8-K current report · filed Aug 7, 2026

Verastem, Inc. (VSTM) 8-K Current Report: August 7, 2026

Item 1.01Item 2.03Item 7.01Item EX-99.1VSTM overview

Short answer

Verastem, Inc. (VSTM) filed an 8-K current report with the SEC on August 7, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 2.03 (Creation of a Direct Financial Obligation), Item 7.01 (Regulation FD Disclosure), Item EX-99.1 (Exhibit EX-99.1). New Revenue Notes provide up to $75.0M, including a $50.0M tranche scheduled for August 28, 2026.

Verastem, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • New Revenue Notes provide up to $75.0M, including a $50.0M tranche scheduled for August 28, 2026
  • Optional $25.0M tranche requires quarterly worldwide net sales of avutometinib-defactinib of at least $40.0M
  • Revenue-linked payments initially equal 4.50% of qualifying net sales, creating a royalty-like cash burden
  • Revenue Notes mature June 30, 2033, with redemption amounts reaching 185% of funded principal before deductions
  • Existing Initial Notes retain interest up to 9.75%; substantially all assets and key intellectual property remain pledged as collateral

Item 2.03 · Creation of a Direct Financial Obligation

  • Item 2.03 identifies a newly created direct financial obligation or off-balance-sheet arrangement

Item 7.01 · Regulation FD Disclosure

  • Updated corporate presentation posted August 6, 2026
  • Presentation furnished as Exhibit 99.1, providing current corporate and investor information
  • Disclosure may affect investor assessment of Verastem’s strategy, pipeline, and development priorities

Item EX-99.1 · Exhibit EX-99.1

  • Q2’26 AVMAPKI FAKZYNJA CO-PACK net product revenue reached $25.1M, with ~$74.5M cumulative revenue since May 2025 launch
  • RAMP 301 topline primary PFS readout expected mid-2027, determining confirmation and potential KRAS-independent label expansion
  • Potential addressable LGSOC population could broaden materially beyond KRAS-mutated patients, representing 67% KRAS wild-type tumors
  • VS-7375 enrolled 190+ patients, with Phase 2 registration-directed cohorts targeting pancreatic, colorectal, and lung cancers
  • VS-7375 update expected October 2026, with three Phase 3 trials planned to begin by 1H 2027

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