Form 8-K LIGAND PHARMACEUTICALS For: Apr 24
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 24, 2026
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(858 ) 550-7500
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Item 1.02 Termination of a Material Definitive Agreement.
On April 24, 2026, Ligand Pharmaceuticals Incorporated (the “Company”) delivered written notice to Viking Therapeutics, Inc. (“Viking”) of termination of the TR-Beta Program (the “Termination Notice”) under that certain Master License Agreement, dated May 21, 2014, by and among the Company, Metabasis Therapeutics, Inc. and Viking, as amended by the First Amendment dated September 6, 2014, the Second Amendment dated April 8, 2015, and the Waiver, Consent and Third Amendment dated March 21, 2016 (the “License Agreement”). Capitalized terms used herein shall have the meanings assigned to them in the License Agreement, which has been filed with the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and is herein incorporated by reference.
The Termination Notice provides ten (10) days’ prior written notice of termination of the TR-Beta Program (including, but not limited to, VK2809 and VK0214) pursuant to the License Agreement, effective May 4, 2026 (the “Termination Date”), as a result of the Company’s assertion that Viking materially breached its obligation to use Commercially Reasonable Efforts to develop and commercialize the TR-Beta Program under the License Agreement.
Upon the Company’s termination of the TR-Beta Program, the License Agreement provides for, among other things, that all licenses granted to Viking with respect to the Licensor Technology and Licensed Products with respect to the TR-Beta Program shall terminate. Viking is also obligated to grant to the Company a non-exclusive, worldwide, royalty-bearing, sublicensable license under any Patent Rights and Know-How Controlled by Viking (including without limitation any Developed Technology) to the extent necessary to make, have made, import, use, offer to sell and sell the Licensed Products with respect to the TR-Beta Program anywhere in the world at a royalty rate of low single digits and otherwise on reasonable terms and conditions to be agreed upon by the Parties in good faith upon any such termination of such Licensed Program by Ligand.
Viking is disputing the Company’s right to terminate the TR-Beta Program pursuant to the terms of the License Agreement. The Company believes its right to terminate the TR-Beta Program is valid pursuant to the terms of the License Agreement, and intends to vigorously enforce its right to terminate the TR-Beta Program under the License Agreement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| LIGAND PHARMACEUTICALS INCORPORATED | |||||
| Date: April 30, 2026 | By: /s/ Andrew Reardon Name: Andrew Reardon Title: Chief Legal Officer and Secretary | ||||
ATTACHMENTS / EXHIBITS
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