Cara Therapeutics Files Certificate of Amendment for Reverse Stock Split and Shares Reduction

Cara Therapeutics, Inc. (NASDAQ: CARA) officially filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation on December 30, 2024, announcing a one-for-twelve reverse stock split (Reverse Stock Split) of its outstanding common stock. This initiative also includes a reduction in the total number of authorized shares of its common stock from 200,000,000 to 16,666,667 (Shares Reduction).

The one-for-twelve Reverse Stock Split and corresponding Shares Reduction were approved by the Company’s stockholders during its 2024 Annual Meeting of Stockholders on June 4, 2024. Subsequently, the specific proposal was endorsed by the Company’s board of directors on December 19, 2024.

As per the Amendment, at the effective time of this action, every twelve shares of the Company’s issued and outstanding common stock will automatically merge into one issued and outstanding share of common stock. Additionally, the authorized shares of the Company’s common stock will be reduced from 200,000,000 to 16,666,667, with no change in the par value per share.

This Reverse Stock Split will impact all existing shares of the Company’s common stock immediately before the effective time of the Amendment. Adjustments will be made to the per-share exercise price and/or the number of shares issuable upon the exercise or vesting of all stock options issued by the Company, resulting in a decrease in the number of shares reserved for issuance upon exercise or vesting of such stock options and an increase in the exercise price of all such stock options.

Following the Reverse Stock Split, there will be no issuance of fractional shares. Shareholders eligible to receive fractional shares will instead obtain a cash payment in lieu thereof. Importantly, the Reverse Stock Split will not alter any stockholder’s ownership percentage of the Company’s common stock, except in cases where it leads to a fractional share ownership.

The Company’s common stock is scheduled to commence trading on The Nasdaq Capital Market on a split-adjusted basis on December 31, 2024. The new CUSIP number for the Company’s common stock post the Reverse Stock Split is 140755 208.

For more detailed information regarding the Certificate of Amendment and related matters, interested parties are encouraged to refer to Exhibit 3.1 attached to this Current Report on Form 8-K filed by Cara Therapeutics, Inc.

This report also highlights a forthcoming acquisition transaction between Cara Therapeutics and Tvardi Therapeutics, Inc., with relevant registration statements and materials available for review on the Securities and Exchange Commission’s website.

Participants in the solicitation regarding the proposed transaction include directors, executive officers, and certain members of management and employees from both Cara Therapeutics and Tvardi Therapeutics. It is advised that stockholders review all pertinent materials before making any decisions in relation to the impending transaction.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Cara Therapeutics’s 8K filing here.

Cara Therapeutics Company Profile

Cara Therapeutics, Inc, a development-stage biopharmaceutical company, focuses on developing and commercializing therapeutics treatment of chronic pruritus in the United States. The company’s lead product is KORSUVA (difelikefalin) injection for the treatment of moderate-to-severe pruritus associated with chronic kidney disease (CKD) in adults undergoing hemodialysis.