Current Report · Items 1.01, 7.01, 9.01 · 8-K

Black Diamond Therapeutics, Inc.

BDTXNASDAQEQUITYCurrent

Entry into a Material Definitive Agreement · Regulation FD Disclosure

Filed Mar 19, 2025Accepted Mar 19, 2025, 7:08 AM EDTCIK 1701541Accession 0001104659-25-025338

Company context

Black Diamond Therapeutics is a clinical-stage oncology company developing MasterKey therapies that target families of oncogenic mutations in patients with cancer. The Company’s MasterKey therapies are designed to address a broad spectrum of genetically defined tumors, overcome resistance, minimize wild-type mediated toxicities, and be brain penetrant to treat central nervous system disease. The Company is advancing silevertinib, an investigational brain-penetrant fourth-generation EGFR MasterKey inhibitor targeting EGFR-mutant NSCLC and GBM. For more information, please visit www.blackdiamondtherapeutics.com.

Current securities

BDTXNASDAQ · EQUITY · Current

Recent company filings

Disclosure sections

Items 1.01, 7.01, 9.01

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Item 1.01Item 1.01 - Entry into Material Agreement

Item 1.01. Entry into a Material Definitive Agreement. On March 18, 2025, Black Diamond Therapeutics, Inc. (the “Company”) entered into a License Agreement (the “License Agreement”) with Servier Pharmaceuticals LLC (“Servier”). Under the terms of the License Agreement, the Company granted to Servier a worldwide license to develop and commercialize BDTX-4933, a small molecule designed by the Company to address unmet medical needs in RAF/RAS-mutant solid tumors. Pursuant to the terms of the License Agreement, Servier will lead the development activities and the worldwide commercialization of BDTX-4933 across multiple indications, including non-small cell lung cancer, with potential applications in other solid tumors. Under the License Agreement, the Company will receive an upfront payment of $70.0 million and will be eligible to receive up to $710.0 million in development and commercial sales milestone payments, along with tiered royalties based on global net sales. Unless earlier terminated, the term of the License Agreement continues until expiration of the last royalty term for the applicable product in the applicable country. The License Agreement is subject to customary termination provisions, including termination by a party for the other party’s uncured, material breach. The License Agreement also includes customary representations and warranties, covenants and indemnification obligations. The foregoing summary of the terms of the License Agreement is qualified in its entirety by reference to the full text of the License Agreement, a copy of which the Company intends to file as an exhibit to its Quarterly Report on Form 10-Q for the quarter ending March 31, 2025.

Item 7.01Item 7.01 - Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On March 19, 2025, the Company issued a press release entitled “Servier and Black Diamond Therapeutics Announce Global Licensing Agreement for BDTX-4933, A Targeted Oncology Therapy” and posted an updated corporate presentation to its website at https://investors.blackdiamondtherapeutics.com/events-presentations. A copy of the press release and a copy of the corporate presentation are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on the Form 8-K. Reference to the Company’s website is for inactive textual reference only and the content of the website should not be deemed incorporated by reference into this Current Report on Form 8-K. The information in this Item 7.01, including Exhibit 99.1 and Exhibit 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 in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Filed exhibits (2)

EX-99.1 (by filename) tm259476d1_ex99-1.htm

EX-99.1 2 tm259476d1_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Servier and Black Diamond Therapeutics Announce Global Licensing Agreement for BDTX-4933, A Targeted Oncology Therapy The partnership underscores Servier’s commitment to developing targeted therapies that address unmet medical needs in oncology Servier will develop and commercialize BDTX-4933, a Phase 1 asset with best-in-class potential targeting both RAS mutations and RAF alterations, in solid tumors, including non-small cell lung cancer Black Diamond will receive an upfront payment of $70 million and up to $710 million in development and commercial sales milestone payments plus royalties Suresnes (France), Cambridge, Mass. (USA), March 19, 2025 - Servier, an independent global pharmaceutical group governed by a non-profit foundation, and Black Diamond Therapeutics, Inc. (Nasdaq: BDTX), a clinical-stage oncology company developing MasterKey therapies that target families of oncogenic mutations in patients with cancer, today announced a strategic worldwide licensing agreement for BDTX-4933, a potential best-in-class targeted therapy for solid tumors. Under this global agreement, Servier will develop and c…

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EX-99.2 (by filename) tm259476d1_ex99-2.htm

EX-99.2 3 tm259476d1_ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 1 Black Diamond Therapeutics, Inc. Developing MasterKey Therapies to Defeat Cancer Resistance March 19, 2025 2 Forward - Looking Statements This presentation contains forward looking statements of Black Diamond Therapeutics, Inc (“we,” “us,” “our”) within the meaning of the Private Securities Litigation Reform Act of 1995. Forward looking statements include all statements that are not historical facts, and in some cases, can be identified by terms such as “may,” “might,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “objective,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue,” “ongoing,” or the negative of these terms, or other comparable terminology intended to identify statements about the future. Forward looking statements contained in this presentation include, but are not limited to, statements regarding our future financial or business performance, conditions, plans, prospects, trends or strategies and other financial and business matters, the continued development and advancement of BDTX - 1535, the progress, timing and success of our clinical trials of BDTX - 1535 and a…