Meyers and Ron Squarer elected Class II directors through 2029
Filed Jun 9, 2026Full analysis →

Item 7.01: Regulation FD Disclosure

  • Proposed tender offer has not commenced; no shareholder action available yet
  • Future Schedule TO and Schedule 14D-9 filings will provide offer terms and Nuvalent’s recommendation

Item 1.01: Entry into a Material Definitive Agreement

  • GSK agreed to acquire Nuvalent for $124.00 cash per share, subject to taxes, delivering a definitive exit value for shareholders
  • Tender offer requires majority of outstanding Class A Shares, with approximately 28% already committed through support agreements

AI summaries of NUVL 8-K current reports filed with the SEC. What 8-K item codes mean

SignalX for NUVL

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  • Fund moves. Which tracked funds opened, added or cut NUVL, by share count.
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Recent Insider Transactions (Form 4)

Latest reported trades by officers, directors and 10% owners

InsiderTypeDatePrice
Bogle Grant C.UJul 15, 2026$124.00
Bogle Grant C.DJul 15, 2026-
Bogle Grant C.DJul 15, 2026-
Wheeler CameronUJul 15, 2026$124.00
Meyers Michael L.DJul 15, 2026-
Meyers Michael L.DJul 15, 2026-
Squarer RonDJul 15, 2026-
Flynn James EDJul 15, 2026$124.00

Financial Summary
XBRL

Annual financial summary from SEC XBRL data
MetricFY2023FY2024FY2025
Profitability
Operating Income-$149.5M-$280.4M-$414.3M
Net Income-$126.2M-$260.8M-$425.4M
Balance Sheet
Total Assets$732.4M$1.1B$1.4B
Equity$700.6M$1.1B$1.2B
ROE-18.0%-24.4%-34.1%
Per Share
EPS$-2.17$-3.93$-5.85
Cash Flow
Operating CF-$99.7M-$185.1M-$275.2M

Source: XBRL data in Nuvalent, Inc. (NUVL)'s 10-K filings on SEC EDGAR, in USD. Compare across companies →

13F Fund Holdings: Quarterly Trend

Latest: Q2 2026

Aggregate NUVL share value held by 13F filers tracked by SignalX, by quarter.

Quarterly totals table
NUVL shares held by 13F filers tracked by SignalX, by quarter
QuarterFundsTotal value
Q2 202631$2.47B
Q1 202631$3.04B
Q4 202525$3.05B
Q3 202526$2.42B
Q2 202527$2.00B
Q1 202523$1.32B
Q4 202422$1.38B
Q3 202417$352.4M
Position changes: Q1 2026 → Q2 2026
Top Buyers
Top Sellers
New Positions
Closed Positions

Source: 13F-HR filings on SEC EDGAR (aggregated from 202 fund-quarter rows). Reflects only 13F filers tracked by SignalX, not the full institutional ownership universe. How 13F filings work

NUVL filing archive

AI analysis pages for each 10-K, 10-Q and 8-K

Latest 2026 SEC Filings: 10-K, 10-Q, 8-K & Form 4

FormFiling dateAnalysisSEC
4Jul 17, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
4Jul 15, 2026--
8-KJul 15, 2026Analysis-
4Jul 10, 2026--
4Jul 8, 2026--
4Jul 6, 2026--
4Jul 6, 2026--
4Jul 1, 2026--
4Jun 18, 2026--
4Jun 18, 2026--
4Jun 18, 2026--
4Jun 18, 2026--

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NUVL SEC filings: frequently asked questions

Are NUVL insiders buying or selling?

In the last 90 days, Nuvalent, Inc. (NUVL) officers, directors and 10% owners reported no open-market purchases and 1 open-market sale worth $261,363 by 1 insider on Form 4. Many insider sales are pre-planned or for taxes, so purchases usually carry more information.

Which institutions hold NUVL stock?

As of June 30, 2026, the largest Nuvalent, Inc. (NUVL) holders among the 13F filers tracked by SignalX were BlackRock ($689.8 million), Vanguard Portfolio Management LLC ($319.8 million), Vanguard Capital Management LLC ($303.7 million), State Street Corp ($258.2 million), Goldman Sachs Group ($202.6 million). 13F-HR reports are filed up to 45 days after each quarter ends.

What are the main risks in NUVL's latest 10-K?

In the 10-K filed February 26, 2026, Nuvalent, Inc. (NUVL) flagged: FDA acceptance of NDA for zidesamtinib with PDUFA date September 18, 2026, critical regulatory milestone risk. Exposure to macroeconomic risks including inflation, interest rate fluctuations, and geopolitical tensions impacting funding access. (AI summary of the Risk Factors section.)

What did NUVL report in its latest 8-K?

Nuvalent, Inc. (NUVL) filed an 8-K on July 15, 2026 reporting Item 5.01 (Changes in Control of Registrant), Item 3.03 (Material Modification to Rights of Security Holders), Item 3.01 (Notice of Delisting or Failure to Satisfy a Continued Listing Rule), Item 2.01 (Completion of Acquisition or Disposition of Assets), Item 5.03 (Amendments to Articles of Incorporation or Bylaws) and Item 5.02 (Departure/Appointment of Directors or Principal Officers). Section 5.01 contains no substantive control-change disclosure.

What are the latest NUVL SEC filings?

Nuvalent, Inc. (NUVL) filed its latest 10-K annual report on February 26, 2026, a 10-Q quarterly report on May 7, 2026, an 8-K current report on July 15, 2026 and a Form 4 insider filing on July 17, 2026.

What is NUVL's SEC CIK number?

Nuvalent, Inc. (NUVL)'s SEC Central Index Key (CIK) is 1861560. EDGAR lists every NUVL filing under that number.

Ask anything about NUVL

The research agent reads NUVL's filings, financials, insider trades and 13F holders, then answers with sources.