Vertex completes $10.0 billion acquisition of Crinetics Pharmaceuticals

Vertex Pharmaceuticals Incorporated completed its acquisition of Crinetics Pharmaceuticals, Inc. on September 1, 2026, according to an 8-K filed by Crinetics. Merger Sub merged with and into Crinetics on the closing date, with Crinetics continuing as the surviving corporation and a wholly owned subsidiary of Vertex, effective that same day.¹

Each outstanding share of Crinetics common stock was canceled and converted into the right to receive $85.00 per share in cash, without interest and subject to withholding taxes, with limited exceptions for shares held by the companies themselves or by holders who properly demanded appraisal.¹

Unvested equity awards were treated differently depending on type. All outstanding unvested stock options and unvested restricted stock units became fully vested immediately prior to the effective time.¹ Options with an exercise price below the $85.00 merger consideration were then canceled and converted into cash equal to the excess of $85.00 over the exercise price, less withholding, while restricted stock units were converted into cash equal to the full $85.00 merger consideration per underlying share, less withholding.¹ Any option with an exercise price at or above $85.00 was canceled for no consideration.¹

The total consideration paid by Vertex was approximately $10.0 billion, funded through a combination of cash on hand and borrowings under Vertex's term loan credit agreement.¹

Governance also changed at closing. All eight Crinetics directors, including R. Scott Struthers, Camille L. Bedrosian, Caren Deardorf, Matthew K. Fust, Weston Nichols, Stephanie S. Okey, Rogério Vivaldi Coelho and Wendell Wierenga, resigned from the board and its committees.¹ Charles Wagner, Prasanna Thombre and Omar White were named President, Treasurer and Secretary of the surviving corporation, respectively.¹ Crinetics requested that Nasdaq suspend trading in its common stock before the market opened on the closing date and later asked Nasdaq to file a Form 25 to delist and deregister the shares.¹