Form 4/A for TVRD Tvardi Therapeutics, Inc.
Accepted 2025-05-02 00:00:00 ET · period of report 2025-04-15 · accession 0001415889-25-011857 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| MAI | 2025-05-02 | 2025-04-15 | TVRD | Wirk Shaheen | Dir | A - Grant | — | +439.2K | 176.0K | New | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2025-04-15 | A | A | 263,164 | — | 263,164 | I Palkon TT Holdings, LLC | — | — | (F2) Under the terms of the Merger Agreement, on April 15, 2025, Merger Sub merged with and into Legacy Tvardi (the "Merger"), with Legacy Tvardi surviving the Merger as a wholly-owned subsidiary of the Issuer. Upon the closing of the Merger, each share of Legacy Tvardi stock was converted into the right to receive 0.1341 of shares of the Issuer common stock. Subsequent to the Merger, the name of the Issuer was changed from Cara Therapeutics, Inc. to Tvardi Therapeutics, Inc. (F5) Received in exchange for 1,962,199 shares of Series B Preferred Stock of Legacy Tvardi pursuant to Merger Agreement. (F4) The Reporting Person is a Managing Manager of the Palkon Holdings LLC and Palkon TT Holdings LLC (the "Palkon entities"). The Reporting Person may be deemed to share the power to direct the disposition and vote of the shares held by the Palkon entities, but disclaims beneficial ownership, except to any pecuniary interests therein. |
| 2 | Common | Common Stock | 2025-04-15 | A | A | 176,030 | — | 176,030 | I Palkon Holdings, LLC | — | — | (F3) Received in exchange for 1,312,508 shares of Series B Preferred Stock of Legacy Tvardi pursuant to Merger Agreement. (F2) Under the terms of the Merger Agreement, on April 15, 2025, Merger Sub merged with and into Legacy Tvardi (the "Merger"), with Legacy Tvardi surviving the Merger as a wholly-owned subsidiary of the Issuer. Upon the closing of the Merger, each share of Legacy Tvardi stock was converted into the right to receive 0.1341 of shares of the Issuer common stock. Subsequent to the Merger, the name of the Issuer was changed from Cara Therapeutics, Inc. to Tvardi Therapeutics, Inc. (F4) The Reporting Person is a Managing Manager of the Palkon Holdings LLC and Palkon TT Holdings LLC (the "Palkon entities"). The Reporting Person may be deemed to share the power to direct the disposition and vote of the shares held by the Palkon entities, but disclaims beneficial ownership, except to any pecuniary interests therein. |