News & Events

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under

of this Current Report on Form 8-K is incorporated herein by reference. The Company offered and sold the Notes to certain investors in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “ Securities Act ”). The Company relied on this exemption from registration based in part on representations made by each investor in the subscription agreements, dated June 3, 2026, between the Company and each investor identified therein. Th…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. At the Syndax Pharmaceuticals, Inc. (the “ Company ”) 2026 Annual Meeting of Stockholders (the “ Annual Meeting ”), the Company’s stockholders approved the Company’s 2026 Equity Incentive Plan (the “ 2026 Plan ”), which the Board of Directors of the Company (the “ Board ”) previously approved, subject to stockholder approval at the Annual Meeting.…

Unregistered Sale of Equity Securities. The information set forth under

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under

Unregistered Sale of Equity Securities. The information set forth under

Entry into a Material Agreement. Indenture and Notes On June 3, 2026, Syndax Pharmaceuticals, Inc. (the “ Company ”) entered into privately negotiated subscription agreements (the “ Subscription Agreements ”) with certain investors, pursuant to which the Company will issue $250.0 million aggregate principal amount of 2.25% Convertible Senior Notes due 2031 (the “ Notes ”). The Notes will be issued pursuant to an indenture (the “ Indenture ”), between the Company and U.S. Bank Trust Company, N…

and in Exhibits 99.1 and 99.2 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

and in Exhibits 99.1 and 99.2 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Results of Operations and Financial Condition. On January 12, 2026, Syndax Pharmaceuticals, Inc. (the “ Company ”) issued a press release in connection with the Company’s presentation on the same date at the 44th Annual J.P. Morgan Healthcare Conference that contains certain preliminary financial information as of and for the fiscal year ended December 31, 2025. Specifically, the press release states that (i) the Company achieved approximately $44 million and $125 million in preliminary (unau…

and in Exhibits 99.1 and 99.2 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

and in Exhibits 99.1 and 99.2 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On June 24, 2025, William Meury notified Syndax Pharmaceuticals, Inc. (the “ Company ”) of his decision to resign from the Board of Directors of the Company (the “ Board ”) due to his acceptance of the role of President and Chief Executive Officer and a member of the Board of Directors at Incyte Corporation, the Company’s collaboration partner for…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On May 12, 2025, the Company issued a press release announcing that Nicholas A.J. Botwood, BSC (HONS), MB BS, MFPM, FRCP, will join the Company as Head of Research and Development, Chief Medical Officer, effective May 12, 2025. Prior to joining the Company as Head of Research and Development, Chief Medical Officer, Dr. Botwood served as a consultan…

and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.