Tender Offer - Sage Therapeutics, Inc.

Form Type: SC14D9C

Filing Date: 2025-06-16

Corporate Action: Tender-offer

Type: New

Accession Number: 000119312525141503

Filing Summary: This filing by Sage Therapeutics, Inc. relates to preliminary communications before the commencement of a planned tender offer by Saphire, Inc., a wholly owned subsidiary of Supernus Pharmaceuticals, Inc. The tender offer aims to acquire all outstanding shares of common stock of Sage Therapeutics, Inc. The process will be initiated according to an Agreement and Plan of Merger dated June 13, 2025. Following a successful tender offer, a merger will occur, with Sage Therapeutics becoming a subsidiary of Supernus Pharmaceuticals. It is emphasized that the offer materials will be filed with the SEC and will contain vital information for stockholders before making any decisions regarding the tendering of their shares. Various exhibits relating to the offer and merger, including a social media post, employee communications, and Q&As, are included in this filing. Stockholders are encouraged to stay informed and are advised to read the upcoming offer materials once available.