8-K current report · filed May 11, 2026

Viridian Therapeutics, Inc.\DE (VRDN) 8-K Current Report: May 11, 2026

Item 1.01Item 2.03Item 8.01VRDN overviewOriginal on SEC EDGAR

Short answer

Viridian Therapeutics, Inc.\DE (VRDN) filed an 8-K current report with the SEC on May 11, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 2.03 (Creation of a Direct Financial Obligation), Item 8.01 (Other Events). $250M raised through 1.75% convertible senior notes due May 15, 2032.

Viridian Therapeutics, Inc.\DE 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • $250M raised through 1.75% convertible senior notes due May 15, 2032
  • Low 1.75% cash coupon limits financing cost, while senior unsecured debt increases leverage
  • Initial conversion price approximately $24.65 per share, creating potential equity dilution
  • Maximum 14,705,875 shares issuable upon conversion based on the initial maximum conversion rate
  • Proceeds provide capital flexibility, but noteholders gain conversion and fundamental-change repurchase rights

Item 8.01 · Other Events

  • $125.0M gross capital raise: $100.0M equity plus $25.0M convertible notes over-allotment
  • 7,352,942 shares sold at $17.00, creating shareholder dilution
  • Approximately $359.0M net proceeds, including $242.0M from convertible notes and $117.0M equity
  • Proceeds intended to repay Hercules Capital debt, fund thyroid eye disease expansion studies, pipeline R&D, and working capital
  • Convertible financing adds future dilution or repayment obligations while extending funding for development programs

Other items in this filing:

  • Item 2.03: Creation of a Direct Financial Obligation

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