Spin-off - GALAPAGOS NV

Form Type: SCHEDULE 13D/A

Filing Date: 2025-01-10

Corporate Action: Spin-off

Type: Update

Accession Number: 000110465925002505

Filing Summary: This Schedule 13D/A is an amendment by Gilead Sciences, Inc. and Gilead Therapeutics A1 Unlimited Company regarding their ownership of Galapagos NV's ordinary shares. The document reports the entry into a Separation Agreement effective January 7, 2025, where Galapagos NV will separate certain assets and liabilities into a new entity named SpinCo through a partial demerger. Existing shareholders of Galapagos NV will receive shares in SpinCo proportional to their shareholdings. Moreover, the agreement stipulates that Gilead will ensure A1 exercises its shareholder rights to vote in favor of the Separation during shareholder meetings. Details regarding directors, executive officers, and related transactions are also included, confirming no recent transactions in ordinary shares have been made by either reporting party within the past 60 days.