TREVENA INC 8-K

What Happened Trevena, Inc. and related entities announced on January 9, 2026 that they entered an Assignment and Release Agreement with Jiangsu Nhwa Pharmaceutical Co. Ltd. (“Nhwa”) and R‑Bridge Investment Four Pte. Ltd. (the “Lender”). Under the agreement the Lender agreed to terminate and release Trevena from all obligations (other than indemnification and other obligations that survive termination) under a royalty‑based loan originally dated March 30, 2022 and amended July 3, 2024. In exchange, Trevena agreed to transfer all rights, title and interest in its Chinese License Agreement with Nhwa (originally entered April 27, 2018, as amended) with respect to royalties in China, except for the Company’s rights to Commercialization Milestone payments. The Assignment and Release Agreement is filed as Exhibit 10.1 to the 8‑K.

Key Details

• Agreement date: January 9, 2026.
• Loan being terminated: royalty‑based loan entered March 30, 2022; amended July 3, 2024.
• Consideration: transfer of Trevena’s China royalty rights under the Nhwa license (China royalties), excluding Commercialization Milestone payments.
• Release: Trevena is released from all loan obligations except customary surviving indemnities and obligations.

Why It Matters This transaction removes Trevena’s obligations under a prior royalty loan, potentially simplifying its balance of contractual liabilities. In return, Trevena gives up future royalty revenue rights in China (though it retains rights to commercialization milestone payments), which could reduce future upside from sales in that territory. Investors should note the tradeoff between eliminating loan obligations and relinquishing a portion of potential China royalty income; review the full Assignment and Release Agreement (Exhibit 10.1) for detailed terms.