Welcome to our dedicated page for XOMA Royalty Corporation SEC filings (Ticker: XOMA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
XOMA Royalty Corporation (Nasdaq: XOMA) files a range of documents with the U.S. Securities and Exchange Commission that shed light on its royalty aggregation business, capital structure, and transaction activity. On this page, you can review XOMA Royalty’s SEC filings alongside AI-powered summaries that help explain the key points in accessible language.
For investors analyzing XOMA Royalty, Form 10-K annual reports and Form 10-Q quarterly reports provide detail on royalty and milestone receipts, portfolio composition, risk factors, and accounting for acquired economic interests. Form 8-K current reports document material events such as the completion of acquisitions of HilleVax, LAVA Therapeutics, and Mural Oncology, entry into at-the-market sales agreements for common and preferred stock, and announcements of financial results.
XOMA Royalty’s filings also describe its listed securities, including common stock (XOMA) and preferred instruments such as 8.625% Series A Cumulative Perpetual Preferred Stock (XOMAP) and depositary shares representing 8.375% Series B Cumulative Perpetual Preferred Stock (XOMAO). Related registration statements and prospectus supplements outline how proceeds from these offerings may be used to acquire additional potential royalty and milestone revenue streams, fund preferred dividends, and support general corporate purposes.
In addition, Form 4 insider transaction reports and proxy materials can provide insight into equity ownership and governance, while exhibits to 8-K filings include key agreements such as merger agreements, share purchase agreements, contingent value rights agreements, and sales agreements. Stock Titan’s interface enhances these filings with AI-generated highlights that point out important terms, transaction structures, and potential implications for XOMA Royalty’s royalty and milestone portfolio, helping readers navigate complex legal and financial disclosures more efficiently.
Ligand Pharmaceuticals has filed a Schedule 13D after entering into a merger agreement to acquire XOMA Royalty Corporation. Through voting and support agreements, Ligand may be deemed to beneficially own 8,062,678 shares, or 47.0% of XOMA’s common stock on an as-converted basis.
Under the merger, each XOMA common share will be converted into the right to receive $39.00 in cash plus contingent value rights tied to a CVR Trust’s interest in RemainCo LLC. Series X preferred shares will receive equivalent consideration on an as-converted basis, and the issuer’s perpetual preferred stock will be redeemed with accrued and unpaid dividends before closing. The deal requires majority stockholder approval, antitrust clearance, completion of a holding company reorganization and a CVR spin structure, and carries a $40,000,000 termination fee for specified failure or superior proposal scenarios.
XOMA Royalty Corp ownership disclosure: Vanguard Capital Management reported beneficial ownership of 613,458 shares of Common Stock, representing 5.15% of the class. The filing lists 63,662 shares as sole voting power and 613,458 shares as sole dispositive power. The filing is signed by Ashley Grim on 04/30/2026.
The statement clarifies holdings include securities held for Vanguard funds and managed accounts and attributes dispositive authority to Vanguard Capital Management and specified affiliates.
BVF-managed funds updated their ownership and support for XOMA Royalty Corp amid its planned merger with Ligand Pharmaceuticals. BVF and affiliated entities report beneficial ownership of 2,590,303 XOMA common shares, representing about 21.4% of the 12,129,405 shares outstanding as of April 23, 2026.
Certain BVF reporting persons signed a Voting and Support Agreement to vote their shares in favor of the merger and related transactions, appointing Ligand as proxy and agreeing not to sell or transfer their shares or assert appraisal rights during the agreement’s term. They also hold 5,003 shares of Series X Preferred Stock, convertible into 5,003,000 common shares, currently constrained by a 19.99% beneficial ownership cap that they plan to seek to increase to 45% to allow full conversion and voting for stockholder approval.
BlackRock, Inc. reported beneficial ownership of 640,549 shares of XOMA Royalty Corp common stock, equal to 5.4% of the class as shown on the cover. The filing lists 631,604 shares as sole voting power and 640,549 shares as sole dispositive power. The schedule is signed by Spencer Fleming as Managing Director.
XOMA Royalty Corporation completed its acquisition of Generation Bio through a tender offer and follow-on merger, paying $4.2913 in cash plus one contingent value right (CVR) per share. XOMA estimates the CVR proceeds at $0.81 per Generation Bio share, based on excess net cash at closing.
At expiration, 4,722,533 shares, about 70% of Generation Bio’s stock, were tendered and accepted. XOMA acquired Generation Bio’s remaining cash, de minimis assets, approximately $98.0 million of Section 174 tax deductions, and legacy lipid nanoparticle (LNP) assets tied in part to a collaboration with Moderna.
Generation Bio had previously received $40.0 million upfront and $7.5 million in prepaid research funding under the Moderna agreement and could earn up to approximately $1.8 billion in future milestones plus tiered royalties. XOMA does not expect the next $7.5 million option milestone or major target option exercises in the next 12 months.
XOMA Royalty Corporation agreed to be acquired by Ligand Pharmaceuticals in an all-cash merger. XOMA common stockholders will receive $39.00 per share in cash plus contingent value rights tied to potential proceeds from certain Janssen-related litigation, giving both immediate value and additional upside potential.
The deal values XOMA at approximately $739 million and represents about a 14% premium to its 30‑day volume‑weighted average price before announcement. XOMA’s Series X preferred shares will convert to common stock, while its perpetual preferred shares will be redeemed with accrued dividends. A holding company reorganization and CVR structure will be completed before closing, and key shareholders owning roughly 47% of XOMA’s shares have agreed to support the transaction.
XOMA Royalty Corp’s Chief Financial Officer, Jeffrey Trigilio, exercised Performance Stock Units into common shares. On April 20, 2026, 11,538 PSUs converted into 11,538 shares of common stock at a stated price of $0.00 per share.
Following the transaction, Trigilio directly held 103,906 shares of common stock and 126,924 Performance Stock Units. Each PSU represents a contingent right to receive one share of common stock, vesting only if the stock reaches specified price targets and he continues serving the company through each vesting date.
XOMA Royalty Corp’s Chief Legal Officer, Maricel Perea Montano, exercised performance-based equity awards into common stock. On April 20, 2026, she converted 3,370 Performance Stock Units (PSUs) into 3,370 shares of common stock at a stated price of $0.00 per share.
Following the transaction, she directly holds 41,793 common shares. The PSU award was tied to XOMA’s share price, with each PSU representing a contingent right to one share that vests only if the stock reaches specified price levels and she continues in service. After this exercise, 37,074 PSUs remain outstanding for her, scheduled to expire on March 11, 2029.
XOMA Royalty Corp director and CEO Owen Hughes reported equity compensation activity and updated holdings. On April 20, 2026, he exercised 10,568 Performance Stock Units, receiving an equal number of shares of XOMA common stock at a stated price of $0.00 per share.
Following this transaction, he holds 191,264 shares of common stock directly and 295 shares of common stock indirectly through a 401(k) plan. He also reports 102,000 depositary shares of 8.375% Series B cumulative preferred stock and a remaining balance of 116,245 Performance Stock Units, each tied to future vesting based on stock price and continued service.
XOMA Royalty Corp’s Chief Investment Officer Bradley Sitko reported equity holdings and a compensation-related share conversion. On the reported date, he exercised 3,737 Performance Stock Units (PSUs) at $0.00 per unit into 3,737 shares of common stock, increasing his directly held common stock to 82,961 shares. The filing shows he continues to hold 41,112 PSUs, which each represent a right to one share of common stock and vest only if the stock reaches specified price levels and he remains in service through each vesting date. The report also lists additional indirect holdings in common stock, preferred stock, and depositary shares held by his spouse, children, and a 401(k) plan.