# Fulcrum Therapeutics, Inc. (FULC) — merger/definitive [pending]
Source: sec.gov · situation sit_77ca5795c11697f5de9d · public 8037123255554443417 · retrieved 2026-08-20T13:19:36.858Z

## Overview
Fulcrum Therapeutics develops pharmaceutical therapeutics; upon merger completion, the combined company will focus on advancing a pipeline including SLTE-1009, a clinical-stage subcutaneous anti-PACAP/VIP monoclonal antibody for migraine and headache disorder prevention.

Merger Agreement On August 16, 2026, Fulcrum Therapeutics, Inc., a Delaware corporation ("Fulcrum") entered into an Agreement and Plan of Merger (the "Merger Agreement") by and among Fulcrum, Fusion Merger Sub I, Inc., a Delaware corporation and a wholly owned subsidiary of Fulcrum, ("Merger Sub I"), Fusion Merger Sub II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Fulcrum, ("Merger Sub II"), and Slate Medicines, Inc., a Delaware corporation ("Slate"), pursuant to which, and subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, among other things, Merger Sub I will merge with and into Slate, with Slate surviving the merger as the surviving corporation (the "First Merger"), and as part of the same overall transaction, Slat...

## Terms
- Counterparty: Slate Medicines, Inc. · Consideration: stock · Stake: 5%

## Key dates
- Announced 2026-08-17

## Timeline
- 2026-08-17 · 425 (0001193125-26-353280): 425 - Fulcrum Therapeutics, Inc. — Merger Agreement On August 16, 2026, Fulcrum Therapeutics, Inc., a Delaware corporation ("Fulcrum") entered into an Agreement and Plan of Merger (the "Merger Agreement") by and among Fulcrum, Fusion Merger Sub I, Inc., a Delaware corporation and a wholly owned subsidiary of Fulcrum, ("Merger Sub I"), Fusion Merger Sub II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Fulcrum, ("Merger Sub II"), and Slate Medicines, Inc., a Delaware corporation ("Slate"), pursuant to which, and subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, among other things, Merger Sub I will merge with and into Slate, with Slate surviving the merger as the surviving corporation (the "First Merger"), and as part of the same overall transaction, Slat...
  https://www.sec.gov/Archives/edgar/data/1680581/0001193125-26-353280.txt
- 2026-08-17 · 425 (0001193125-26-353282): 425 - Fulcrum Therapeutics, Inc. — *Fulcrum Therapeutics is a pharmaceutical company that was conducting a comprehensive review of strategic alternatives following its June announcement regarding pociredir.* Fulcrum Therapeutics, Inc. entered into a merger agreement with Slate Medicines, Inc. in an all-stock transaction pursuant to an Agreement and Plan of Merger dated August 16, 2026. Under the terms of the business combination agreement, on a fully diluted basis, pre-merger Fulcrum stockholders are expected to own approximately 5% of the combined company, pre-merger Slate stockholders are expected to own approximately 55.9%, and investors participating in a concurrent private placement are expected to own approximately 39.1%. The concurrent private placement involves $245 million of Slate's common stock and common stock equivalents led by Frazier Life Sciences with participation from Forbion, RA Capital Management, Deep Track Capital, Foresite Capital, OrbiMed, RTW Investments, and Mingxin Capital. Fulcrum expects to contribute a net cash balance at close of $20.3 million, and with additional cash of approximately $270 million at close, Fulcrum intends to pay a special cash dividend to pre-merger Fulcrum stockholders. The combined company's cash balance is expected to provide runway into 2029, and the merger is expected to close in the fourth quarter of 2026, subject to stockholder approval and customary closing conditions.
  https://www.sec.gov/Archives/edgar/data/1680581/0001193125-26-353282.txt
- 2026-08-17 · 425 (0001193125-26-354107): 425 - Fulcrum Therapeutics, Inc. — *Fulcrum Therapeutics develops pharmaceutical therapeutics; upon merger completion, the combined company will focus on advancing a pipeline including SLTE-1009, a clinical-stage subcutaneous anti-PACAP/VIP monoclonal antibody for migraine and headache disorder prevention.* Fulcrum Therapeutics, Inc. and Slate Medicines, Inc. entered into a definitive Agreement and Plan of Merger dated August 16, 2026, to combine in an all-stock transaction. Upon completion, the combined company will operate under the name Slate Medicines, Inc. and trade on Nasdaq under ticker symbol "SLTE." Concurrently, Slate secured a $245 million oversubscribed private placement from healthcare investors led by Frazier Life Sciences, expected to close with the merger and fund operations into 2029 to advance the clinical pipeline including SLTE-1009, a subcutaneous anti-PACAP/VIP monoclonal antibody for migraine prevention.
  https://www.sec.gov/Archives/edgar/data/1680581/0001193125-26-354107.txt

## Citations
- 0001193125-26-353280 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526353280
- 0001193125-26-353282 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526353282
- 0001193125-26-354107 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526354107
