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8-K//Current report

Repare Therapeutics Inc. 8-K

Accession 0001193125-26-015507

$RPTXCIK 0001808158operating

Filed

Jan 15, 7:00 PM ET

Accepted

Jan 16, 5:10 PM ET

Size

181.0 KB

Accession

0001193125-26-015507

Research Summary

AI-generated summary of this filing

Updated

Repare Therapeutics Approves Arrangement with Xeno Acquisition Corp.

What Happened
Repare Therapeutics Inc. (RPTX) filed a Form 8-K on January 16, 2026 reporting that its shareholders approved a court‑supervised plan of arrangement under the Québec Business Corporations Act (QBCA) under which Xeno Acquisition Corp. will acquire all outstanding common shares. The Arrangement Resolution was approved at a Special Meeting with overwhelming shareholder support and the filing includes voting results and a press release (Exhibit 99.1).

Key Details

  • Arrangement Resolution: 25,954,251 votes FOR, 58,162 AGAINST, 4,811 ABSTAIN — 99.76% of votes cast in favor. (Excluding certain related-party votes per MI 61‑101: 25,879,894 FOR.)
  • Compensation (advisory) Resolution: 25,846,791 FOR, 166,117 AGAINST, 4,316 ABSTAIN (non‑binding advisory vote on executive compensation tied to the Arrangement).
  • Back‑up liquidation resolutions (to take effect if the Arrangement fails): Liquidation Resolution — 25,951,582 FOR, 59,405 AGAINST, 6,237 ABSTAIN; Liquidator Resolution — 25,951,804 FOR, 59,820 AGAINST, 5,600 ABSTAIN.
  • Filing date and signature: 8‑K filed January 16, 2026; signed by Steve Forte, President, CEO and CFO. Press release furnished as Exhibit 99.1.

Why It Matters
Shareholder approval is a key procedural step that allows the proposed acquisition by Xeno Acquisition Corp. to proceed under the court‑supervised arrangement. The very high FOR vote (≈99.8%) signals broad holder support, reducing a major regulatory/shareholder obstacle to closing. The advisory vote on executive compensation was also strongly approved but is non‑binding. Investors should watch for subsequent court approvals, closing conditions and any additional regulatory disclosures or timeline updates that the company files.