KRTX SEC-arkivering - Karuna Therapeutics, Inc.- Årsrapport, fuldmagtserklæring, prospekt

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SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Karuna Therapeutics, Inc.

SEC Filings (Chronological Order)

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March 28, 2024	15-12G	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-38958 Karuna Therapeutics, Inc. (Exact name of registrant as specified i
March 18, 2024	8-K	Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 18, 2024 (March 14, 2024) Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorpor
March 18, 2024	EX-3.2	AMENDED AND RESTATED KARUNA THERAPEUTICS, INC. A Delaware Corporation ARTICLE I Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF KARUNA THERAPEUTICS, INC. A Delaware Corporation ARTICLE I OFFICES Section 1.1 Registered Office. The registered office of the corporation in the State of Delaware shall be located at Corporation Trust Center, 1209 Orange St., Wilmington, Delaware 19801, in the County of New Castle. The name of the corporation’s registered agent at such address shall be T
March 18, 2024	S-8 POS	As filed with the Securities and Exchange Commission on March 18, 2024 As filed with the Securities and Exchange Commission on March 18, 2024 Registration No.
March 18, 2024	S-8 POS	As filed with the Securities and Exchange Commission on March 18, 2024 As filed with the Securities and Exchange Commission on March 18, 2024 Registration No.
March 18, 2024	EX-3.1	AMENDED AND RESTATED CERTIFICATE OF INCORPORATION KARUNA THERAPEUTICS, INC. ARTICLE ONE Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KARUNA THERAPEUTICS, INC. ARTICLE ONE The name of the corporation is Karuna Therapeutics, Inc. (hereinafter called the “Corporation”). ARTICLE TWO The address of the Corporation’s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle County, Delaware 19801. The name of its
March 18, 2024	POSASR	As filed with the Securities and Exchange Commission on March 18, 2024 As filed with the Securities and Exchange Commission on March 18, 2024 Registration No.
March 18, 2024	S-8 POS	As filed with the Securities and Exchange Commission on March 18, 2024 As filed with the Securities and Exchange Commission on March 18, 2024 Registration No.
March 18, 2024	S-8 POS	As filed with the Securities and Exchange Commission on March 18, 2024 As filed with the Securities and Exchange Commission on March 18, 2024 Registration No.
March 18, 2024	S-8 POS	As filed with the Securities and Exchange Commission on March 18, 2024 As filed with the Securities and Exchange Commission on March 18, 2024 Registration No.
March 14, 2024	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Amendment No. 1) r UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-3
March 14, 2024	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2024 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commissio
March 12, 2024	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2024 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commissio
March 1, 2024	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2024 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commission
March 1, 2024	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Stat
February 22, 2024	EX-10.12	Second Amended and Restated Employment Agreement, dated December 22, 2023, between the Registrant and Steven Paul Exhibit 10.12 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Second Amended and Restated Employment Agreement (“Agreement”) is made between Karuna Therapeutics, Inc., a Delaware corporation (the “Company”), and Steven Paul, M.D. (the “Executive”) and is made effective as of December 22, 2023 (the “Effective Date”). WHEREAS, the Company and the Executive are parties to an amended and restate
February 22, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2024 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commis
February 22, 2024	EX-10.7	Forms of Restricted Stock Unit Award Agreement for Company Employees under the Registrant’s 2019 Stock Option and Incentive Plan Exhibit 10.7 RESTRICTED STOCK UNIT AWARD AGREEMENT FOR COMPANY EMPLOYEES UNDER KARUNA THERAPEUTICS, INC. 2019 STOCK OPTION AND INCENTIVE PLAN Name of Grantee: No. of Restricted Stock Units: Grant Date: Pursuant to the Karuna Therapeutics, Inc. 2019 Stock Option and Incentive Plan as amended through the date hereof (the “Plan”), Karuna Therapeutics, Inc. (the “Company”) hereby grants an award of th
February 22, 2024	EX-99.1	Karuna Therapeutics Reports Fourth Quarter and Full Year 2023 Financial Results and Provides General Business Update New Drug Application (NDA) for KarXT for the treatment of schizophrenia in adults under review with a Prescription Drug User Fee Act Exhibit 99.1 Karuna Therapeutics Reports Fourth Quarter and Full Year 2023 Financial Results and Provides General Business Update New Drug Application (NDA) for KarXT for the treatment of schizophrenia in adults under review with a Prescription Drug User Fee Act (PDUFA) action date of September 26, 2024 Results from the Phase 3 EMERGENT-2 trial of KarXT in schizophrenia published in The Lancet Ann
February 22, 2024	EX-10.25	SAB Advisor Agreement, dated January 16, 2024, between the Registrant and Steven Paul Exhibit 10.25 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SAB ADVISOR AGREEMENT This SAB ADVISOR AGREEMENT (“Agreement”), made this January 16, 2024 (the “Effective Date”), is entered into by Karuna Therapeutics, Inc., a Delaware corporation
February 22, 2024	EX-97.1	Compensation Recovery Policy of the Registrant Exhibit 97.1 KARUNA THERAPEUTICS, INC. COMPENSATION RECOVERY POLICY Adopted as of June 20, 2023 Karuna Therapeutics, Inc., a Delaware corporation (the “Company”), has adopted a Compensation Recovery Policy (this “Policy”) as described below. 1. Overview The Policy sets forth the circumstances and procedures under which the Company shall recover Erroneously Awarded Compensation from current and for
February 22, 2024	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K r UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38958 Karuna Therap
February 22, 2024	EX-10.24	Amended and Restated Employment Agreement, dated December 22, 2023, between the Registrant and William Kane Exhibit 10.24 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (“Agreement”) is made between Karuna Therapeutics, Inc., a Delaware corporation (the “Company”), and William Kane (the “Executive”) and is made effective as of December 22, 2023 (the “Effective Date”). WHEREAS, the Company and the Executive are parties to an employment agreement, dated January 20
February 13, 2024	SC 13G/A	KRTX / Karuna Therapeutics, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01265-karunatherapeuticsin.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Karuna Therapeutics Inc Title of Class of Securities: Common Stock CUSIP Number: 48576A100 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to
February 12, 2024	SC 13G/A	KRTX / Karuna Therapeutics, Inc. / Capital International Investors - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 48576A100 (CUSIP Number) January 31, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th
February 9, 2024	SC 13G/A	KRTX / Karuna Therapeutics, Inc. / Capital International Investors - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 48576A100 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate
February 5, 2024	DEFM14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ D
January 22, 2024	EX-FILING FEES	CALCULATION OF FILING FEE TABLE Table 1 – Transaction Valuation Exhibit 107 CALCULATION OF FILING FEE TABLE Table 1 – Transaction Valuation Proposed Maximum Aggregate Value of Transaction Fee Rate Amount of Filing Fee Fees to Be Paid $14,010,325,217.
January 22, 2024	PREM14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ D
January 16, 2024	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2024 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commiss
December 22, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 (December 21, 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 (December 21, 2023) Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of In
December 22, 2023	EX-10.1	Amended and Restated Employment Agreement, dated December 22, 2023, by and between Karuna Therapeutics, Inc. and William Meury. EX-10.1 Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (“Agreement”) is made between Karuna Therapeutics, Inc., a Delaware corporation (the “Company”), and William Meury (the “Executive”) and is made effective as of December 22, 2023 (the “Effective Date”). WHEREAS, the Company and the Executive are parties to an employment agreement, dated No
December 22, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State
December 22, 2023	DFAN14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule14a-6(
December 22, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 Karuna Therapeu UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commis
December 22, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State
December 22, 2023	EX-10.2	Amended and Restated Employment Agreement, dated December 22, 2023, by and between Karuna Therapeutics, Inc. and Jason Brown. Exhibit 10.2 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Second Amended and Restated Employment Agreement (“Agreement”) is made between Karuna Therapeutics, Inc., a Delaware corporation (the “Company”), and Jason Brown (the “Executive”) and is made effective as of December 22, 2023 (the “Effective Date”). WHEREAS, the Company and the Executive are parties to an amended and restated emplo
December 22, 2023	EX-10.4	Amended and Restated Employment Agreement, dated December 22, 2023, by and between Karuna Therapeutics, Inc. and Andrew Miller. EX-10.4 Exhibit 10.4 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Second Amended and Restated Employment Agreement (“Agreement”) is made between Karuna Therapeutics, Inc., a Delaware corporation (the “Company”), and Andrew Miller, Ph.D. (the “Executive”) and is made effective as of December 22, 2023 (the “Effective Date”). WHEREAS, the Company and the Executive are parties to an amended a
December 22, 2023	EX-2.1	Agreement and Plan of Merger, dated as of December 22, 2023, by and among Karuna Therapeutics, Inc., Bristol-Myers Squibb Company and Miramar Merger Sub Inc. Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER among KARUNA THERAPEUTICS, INC., BRISTOL-MYERS SQUIBB COMPANY and MIRAMAR MERGER SUB INC. Dated as of December 22, 2023 TABLE OF CONTENTS Page RECITALS 1 ARTICLE I THE MERGER 1 SECTION 1.1 The Merger 1 SECTION 1.2 Closing 2 SECTION 1.3 Effective Time 2 SECTION 1.4 Certificate of Incorporation; Bylaws 2 SECTION 1.5 Directors and Officers 2 ART
December 22, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State
December 22, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State
December 22, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 (December 21, 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 (December 21, 2023) Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of In
December 22, 2023	DFAN14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 BRISTOL-MYERS S UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 BRISTOL-MYERS SQUIBB COMPANY (Exact name of registrant as specified in its charter) Delaware 001-01136 22-0790350 (State or Other Jurisdiction of Incorporation) (Com
December 22, 2023	EX-10.3	Amended and Restated Employment Agreement, dated December 22, 2023, by and between Karuna Therapeutics, Inc. and Stephen Brannan. Exhibit 10.3 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Second Amended and Restated Employment Agreement (“Agreement”) is made between Karuna Therapeutics, Inc., a Delaware corporation (the “Company”), and Stephen Brannan, M.D. (the “Executive”) and is made effective as of December 22, 2023 (the “Effective Date”). WHEREAS, the Company and the Executive are parties to an employment agree
December 22, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 Karuna Therapeu UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commis
December 22, 2023	EX-99.1	Bristol Myers Squibb Strengthens Neuroscience Portfolio with Acquisition of Karuna Therapeutics Transaction Delivers KarXT, a First-in-Class M1 / M4 Muscarinic Receptor Agonist, with Differentiated Efficacy and Safety KarXT Is a Potential First-in-Cl EX-99.1 Exhibit 99.1 Bristol Myers Squibb Strengthens Neuroscience Portfolio with Acquisition of Karuna Therapeutics Transaction Delivers KarXT, a First-in-Class M1 / M4 Muscarinic Receptor Agonist, with Differentiated Efficacy and Safety KarXT Is a Potential First-in-Class Treatment for Schizophrenia and as an Adjunctive Therapy, and First-in-Disease Treatment for Alzheimer’s Disease Psychosis, w
December 22, 2023	EX-99.1	Bristol Myers Squibb Strengthens Neuroscience Portfolio with Acquisition of Karuna Therapeutics Transaction Delivers KarXT, a First-in-Class M1 / M4 Muscarinic Receptor Agonist, with Differentiated Efficacy and Safety KarXT Is a Potential First-in-Cl Exhibit 99.1 Bristol Myers Squibb Strengthens Neuroscience Portfolio with Acquisition of Karuna Therapeutics Transaction Delivers KarXT, a First-in-Class M1 / M4 Muscarinic Receptor Agonist, with Differentiated Efficacy and Safety KarXT Is a Potential First-in-Class Treatment for Schizophrenia and as an Adjunctive Therapy, and First-in-Disease Treatment for Alzheimer’s Disease Psychosis, with Prom
November 2, 2023	EX-10.1	Amended and Restated Employment Agreement, dated September 29, 2023, by and between the registrant and Jason Brown. Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (“Agreement”) is made between Karuna Therapeutics, Inc., a Delaware corporation (the “Company”), and Jason Brown (the “Executive”) and is made effective as of September 29, 2023 (the “Effective Date”). WHEREAS, the Company (formerly, Karuna Pharmaceuticals, Inc.) and the Executive are parties to a
November 2, 2023	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 02, 2023 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commis
November 2, 2023	EX-99.1	Karuna Therapeutics Reports Third Quarter 2023 Financial Results and Provides General Business Updates Submitted New Drug Application (NDA) to the U.S. Food and Drug Administration (FDA) for KarXT for the treatment of schizophrenia in the third quart Exhibit 99.1 Karuna Therapeutics Reports Third Quarter 2023 Financial Results and Provides General Business Updates Submitted New Drug Application (NDA) to the U.S. Food and Drug Administration (FDA) for KarXT for the treatment of schizophrenia in the third quarter of 2023 Initiated the Phase 3 ADEPT-2 and ADEPT-3 trials evaluating KarXT for the treatment of psychosis in Alzheimer’s disease in the
November 2, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karun
August 3, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
August 3, 2023	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 03, 2023 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commissi
August 3, 2023	EX-99.1	Karuna Therapeutics Reports Second Quarter 2023 Financial Results and Provides General Business Updates On track to submit New Drug Application (NDA) for KarXT in schizophrenia with the U.S. FDA in the third quarter of 2023, with a product launch in Exhibit 99.1 Karuna Therapeutics Reports Second Quarter 2023 Financial Results and Provides General Business Updates On track to submit New Drug Application (NDA) for KarXT in schizophrenia with the U.S. FDA in the third quarter of 2023, with a product launch in the second half of 2024, assuming approval Initiated the Phase 3 ADEPT-3 open label extension trial in the third quarter of 2023, and on
June 21, 2023	S-3ASR	As filed with the Securities and Exchange Commission on June 21, 2023 S-3ASR Table of Contents As filed with the Securities and Exchange Commission on June 21, 2023 Registration No.
June 21, 2023	8-K	Termination of a Material Definitive Agreement, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2023 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commission
June 21, 2023	EX-FILING FEES	Filing Fee Table. EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Karuna Therapeutics, Inc.
June 21, 2023	EX-1.2	Equity Distribution Agreement, dated as of June 21, 2023, by and among the Registrant, Goldman Sachs & Co. LLC and SVB Securities LLC. EX-1.2 Exhibit 1.2 KARUNA THERAPEUTICS, INC. Common Stock ($0.0001 par value) Equity Distribution Agreement June 21, 2023 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 SVB Securities LLC 1301 Avenue of the Americas, 12th Floor New York, New York 10019 Ladies and Gentlemen: Karuna Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”
June 21, 2023	EX-4.3	Form of indenture for senior debt securities and the related form of senior debt security. EX-4.3 Exhibit 4.3 KARUNA THERAPEUTICS, INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 202[•] Senior Debt Securities Table of Contents Page ARTICLE 1 DEFINITIONS 5 Section 1.01 Definitions of Terms 5 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 9 Section 2.01 Designation and Terms of Securities 9 Section 2.02 Form of Securities and Trustee’
June 21, 2023	SC 13D/A	KRTX / Karuna Therapeutics Inc / Sofinnova Venture Partners X, L.P. - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 2)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48576A100 (CUSIP Number) Nathalie Auber Sofinnova Investments
June 21, 2023	EX-4.4	Form of indenture for subordinated debt securities and the related form of subordinated debt security. EX-4.4 Exhibit 4.4 KARUNA THERAPEUTICS, INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 202[•] Subordinated Debt Securities Table of Contents Page ARTICLE 1 DEFINITIONS 5 Section 1.01 Definitions of Terms 5 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 9 Section 2.01 Designation and Terms of Securities 9 Section 2.02 Form of Securities and Tr
June 9, 2023	SC 13G	KRTX / Karuna Therapeutics Inc / Capital International Investors - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 48576A100 (CUSIP Number) May 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch
May 4, 2023	EX-99	Karuna Therapeutics Reports First Quarter 2023 Financial Results and Provides General Business Updates Announced positive topline data from the Phase 3 EMERGENT-3 trial of KarXT in schizophrenia in the first quarter of 2023 On track to submit New Dru Exhibit 99.1 Karuna Therapeutics Reports First Quarter 2023 Financial Results and Provides General Business Updates Announced positive topline data from the Phase 3 EMERGENT-3 trial of KarXT in schizophrenia in the first quarter of 2023 On track to submit New Drug Application (NDA) for KarXT in schizophrenia with the U.S. FDA in the third quarter of 2023, with a launch in the second half of 2024,
May 4, 2023	EX-10	Employment Agreement, dated January 20, 2023, by and between the registrant and William Kane Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made between Karuna Therapeutics, Inc., a Delaware corporation (the “Company”), and William Kane (the “Executive”) and is entered into on January 20, 2023 and made effective as of February 6, 2023 (the “Effective Date”). WHEREAS, the Company desires to employ the Executive and the Executive desires to be employed by the C
May 4, 2023	10-Q	Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
May 4, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 04, 2023 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commission
April 27, 2023	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin
April 27, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) DEFA14A 1 krtxdefa14a2023.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as
March 22, 2023	EX-1	Underwriting Agreement, dated as of March 21, 2023, among Karuna Therapeutics, Inc. and Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, and Morgan Stanley & Co. LLC as representatives of the underwriters named therein Exhibit 1.1 Karuna Therapeutics, Inc. Common Stock, par value $0.0001 per share Underwriting Agreement March 21, 2023 Goldman Sachs & Co. LLC J.P. Morgan Securities LLC Morgan Stanley & Co. LLC As representatives (the “Representatives”) of the several Underwriters named in Schedule I hereto c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 c/o J.P. Morgan Securities LLC 383 Madi
March 22, 2023	EX-99	Karuna Therapeutics Announces Pricing of Public Offering of Common Stock Exhibit 99.2 Karuna Therapeutics Announces Pricing of Public Offering of Common Stock BOSTON—March 21, 2023— Karuna Therapeutics, Inc. (NASDAQ: KRTX), a clinical-stage biopharmaceutical company driven to create and deliver transformative medicines for people living with psychiatric and neurological conditions, today announced the pricing of an underwritten public offering of 2,479,391 shares of it
March 22, 2023	EX-99	Karuna Therapeutics Announces Proposed Public Offering of Common Stock Exhibit 99.1 Karuna Therapeutics Announces Proposed Public Offering of Common Stock BOSTON—March 20, 2023— Karuna Therapeutics, Inc. (NASDAQ: KRTX), a clinical-stage biopharmaceutical company driven to create and deliver transformative medicines for people living with psychiatric and neurological conditions, today announced that it has commenced an underwritten public offering of $400.0 million of
March 22, 2023	EX-FILING FEES	CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered(1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee(2) Common Stock, $0.0001 par value per share $460,000,067.67 $50,692.01 EX-FILING FEES Exhibit 107 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered(1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee(2) Common Stock, $0.
March 22, 2023	424B5	2,479,391 Shares Common Stock 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-239657 Prospectus supplement (To prospectus dated July 2, 2020) 2,479,391 Shares Common Stock We are offering 2,479,391 shares of our common stock. Our common stock is listed on the Nasdaq Global Market under the symbol “KRTX.” On March 21, 2023, the last reported sale price of our common stock on the Nasdaq Global Marke
March 22, 2023	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2023 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commissio
March 20, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2023 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commissio
March 20, 2023	EX-99	Karuna Therapeutics Announces Positive Results from Phase 3 EMERGENT-3 Trial of KarXT in Schizophrenia Third positive registrational trial met its primary endpoint, with KarXT demonstrating an 8.4-point reduction in PANSS total score compared to plac Exhibit 99.1 Karuna Therapeutics Announces Positive Results from Phase 3 EMERGENT-3 Trial of KarXT in Schizophrenia Third positive registrational trial met its primary endpoint, with KarXT demonstrating an 8.4-point reduction in PANSS total score compared to placebo at Week 5 (p<0.0001) KarXT was generally well tolerated, with a side effect profile substantially consistent with previous trials of
March 20, 2023	424B5	Subject to completion, dated March 20, 2023 Preliminary prospectus supplement (To prospectus dated July 2, 2020) Common Stock 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-239657 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are part of an effective registration statement filed with the Securities and Exchange Commission. This preliminary prospectus supplement and the acco
March 20, 2023	EX-99	Forward looking statements This presentation and other related material may contain a number of “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, including statements regarding Karuna Phase 3 EMERGENT-3 Trial of KarXT in Schizophrenia Topline Data Results March 20, 2023 Exhibit 99.
March 10, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2023 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commissio
February 23, 2023	EX-10	License Agreement, dated as of January 31, 2023, between the Registrant and GFB (ABC), LLC Exhibit 10.26 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. LICENSE AGREEMENT by and between GFB (ABC), LLC or its successor in interest and KARUNA THERAPEUTICS, INC. TABLE OF CONTENTS P
February 23, 2023	10-K	Form 10-K r UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38958 Karuna Therap
February 23, 2023	S-8	As filed with the Securities and Exchange Commission on February 23, 2023 S-8 As filed with the Securities and Exchange Commission on February 23, 2023 Registration No.
February 23, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2023 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commis
February 23, 2023	EX-FILING FEES	Filing Fee Table Exhibit 107 CALCULATION OF FILING FEES TABLE Form S-8 (Form Type) Karuna Therapeutics, Inc.
February 23, 2023	EX-99	Karuna Therapeutics Reports Fourth Quarter and Full Year 2022 Financial Result and Provides General Business Updates Topline data from Phase 3 EMERGENT-3 trial anticipated in the first quarter of 2023 On track to submit New Drug Application (NDA) for Exhibit 99.1 Karuna Therapeutics Reports Fourth Quarter and Full Year 2022 Financial Result and Provides General Business Updates Topline data from Phase 3 EMERGENT-3 trial anticipated in the first quarter of 2023 On track to submit New Drug Application (NDA) for KarXT in schizophrenia to the U.S. Food & Drug Administration (FDA) in mid-2023 Announced exclusive global license agreement for investi
February 9, 2023	SC 13G/A	KRTX / Karuna Therapeutics Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Karuna Therapeutics Inc. Title of Class of Securities: Common Stock CUSIP Number: 48576A100 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is fil
February 6, 2023	SC 13D/A	KRTX / Karuna Therapeutics Inc / Sofinnova Venture Partners X, L.P. - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48576A100 (CUSIP Number) Nathalie Auber Sofinnova Investments
February 2, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2023 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commiss
February 2, 2023	EX-99.1	Karuna Therapeutics Announces Exclusive Global License Agreement for Goldfinch Bio’s Investigational TRPC4/5 Product Candidates Karuna to obtain exclusive global license to develop, manufacture, and commercialize multiple TRPC4/5 candidates, includin Exhibit 99.1 Karuna Therapeutics Announces Exclusive Global License Agreement for Goldfinch Bio’s Investigational TRPC4/5 Product Candidates Karuna to obtain exclusive global license to develop, manufacture, and commercialize multiple TRPC4/5 candidates, including lead clinical-stage candidate GFB-887 Goldfinch Bio assignment estate to receive $15 million upfront payment and up to $520 million in
January 5, 2023	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 03, 2023 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commiss
December 6, 2022	EX-10.1	Employment Agreement, dated November 30, 2022, by and between the Company and William Meury Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made between Karuna Therapeutics, Inc., a Delaware corporation (the ?Company?), and William Meury (the ?Executive?) and is entered into on November 30, 2022 and made effective as of January 3, 2023 (the ?Effective Date?). WHEREAS, the Company desires to employ the Executive and the Executive desires to be employed by the
December 6, 2022	8-K	Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2022 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commis
December 6, 2022	EX-99.1	Karuna Therapeutics Appoints Bill Meury as President and Chief Executive Officer Mr. Meury is a distinguished pharmaceutical leader with more than 25 years of operational and commercial experience delivering transformative medicines to patients Succe Exhibit 99.1 Karuna Therapeutics Appoints Bill Meury as President and Chief Executive Officer Mr. Meury is a distinguished pharmaceutical leader with more than 25 years of operational and commercial experience delivering transformative medicines to patients Succeeds current president, chief executive officer, and chairman, Steve Paul, M.D., who will transition to president of research and developm
November 3, 2022	EX-99.1	Karuna Therapeutics Reports Third Quarter 2022 Financial Results and Provides General Business Updates Initiated the Phase 3 ADEPT-1 trial of KarXT in Alzheimer’s disease psychosis in the third quarter of 2022 Phase 3 EMERGENT-3 trial completed enrol Exhibit 99.1 Karuna Therapeutics Reports Third Quarter 2022 Financial Results and Provides General Business Updates Initiated the Phase 3 ADEPT-1 trial of KarXT in Alzheimer’s disease psychosis in the third quarter of 2022 Phase 3 EMERGENT-3 trial completed enrollment in the fourth quarter of 2022, with topline data anticipated in the first quarter of 2023 On track to submit New Drug Application (
November 3, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
November 3, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 03, 2022 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commis
September 20, 2022	SC 13D/A	KRTX / Karuna Therapeutics Inc / ARCH Venture Fund IX, L.P. - ARCH VENTURE FUND IX, L.P. -- KARUNA THERAPEUTICS -- SCHEDULE 13DA(4E) Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48576A 100 (CUSIP Number) Mark McDonnell ARCH Venture Management, LLC 8755 W. Higgins Road Suite 1025 Chicago, IL 60631 (Name, Address and Telephone
August 12, 2022	SC 13D/A	KRTX / Karuna Therapeutics Inc / PureTech Health LLC - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48576A100 (CUSIP Number) Daphne Zohar Chief Executive Officer PureTech Health LLC 6 Tide Street, Suite 400 Boston, MA 02210 (617)
August 11, 2022	EX-FILING FEES	Calculation of Filing Fee Tables (Form Type) Karuna Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Fee Carry Forwa Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Karuna Therapeutics, Inc.
August 11, 2022	424B5	3,488,373 Shares Common Stock Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-239657 Prospectus supplement (To prospectus dated July 2, 2020) 3,488,373 Shares Common Stock We are offering 3,488,373 shares of our common stock. Our common stock is listed on the Nasdaq Global Market under the symbol ?KRTX.? On August 9, 2022, the last reported sale price of our common stock on the Nasdaq Global Market was
August 11, 2022	EX-1.1	Underwriting Agreement, dated as of August 9, 2022, among Karuna Therapeutics, Inc. and Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as representatives of the underwriters named therein. Exhibit 1.1 Karuna Therapeutics, Inc. Common Stock, par value $0.0001 per share Underwriting Agreement August 9, 2022 Goldman Sachs & Co. LLC J.P. Morgan Securities LLC As representatives (the ?Representatives?) of the several Underwriters named in Schedule I hereto c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New
August 11, 2022	EX-99.1	Karuna Therapeutics Announces Proposed Public Offering of Common Stock Exhibit 99.1 Karuna Therapeutics Announces Proposed Public Offering of Common Stock BOSTON?August 8, 2022 ? Karuna Therapeutics, Inc. (NASDAQ: KRTX) (?Karuna?), a clinical-stage biopharmaceutical company driven to create and deliver transformative medicines for people living with psychiatric and neurological conditions, today announced that it has commenced an underwritten public offering of $600.
August 11, 2022	EX-99.2	Karuna Therapeutics Announces Pricing of Public Offering of Common Stock Exhibit 99.2 Karuna Therapeutics Announces Pricing of Public Offering of Common Stock BOSTON?August 9, 2022? Karuna Therapeutics, Inc. (NASDAQ: KRTX) (?Karuna?), a clinical-stage biopharmaceutical company driven to create and deliver transformative medicines for people living with psychiatric and neurological conditions, today announced the pricing of an upsized underwritten public offering of 3,4
August 11, 2022	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2022 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commissio
August 10, 2022	SC 13D/A	KRTX / Karuna Therapeutics Inc / PureTech Health LLC - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48576A100 (CUSIP Number) Daphne Zohar Chief Executive Officer PureTech Health LLC 6 Tide Street, Suite 400 Boston, MA 02210 (617) 482-2333
August 8, 2022	EX-99.1	Karuna Therapeutics Reports Second Quarter 2022 Financial Results and Provides General Business Updates Met primary and key secondary endpoints in Phase 3 EMERGENT-2 trial of KarXT in schizophrenia The Company plans to submit a New Drug Application ( Exhibit 99.1 Karuna Therapeutics Reports Second Quarter 2022 Financial Results and Provides General Business Updates Met primary and key secondary endpoints in Phase 3 EMERGENT-2 trial of KarXT in schizophrenia The Company plans to submit a New Drug Application (NDA) with the U.S. Food & Drug Administration (FDA) in mid-2023 Topline data from the Phase 3 EMERGENT-3 trial and Phase 3 ARISE trial of
August 8, 2022	EX-99.1	Karuna Therapeutics Announces Positive Results from Phase 3 EMERGENT-2 Trial of KarXT in Schizophrenia Trial met primary endpoint, with KarXT demonstrating a statistically significant 9.6-point reduction in PANSS Total Score compared to placebo at We Exhibit 99.1 Karuna Therapeutics Announces Positive Results from Phase 3 EMERGENT-2 Trial of KarXT in Schizophrenia Trial met primary endpoint, with KarXT demonstrating a statistically significant 9.6-point reduction in PANSS Total Score compared to placebo at Week 5 (p<0.0001) Trial also met key secondary endpoints, demonstrating statistically significant reductions in positive and negative sympt
August 8, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 08, 2022 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commissi
August 8, 2022	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2022 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commissio
August 8, 2022	424B5	Subject to completion, dated August 8, 2022 Preliminary prospectus supplement (To prospectus dated July 2, 2020) Common Stock Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-239657 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are part of an effective registration statement filed with the Securities and Exchange Commission. This preliminary prospectus supplement and the accompanyi
August 8, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
August 8, 2022	EX-99.2	Forward looking statements This presentation and other related material may contain a number of “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, including statements regarding Karuna EX-99.2 Topline results: Phase 3 EMERGENT-2 trial of KarXT in schizophrenia August 8, 2022 Exhibit 99.2 Forward looking statements This presentation and other related material may contain a number of “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, including statements regarding Karuna’s expectation about any or all of the followi
June 21, 2022	8-K	Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2022 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commission
May 5, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 05, 2022 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commission
May 5, 2022	EX-99.1	Karuna Therapeutics Reports First Quarter 2022 Financial Results and Provides General Business Update Completed enrollment in the Phase 3 EMERGENT-2 trial evaluating KarXT for the treatment of schizophrenia in the second quarter of 2022 Topline data Exhibit 99.1 Karuna Therapeutics Reports First Quarter 2022 Financial Results and Provides General Business Update Completed enrollment in the Phase 3 EMERGENT-2 trial evaluating KarXT for the treatment of schizophrenia in the second quarter of 2022 Topline data from the Phase 3 EMERGENT-2 and EMERGENT-3 trials expected in the third quarter of 2022 and in the first quarter of 2023, respectively On
May 5, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
April 27, 2022	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14
April 27, 2022	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin
February 24, 2022	EX-99.1	Karuna Therapeutics Reports Fourth Quarter and Full Year 2021 Financial Results and Provides General Business Update Topline data from the Phase 3 EMERGENT-2 and EMERGENT-3 trials expected in mid-2022 and in the second half of 2022, respectively Init Exhibit 99.1 Karuna Therapeutics Reports Fourth Quarter and Full Year 2021 Financial Results and Provides General Business Update Topline data from the Phase 3 EMERGENT-2 and EMERGENT-3 trials expected in mid-2022 and in the second half of 2022, respectively Initiated the Phase 3 ARISE trial evaluating KarXT in adults with schizophrenia who inadequately respond to current standard of care in the f
February 24, 2022	EX-10.23	License Agreement, dated as of November 8, 2021, between the Registrant and Zai Lab (Shanghai) Co., Ltd. Exhibit 10.23 CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH ?[***]?. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF DISCLOSED. license AGREEMENT This License Agreement (this ?Agreement?) is made as of November 8, 2021(the ?Effective Date?), by and betwe
February 24, 2022	EX-FILING FEES	Filing Fee Table Exhibit 107 CALCULATION OF FILING FEES TABLE Form S-8 (Form Type) Karuna Therapeutics, Inc.
February 24, 2022	S-8	Power of Attorney (included on signature page) S-8 1 d164650ds8.htm S-8 As filed with the Securities and Exchange Commission on February 24, 2022 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 KARUNA THERAPEUTICS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 27-0605902 (State or Other Jurisdiction of Incorpora
February 24, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2022 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commis
February 24, 2022	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2022 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commis
February 24, 2022	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38958 Karuna Therape
February 24, 2022	EX-10.24	Employment Agreement, dated as of November 29, 2021, between the Registrant and Charmaine Lykins Exhibit 10.24 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made between Karuna Therapeutics, Inc., a Delaware corporation (the ?Company?), and Charmaine Lykins (the ?Executive?) and is entered into on October 26, 2021 and made effective as of November 29, 2021 (the ?Effective Date?). WHEREAS, the Company desires to employ the Executive and the Executive desires to be employed by
February 10, 2022	SC 13G	KRTX / Karuna Therapeutics Inc / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Karuna Therapeutics Inc. Title of Class of Securities: Common Stock CUSIP Number: 48576A100 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b)
December 22, 2021	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 20, 2021 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commis
November 12, 2021	SC 13D/A	KRTX / Karuna Therapeutics Inc / PureTech Health LLC - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48576A100 (CUSIP Number) Daphne Zohar Chief Executive Officer PureTech Health LLC 6 Tide Street, Suite 400 Boston, MA 02210 (617) 482-2333
November 9, 2021	8-K	Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 8, 2021 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commiss
November 9, 2021	EX-99.1	Karuna Therapeutics and Zai Lab Announce Strategic Collaboration for Development, Manufacturing, and Commercialization of KarXT in Greater China Zai Lab obtains exclusive rights to develop and commercialize KarXT in Greater China Karuna to receive up Exhibit 99.1 Karuna Therapeutics and Zai Lab Announce Strategic Collaboration for Development, Manufacturing, and Commercialization of KarXT in Greater China Zai Lab obtains exclusive rights to develop and commercialize KarXT in Greater China Karuna to receive upfront cash payment of $35 million, up to $152 million in potential near- and long-term development and commercial milestones and other pa
November 4, 2021	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 04, 2021 Karuna Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38958 27-0605902 (State or Other Jurisdiction of Incorporation) (Commis
November 4, 2021	EX-99.1	Karuna Therapeutics Reports Third Quarter 2021 Financial Results and Provides General Business Update Topline data from the Phase 3 EMERGENT-2 and EMERGENT-3 trials expected in mid-2022 and in the second half of 2022, respectively On track to initiat Exhibit 99.1 Karuna Therapeutics Reports Third Quarter 2021 Financial Results and Provides General Business Update Topline data from the Phase 3 EMERGENT-2 and EMERGENT-3 trials expected in mid-2022 and in the second half of 2022, respectively On track to initiate the Phase 3 ARISE trial evaluating KarXT in adults with schizophrenia who inadequately respond to current standard of care in the fourt
November 4, 2021	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
August 5, 2021	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 5, 2021 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commissio
August 5, 2021	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
August 5, 2021	EX-99.1	Karuna Therapeutics Reports Second Quarter 2021 Financial Results and Provides General Business Update All Phase 3 trials in the EMERGENT clinical program evaluating KarXT for the treatment of psychosis in adults with schizophrenia are enrolling Topl Exhibit 99.1 Karuna Therapeutics Reports Second Quarter 2021 Financial Results and Provides General Business Update All Phase 3 trials in the EMERGENT clinical program evaluating KarXT for the treatment of psychosis in adults with schizophrenia are enrolling Topline data from the Phase 3 EMERGENT-2 trial expected mid-2022 On track to initiate the Phase 3 ARISE trial evaluating KarXT in adults with
June 23, 2021	EX-99.1	Karuna Therapeutics Announces Results from Phase 1b Trial Evaluating the Safety and Tolerability of KarXT in Healthy Elderly Volunteers Company to initiate a Phase 2 trial evaluating KarXT in dementia-related psychosis in the first half of 2022 Resul Exhibit 99.1 Karuna Therapeutics Announces Results from Phase 1b Trial Evaluating the Safety and Tolerability of KarXT in Healthy Elderly Volunteers Company to initiate a Phase 2 trial evaluating KarXT in dementia-related psychosis in the first half of 2022 Results suggest that KarXT can be administered to elderly volunteers at doses which achieve xanomeline blood levels similar to those reported
June 23, 2021	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 23, 2021 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commission
June 22, 2021	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2021 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commission
May 6, 2021	10-Q	Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
May 6, 2021	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 6, 2021 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commission F
May 6, 2021	EX-99.1	Karuna Therapeutics Reports First Quarter 2021 Financial Results and Provides General Business Update Three Phase 3 trials – EMERGENT-2, EMERGENT-3 and EMERGENT-4 – evaluating KarXT for the treatment of psychosis in adults with schizophrenia are curr Exhibit 99.1 Karuna Therapeutics Reports First Quarter 2021 Financial Results and Provides General Business Update Three Phase 3 trials ? EMERGENT-2, EMERGENT-3 and EMERGENT-4 ? evaluating KarXT for the treatment of psychosis in adults with schizophrenia are currently enrolling On track to complete third cohort in Phase 1b trial evaluating KarXT in healthy elderly volunteers in the second quarter
May 6, 2021	EX-3.1	Amended and Restated Bylaws of the Registrant (filed as Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-Q, filed with the SEC on May 6, 2021, and incorporated by reference herein) Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF KARUNA THERAPEUTICS, INC. (the ?Corporation?) Stockholders SECTION 1.Annual Meeting. The annual meeting of stockholders (any such meeting being referred to in these By-laws as an ?Annual Meeting?) shall be held at the hour, date and place within or without the United States which is fixed by the Board of Directors, which time, date and place may subseque
April 27, 2021	DEFA14A	- DEFA14A DEFA14A 1 d80529ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as p
April 27, 2021	DEF 14A	- DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin
April 23, 2021	SC 13D/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48576A 100 (CUSIP Number) Mark McDonnell ARCH Venture Management, LLC 8755 W. Higgins Road Suite 1025 Chicago, IL 60631 (Name, Address and Telephone
March 10, 2021	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 5, 2021 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commission
March 10, 2021	EX-99.1	[INTENTIONALLY BLANK; SIGNATURE PAGE FOLLOWS] EX-99.1 2 d138277dex991.htm EX-99.1 Exhibit 99.1 SUBLEASE SUBLEASE dated as of the 5th day of March, 2021, between WORKABLE, INC., a Delaware corporation, having an office at 99 High Street, Boston, Massachusetts 02110 (“Sublandlord”), and KARUNA THERAPEUTICS, INC., a Delaware corporation, having an office at 33 Arch Street, Suite 3110, Boston, Massachusetts 02110 (“Subtenant”). 1. DEMISE AND TERM
March 3, 2021	EX-99.1	Karuna Announces Proposed Public Offering of Common Stock Exhibit 99.1 Karuna Announces Proposed Public Offering of Common Stock BOSTON?March 1, 2021 ? Karuna Therapeutics, Inc. (NASDAQ: KRTX) (?Karuna?), a clinical-stage biopharmaceutical company driven to create and deliver transformative medicines for people living with psychiatric and neurological conditions, today announced that it has commenced an underwritten public offering of $200.0 million of i
March 3, 2021	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2021 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commission
March 3, 2021	EX-1.1	Underwriting Agreement, dated as of March 1, 2021, among Karuna Therapeutics, Inc. and Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as representatives of the underwriters named therein. Exhibit 1.1 Karuna Therapeutics, Inc. Common Stock, par value $0.0001 per share Underwriting Agreement March 1, 2021 Goldman Sachs & Co. LLC J.P. Morgan Securities LLC As representatives (the ?Representatives?) of the several Underwriters named in Schedule I hereto c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New Y
March 3, 2021	EX-99.2	Karuna Therapeutics Announces Pricing of Public Offering of Common Stock Exhibit 99.2 Karuna Therapeutics Announces Pricing of Public Offering of Common Stock BOSTON?March 1, 2021? Karuna Therapeutics, Inc. (NASDAQ: KRTX) (?Karuna?), a clinical-stage biopharmaceutical company driven to create and deliver transformative medicines for people living with psychiatric and neurological conditions, today announced the pricing of an underwritten public offering of 2,083,334 sh
March 2, 2021	424B5	CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Maximum Aggregate Offering Price Per Share Maximum Aggregate Offering Price Amount of Registration Fee(1) Common Stock, $0.0001 par value per s Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-239657 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Maximum Aggregate Offering Price Per Share Maximum Aggregate Offering Price Amount of Registration Fee(1) Common Stock, $0.0001 par value per share 2,395,834 $120.00 $287,500,080 $31,366.26 (1) Calculated in accord
March 1, 2021	424B5	Subject to completion, dated March 1, 2021 Preliminary prospectus supplement (To prospectus dated July 2, 2020) Common Stock 424B5 Table of Contents The information in this preliminary prospectus supplement is not complete and may be changed.
February 25, 2021	10-K	Annual Report - 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38958 Karuna Therape
February 25, 2021	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 25, 2021 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commis
February 25, 2021	EX-99.1	Karuna Therapeutics Reports Fourth Quarter and Year End 2020 Financial Results and Provides General Business Update Two Phase 3 trials, EMERGENT-2 and EMERGENT-4, initiated evaluating KarXT for the treatment of psychosis in adults with schizophrenia EX-99.1 Exhibit 99.1 Karuna Therapeutics Reports Fourth Quarter and Year End 2020 Financial Results and Provides General Business Update Two Phase 3 trials, EMERGENT-2 and EMERGENT-4, initiated evaluating KarXT for the treatment of psychosis in adults with schizophrenia Results from the Phase 2 EMERGENT-1 clinical trial of KarXT in schizophrenia published in the New England Journal of Medicine Fir
February 25, 2021	S-8	- S-8 As filed with the Securities and Exchange Commission on February 25, 2021 Registration No.
February 10, 2021	SC 13D/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48576A100 (CUSIP Number) PureTech Health LLC 6 Tide Street, Suite 400 Boston, MA 02210 (617) 482-2333 (Name, Address and Telephon
February 8, 2021	SC 13G/A	SC 13G/A SCHEDULE 13G Amendment No. 1 KARUNA THERAPEUTICS INC COMMON STOCK Cusip #48576A100 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #48576A100 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 2,121,164 Item 6: 0 Item 7: 4,664,106 Item 8: 0 Item 9: 4,664,106 Item 1
January 19, 2021	SC 13D/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48576A 100 (CUSIP Number) Mark McDonnell ARCH Venture Corporation 8755 W. Higgins Road Suite 1025 Chicago, IL 60631 (Name, Address and Telephone Num
December 22, 2020	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 22, 2020 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Co
December 22, 2020	EX-99.1	Karuna Therapeutics Appoints Denice Torres, J.D., to its Board of Directors EX-99.1 2 d80901dex991.htm EX-99.1 Exhibit 99.1 Karuna Therapeutics Appoints Denice Torres, J.D., to its Board of Directors BOSTON—DECEMBER 22, 2020— Karuna Therapeutics, Inc. (NASDAQ: KRTX), an innovative clinical-stage biopharmaceutical company committed to developing novel therapies with the potential to transform the lives of people with disabling and potentially fatal neuropsychiatric disorde
December 3, 2020	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 3, 2020 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Com
December 3, 2020	EX-99.1	Karuna Therapeutics Appoints David Wheadon, M.D., to its Board of Directors Ed Harrigan, M.D., to step down from Karuna’s board and continue to serve on the Company’s scientific advisory board EX-99.1 Exhibit 99.1 Karuna Therapeutics Appoints David Wheadon, M.D., to its Board of Directors Ed Harrigan, M.D., to step down from Karuna’s board and continue to serve on the Company’s scientific advisory board BOSTON—DECEMBER 3, 2020— Karuna Therapeutics, Inc. (NASDAQ: KRTX), an innovative clinical-stage biopharmaceutical company committed to developing novel therapies with the potential to tr
November 5, 2020	10-Q	Quarterly Report - KRTX-10-Q-20200930 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
November 5, 2020	EX-99.1	Karuna Therapeutics Reports Third Quarter 2020 Financial Results and Provides General Business Update On track to initiate first Phase 3 trial within the EMERGENT program by the end of 2020 Topline data from Phase 1b trial in healthy elderly voluntee EX-99.1 Exhibit 99.1 Karuna Therapeutics Reports Third Quarter 2020 Financial Results and Provides General Business Update On track to initiate first Phase 3 trial within the EMERGENT program by the end of 2020 Topline data from Phase 1b trial in healthy elderly volunteers expected early in the second quarter of 2021 $344.9 million in cash, cash equivalents and investment securities expected to fu
November 5, 2020	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 5, 2020 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation)
October 13, 2020	8-K	Regulation FD Disclosure - 8-K 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 13, 2020 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Com
October 7, 2020	8-K	Regulation FD Disclosure - 8-K 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 7, 2020 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Comm
August 26, 2020	SC 13D/A	KRTX / Karuna Therapeutics, Inc. / PureTech Health LLC - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48576A100 (CUSIP Number) PureTech Health LLC 6 Tide Street, Suite 400 Boston, MA 02210 (617) 482-2333 (Name, Address and Telephon
August 26, 2020	EX-99.1	JOINT FILING AGREEMENT EX-99.1 Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned, and any amendments thereto executed by the undersigned shall be filed on behalf of each of the undersigned without the necessity of filing any additional joint filing agreement. The undersigned acknowledge that each is responsible for the
August 13, 2020	EX-99.1	Karuna Therapeutics Appoints Laurie Olson to Board of Directors EX-99.1 Exhibit 99.1 Karuna Therapeutics Appoints Laurie Olson to Board of Directors BOSTON—Aug. 13, 2020—Karuna Therapeutics, Inc. (NASDAQ: KRTX), an innovative clinical-stage biopharmaceutical company committed to developing novel therapies with the potential to transform the lives of people with disabling and potentially fatal neuropsychiatric disorders, today announced the appointment of Lauri
August 13, 2020	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 11, 2020 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Comm
August 5, 2020	10-Q	Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
August 5, 2020	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 5, 2020 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (
August 5, 2020	EX-99.1	Karuna Therapeutics Reports Second Quarter 2020 Financial Results and Business Highlights On track to initiate Phase 3 trials within the EMERGENT program, the clinical program evaluating KarXT for the treatment of acute psychosis in patients with sch EX-99.1 Exhibit 99.1 Karuna Therapeutics Reports Second Quarter 2020 Financial Results and Business Highlights On track to initiate Phase 3 trials within the EMERGENT program, the clinical program evaluating KarXT for the treatment of acute psychosis in patients with schizophrenia, by the end of 2020 Topline data from Phase 1b trial in healthy elderly volunteers expected by the end of 2020 Plans t
August 3, 2020	EX-99.1	Karuna Therapeutics Announces Topline Data from Phase 1b Trial Evaluating KarXT on Experimentally Induced Pain in Healthy Volunteers Topline results of exploratory trial do not provide conclusive evidence of an analgesic benefit of KarXT on experimen EX-99.1 Exhibit 99.1 Karuna Therapeutics Announces Topline Data from Phase 1b Trial Evaluating KarXT on Experimentally Induced Pain in Healthy Volunteers Topline results of exploratory trial do not provide conclusive evidence of an analgesic benefit of KarXT on experimentally induced pain in healthy volunteers The Company will not move forward to evaluate KarXT for the treatment of pain The safety
August 3, 2020	8-K	Regulation FD Disclosure, Financial Statements and Exhibits FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 3, 2020 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (
July 2, 2020	EX-1.2	Equity Distribution Agreement, dated as of July 2, 2020, by and between Karuna Therapeutics, Inc. and Goldman Sachs & Co. LLC EX-1.2 2 d935223dex12.htm EX-1.2 Exhibit 1.2 KARUNA THERAPEUTICS, INC. Up to $150,000,000 of Common Stock ($0.0001 par value) Equity Distribution Agreement July 2, 2020 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 Ladies and Gentlemen: Karuna Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Goldman Sachs & Co. LLC (the “
July 2, 2020	EX-4.3	Form of indenture for senior debt securities and the related form of senior debt security. EX-4.3 3 d935223dex43.htm EX-4.3 Exhibit 4.3 KARUNA THERAPEUTICS, INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 202[•] Senior Debt Securities Table of Contents Page ARTICLE 1 DEFINITIONS 5 Section 1.01 Definitions of Terms 5 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 9 Section 2.01 Designation and Terms of Securities 9 Section 2.02 Form
July 2, 2020	EX-4.4	Form of indenture for subordinated debt securities and the related form of subordinated debt security. EX-4.4 Exhibit 4.4 KARUNA THERAPEUTICS, INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 202[•] Subordinated Debt Securities Table of Contents Page ARTICLE 1 DEFINITIONS 5 Section 1.01 Definitions of Terms 5 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 9 Section 2.01 Designation and Terms of Securities 9 Section 2.02 Form of Securities and Tr
July 2, 2020	S-3ASR	- S-3ASR S-3ASR Table of Contents As filed with the Securities and Exchange Commission on July 2, 2020 Registration No.
June 17, 2020	8-K	Submission of Matters to a Vote of Security Holders 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2020 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commis
May 26, 2020	SC 13D/A	KRTX / Karuna Therapeutics, Inc. / Puretech Health Llc - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48576A100 (CUSIP Number) PureTech Health LLC 6 Tide Street, Suite 400 Boston, MA 02210 (617) 482-2333 (Name, Address and Telephon
May 7, 2020	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 7, 2020 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commissi
May 7, 2020	10-Q	Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
May 7, 2020	EX-99.1	Karuna Therapeutics Reports First Quarter 2020 Financial Results and Provides General Business Update EX-99.1 Exhibit 99.1 Karuna Therapeutics Reports First Quarter 2020 Financial Results and Provides General Business Update • End of Phase 2 meeting scheduled with the U.S. Food and Drug Administration (FDA) with feedback from the meeting expected to be announced in the second quarter • Additional data from Phase 2 clinical trial of KarXT for the treatment of acute psychosis in patients with schizo
April 29, 2020	DEF 14A	Schedule 14A DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
April 29, 2020	DEFA14A	- DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
April 28, 2020	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 23, 2020 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commi
April 28, 2020	EX-99.1	Karuna Therapeutics Appoints Christopher J. Coughlin to its Board of Directors EX-99.1 Exhibit 99.1 Karuna Therapeutics Appoints Christopher J. Coughlin to its Board of Directors BOSTON—April 28, 2020—Karuna Therapeutics, Inc. (Nasdaq: KRTX), a clinical-stage biopharmaceutical company committed to developing novel therapies with the potential to transform the lives of people with disabling and potentially fatal neuropsychiatric disorders and pain, today announced the appoint
March 24, 2020	EX-99.1	Karuna Therapeutics Reports Fourth Quarter and Year End 2019 Financial Results and Provides General Business Update EX-99.1 Exhibit 99.1 Karuna Therapeutics Reports Fourth Quarter and Year End 2019 Financial Results and Provides General Business Update • Met primary endpoint in Phase 2 clinical trial of KarXT for the treatment of acute psychosis in patients with schizophrenia and demonstrated favorable safety profile with no significant weight gain, somnolence or extrapyramidal side effects relative to placebo
March 24, 2020	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2020 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commi
March 24, 2020	EX-10.13	Amendment to Office Lease, dated as of January 22, 2020, by and between the Registrant and T-C 33 Arch Street LLC (filed as Exhibit 10.13 to the Registrant’s Annual Report on Form 10-K, filed with the SEC on March 24, 2020, and incorporated by reference herein) Exhibit 10.13 FIRST AMENDMENT TO LEASE THIS FIRST AMENDMENT TO LEASE (this "Amendment") is made and entered into as of the 22nd day of January, 2020, by and between T-C 33 ARCH STREET LLC, a Delaware limited liability company (“Landlord”) and KARUNA THERAPEUTICS, INC (formerly known as Karuna Pharmaceuticals, Inc.), a Delaware corporation (“Tenant”). Landlord and Tenant hereby represent and agree
March 24, 2020	EX-21.1	List of Subsidiaries of the Registrant (filed as Exhibit 21.1 to the Registrant's Annual Report on Form 10-K filed on March 24, 2020) Exhibit 21.1 Legal Name State of Organization Karuna Securities Corporation Massachusetts
March 24, 2020	EX-4.3	Description of Capital Stock (filed as Exhibit 4.3 to the Registrant’s Annual Report on Form 10-K, filed with the SEC on March 24, 2020, and incorporated by reference herein) Exhibit 4.3 DESCRIPTION OF CAPITAL STOCK General Our authorized capital stock consists of 150,000,000 shares of common stock, par value $0.0001 per share, and 10,000,000 shares of preferred stock, par value $0.0001 per share, all of which shares of preferred stock are undesignated. As of December 31, 2019, 26,012,754 shares of our common stock were outstanding and held by 12 common shareholders of
March 24, 2020	S-8	KRTX / Karuna Therapeutics, Inc. S-8 - - S-8 S-8 As filed with the Securities and Exchange Commission on March 24, 2020 Registration No.
March 24, 2020	10-K	Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38958 Karuna Therape
January 23, 2020	SC 13D/A	KRTX / Karuna Therapeutics, Inc. / Puretech Health Llc - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48576A100 (CUSIP Number) PureTech Health LLC 6 Tide Street, Suite 400 Boston, MA 02210 (617) 482-2333 (Name, Address and Telephon
December 13, 2019	SC 13D/A	KRTX / Karuna Therapeutics, Inc. / Arch Venture Fund Ix, L.p. - ARCH VENTURE FUND IX, L.P. - SCHEDULE 13D/A(#1) - KARUNA THERAPEUTICS, INC. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48576A 100 (CUSIP Number) Mark McDonnell ARCH Venture Corporation 8755 W. Higgins Road Suite 1025 Chicago, IL 60631 (Name, Address and Telephone Num
December 2, 2019	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2019 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Com
November 21, 2019	EX-99.1	Karuna Therapeutics Announces Pricing of $250 Million Public Offering of Common Stock EX-99.1 Exhibit 99.1 Karuna Therapeutics Announces Pricing of $250 Million Public Offering of Common Stock BOSTON, Mass., November 20, 2019 – Karuna Therapeutics, Inc. (Nasdaq: KRTX), a clinical-stage biopharmaceutical company committed to developing novel therapies with the potential to transform the lives of people with disabling and potentially fatal neuropsychiatric disorders and pain, today a
November 21, 2019	424B4	2,600,000 Shares Common Stock 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-234756 2,600,000 Shares Common Stock We are offering 2,600,000 shares of our common stock. Our common stock is listed on the Nasdaq Global Market under the symbol “KRTX”. The reported sale price of our common stock, as reported on the Nasdaq Global Market on November 20, 2019, was $108.95 per share. We are an “emerging g
November 21, 2019	8-K	Financial Statements and Exhibits, Other Events 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2019 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Co
November 18, 2019	EX-1.1	Form of Underwriting Agreement EX-1.1 2 d724175dex11.htm EX-1.1 Exhibit 1.1 Karuna Therapeutics, Inc. Common Stock, par value $0.0001 per share Underwriting Agreement [●], 2019 Goldman Sachs & Co. LLC Citigroup Global Markets Inc. As representatives (the “Representatives”) of the several Underwriters named in Schedule I hereto c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 c/o Citigroup Global Markets Inc.
November 18, 2019	EX-99.1	Karuna Therapeutics Announces KarXT Met Primary Endpoint in Phase 2 Clinical Trial of Acute Psychosis in Patients with Schizophrenia KarXT Demonstrated Statistically Significant and Clinically Meaningful Improvement in Total PANSS Score at All Time P EX-99.1 Exhibit 99.1 Karuna Therapeutics Announces KarXT Met Primary Endpoint in Phase 2 Clinical Trial of Acute Psychosis in Patients with Schizophrenia KarXT Demonstrated Statistically Significant and Clinically Meaningful Improvement in Total PANSS Score at All Time Points Over Five Weeks and was Well-Tolerated Compared to Placebo Improvement in Total PANSS Score at Five Weeks was 11.6 Points C
November 18, 2019	8-K	Financial Statements and Exhibits, Other Events 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 18, 2019 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Co
November 18, 2019	EX-99.2	Legal Disclaimer OVERVIEW These slides and the accompanying oral presentation contain forward-looking statements and information. You should not place undue reliance on forward-looking statements, as these statements are based upon our current expect EX-99.2 Developing novel therapies to dramatically improve the lives of people with psychiatric and neurological disorders Topline Data from Phase 2 Trial of KarXT in Acute Psychosis in Patients with Schizophrenia Exhibit 99.2 Legal Disclaimer OVERVIEW These slides and the accompanying oral presentation contain forward-looking statements and information. You should not place undue reliance on forw
November 18, 2019	S-1	KRTX / Karuna Therapeutics, Inc. S-1 - Registration Statement - S-1 S-1 Table of Contents As filed with the Securities and Exchange Commission on November 18, 2019.
November 18, 2019	CORRESP	KRTX / Karuna Therapeutics, Inc. CORRESP - - CORRESP VIA EDGAR November 18, 2019 United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 4561 100 F Street, N.
November 18, 2019	CORRESP	KRTX / Karuna Therapeutics, Inc. CORRESP - - CORRESP November 18, 2019 United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 4561 100 F Street, N.
November 7, 2019	EX-10.1	Amended and Restated Employment Agreement, dated July 3, 2019, by and between Karuna Therapeutics, Inc. and Troy Ignelzi (filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, filed with the SEC on November 7, 2019, and incorporated by reference herein) Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (“Agreement”) is made between Karuna Therapeutics, Inc., a Delaware corporation (the “Company”), and Troy Ignelzi (the “Executive”) and is made effective as of the closing of the Company’s first underwritten public offering of its equity securities pursuant to an effective registration statement u
November 7, 2019	10-Q	KRTX / Karuna Therapeutics, Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
November 7, 2019	EX-99.1	Karuna Therapeutics Reports Third Quarter 2019 Financial Results and Provides General Business Update EX-99.1 Exhibit 99.1 Karuna Therapeutics Reports Third Quarter 2019 Financial Results and Provides General Business Update • Phase 2 clinical trial of KarXT for the treatment of acute psychosis in patients with schizophrenia remains on track with topline data expected in late 2019 • Phase 1b clinical trials for the treatment of psychosis in Alzheimer’s disease and pain on track to commence by the
November 7, 2019	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2019 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Com
October 28, 2019	DRS	KRTX / Karuna Therapeutics, Inc. DRS - - DRS Table of Contents Confidential Treatment Requested by Karuna Therapeutics, Inc.
August 8, 2019	EX-99.1	Karuna Therapeutics Reports Second Quarter 2019 Financial Results and Provides General Business Update EX-99.1 2 d767747dex991.htm EX-99.1 Exhibit 99.1 Karuna Therapeutics Reports Second Quarter 2019 Financial Results and Provides General Business Update • Completed multiple financings in 2019, including initial public offering, raising $184.7 million to fund clinical development of novel CNS pipeline • Results from Phase 2 clinical trial of KarXT for the treatment of acute psychosis in patients wi
August 8, 2019	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2019 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commi
August 8, 2019	10-Q	KRTX / Karuna Therapeutics, Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38958 Karuna Therapeutics, Inc.
August 8, 2019	10-Q/A	KRTX / Karuna Therapeutics, Inc. 10-Q/A - Quarterly Report - 10-Q/A 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A (Amendment No.
July 12, 2019	SC 13D	KRTX / Karuna Therapeutics, Inc. / Arch Venture Fund Ix, L.p. - ARCH VENTURE FUND IX, L.P. - SCHEDULE 13D - KARUNA THERAPEUTICS, INC. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48576A 100 (CUSIP Number) Mark McDonnell ARCH Venture Corporation 8755 W. Higgins Road Suite 1025 Chicago, IL 60631 (Name, Address and Telephone Numb
July 11, 2019	EX-99.1	JOINT FILING AGREEMENT EX-99.1 Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned, and any amendments thereto executed by the undersigned shall be filed on behalf of each of the undersigned without the necessity of filing any additional joint filing agreement. The undersigned acknowledge that each is responsible for the
July 11, 2019	SC 13D	KRTX / Karuna Therapeutics, Inc. / Puretech Health Llc - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 48576A100 (CUSIP Number) Stephen Muniz PureTech Health LLC 6 Tide Street, Suite 400 Boston, MA 02210 (617) 482-2333 (Name, Address and Telephone Numbe
July 3, 2019	SC 13D	KRTX / Karuna Therapeutics, Inc. / Sofinnova Venture Partners X, L.p. - SC 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. )* Karuna Therapeutics, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 48576A100 (CUSIP Number) Nathalie Auber Sofinnova Investments,
July 2, 2019	EX-3.2	Amended and Restated Bylaws of the Registrant (filed as Exhibit 3.2 to the Registrant’s Current Report on Form 8-K, filed with the SEC on July 3, 2019, and incorporated by reference herein) EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF KARUNA THERAPEUTICS, INC. (the “Corporation”) ARTICLE I Stockholders SECTION 1. Annual Meeting. The annual meeting of stockholders (any such meeting being referred to in these By-laws as an “Annual Meeting”) shall be held at the hour, date and place within or without the United States which is fixed by the Board of Directors, which time, date and
July 2, 2019	EX-3.1	Amended and Restated Certificate of Incorporation of the Registrant (filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on July 3, 2019, and incorporated by reference herein) EX-3.1 2 d774603dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KARUNA THERAPEUTICS, INC. Karuna Therapeutics, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is Karuna Therapeutics, Inc. The date of the filing of its original Certificate of Incorpor
July 2, 2019	EX-99.1	Karuna Therapeutics Announces Closing of Initial Public Offering and Full Exercise of the Underwriters’ Option to Purchase Additional Shares EX-99.1 4 d774603dex991.htm EX-99.1 Exhibit 99.1 Karuna Therapeutics Announces Closing of Initial Public Offering and Full Exercise of the Underwriters’ Option to Purchase Additional Shares BOSTON, Mass., July 2, 2019 – Karuna Therapeutics, Inc. (Nasdaq: KRTX), a clinical-stage biopharmaceutical company primarily focused on developing novel therapies to address disabling neuropsychiatric condition
July 2, 2019	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 2, 2019 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38958 27-0605902 (State or other jurisdiction of incorporation) (Commiss
July 2, 2019	S-8	Form S-8 S-8 As filed with the Securities and Exchange Commission on July 2, 2019 Registration No.
June 28, 2019	424B4	5,578,124 Shares Common Stock 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-231863 Registration No. 333-232395 5,578,124 Shares Common Stock This is an initial offering of shares of common stock of Karuna Therapeutics, Inc. We are offering 5,578,124 shares of our common stock. Prior to this offering, there has been no public market for the common stock. The initial public offering price per shar
June 27, 2019	S-1MEF	As filed with the Securities and Exchange Commission on June 27, 2019. As filed with the Securities and Exchange Commission on June 27, 2019. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 2834 27-0605902 (State or other jurisdiction of incorporation or organization) (
June 26, 2019	8-A12B	Form 8-A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 KARUNA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 27-0605902 (State of incorporation or organization) (I.R.S. Employer Identification No.) 33 Arch Street, Su
June 25, 2019	CORRESP	KRTX / Karuna Therapeutics, Inc. CORRESP - - CORRESP Goldman Sachs & Co. LLC Citigroup Global Markets Inc. As representatives of the several Underwriters listed in Schedule I of the Underwriting Agreement c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 June 25, 2019 Via EDGAR Submission United States Securities and Exchange Commission Divisio
June 25, 2019	CORRESP	KRTX / Karuna Therapeutics, Inc. CORRESP - - CORRESP VIA EDGAR June 25, 2019 United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 4561 100 F Street, N.
June 17, 2019	S-1/A	As filed with the Securities and Exchange Commission on June 17, 2019 Table of Contents As filed with the Securities and Exchange Commission on June 17, 2019 Registration No.
June 17, 2019	EX-1.1	Form of Underwriting Agreement EX-1.1 2 d709743dex11.htm EX-1.1 Exhibit 1.1 Karuna Therapeutics, Inc. Common Stock, par value $0.0001 per share Underwriting Agreement [•], 2019 Goldman Sachs & Co. LLC Citigroup Global Markets Inc. As representatives (the “Representatives”) of the several Underwriters named in Schedule I hereto c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 c/o Citigroup Global Markets Inc.
June 17, 2019	EX-4.1	Specimen stock certificate evidencing the shares of common stock (filed as Exhibit 4.1 to the Registrant’s Registration Statement on Form S-1, filed with the SEC on June 17, 2019, and incorporated by reference herein) Exhibit 4.1
June 17, 2019	EX-10.9	2019 Employee Stock Purchase Plan (filed as Exhibit 10.9 to the Registrant’s Registration Statement on Form S-1, filed with the SEC on June 17, 2019, and incorporated by reference herein) EX-10.9 6 d709743dex109.htm EX-10.9 Exhibit 10.9 KARUNA THERAPEUTICS, INC. 2019 EMPLOYEE STOCK PURCHASE PLAN The purpose of the Karuna Therapeutics, Inc. 2019 Employee Stock Purchase Plan (“the Plan”) is to provide eligible employees of Karuna Therapeutics, Inc. (the “Company”) and each Designated Subsidiary (as defined in Section 11) with opportunities to purchase shares of the Company’s Common S
June 17, 2019	EX-10.2	2019 Stock Option and Incentive Plan (filed as Exhibit 10.2 to the Registrant’s Registration Statement on Form S-1, filed with the SEC on June 17, 2019, and incorporated by reference herein) EX-10.2 5 d709743dex102.htm EX-10.2 Exhibit 10.2 KARUNA THERAPEUTICS, INC. 2019 STOCK OPTION AND INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Karuna Therapeutics, Inc. 2019 Stock Option and Incentive Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of Karuna Therap
June 14, 2019	CORRESP	KRTX / Karuna Therapeutics, Inc. CORRESP - - Cheap Stock Letter Goodwin Procter LLP The New York Times Building 620 Eighth Avenue New York, NY 10018 goodwinlaw.
June 7, 2019	CORRESP	KRTX / Karuna Therapeutics, Inc. CORRESP - - Cheap Stock Letter CONFIDENTIAL TREATMENT REQUESTED BY KARUNA THERAPEUTICS, INC. CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. OMITTED INFORMATION HAS BEEN REPLACED IN THIS LETTER AS FILED VIA EDGAR WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***].” June
May 31, 2019	EX-10.13	Business Services, Personnel and Information Management Agreement, dated as of July 24, 2009, by and among the Registrant, PureTech Management, Inc., PureTech Health LLC and PureTech Health plc (filed as Exhibit 10.13 to the Registrant’s Registration Statement on Form S-1, filed with the SEC on May 31, 2019, and incorporated by reference herein) Exhibit 10.13 BUSINESS SERVICES, PERSONNEL AND INFORMATION MANAGEMENT AGREEMENT This Business Services, Personnel and Information Management Agreement (?Agreement?) is entered into to be effective as of the Effective Date (as defined below) by and between Karuna Pharmaceuticals, Inc., a Delaware Corporation (the ?Operating Company?), PureTech Management, Inc., a Delaware corporation (the ?PTM?), P
May 31, 2019	EX-10.4	Form of Non-Qualified Stock Option Agreement for Company Employees under the Registrant’s 2019 Stock Option and Incentive Plan (filed as Exhibit 10.4 to the Registrant’s Registration Statement on Form S-1, filed with the SEC on May 31, 2019, and incorporated by reference herein) Exhibit 10.4 NON-QUALIFIED STOCK OPTION AGREEMENT FOR COMPANY EMPLOYEES UNDER THE KARUNA THERAPEUTICS, INC. 2019 STOCK OPTION AND INCENTIVE PLAN Name of Optionee: No. of Option Shares: Option Exercise Price per Share: $ [FMV on Grant Date] Grant Date: Expiration Date: [No more than 10 years] Pursuant to the Karuna Therapeutics, Inc. 2019 Stock Option and Incentive Plan as amended through the date
May 31, 2019	EX-3.2	Bylaws of the Registrant (as currently in effect) Exhibit 3.2 BY-LAWS OF KARUNA PHARMACEUTICALS, INC. TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 1 1.6 Quorum 2 1.7 Adjournments 2 1.8 Voting and Proxies 2 1.9 Action at Meeting 3 1.10 Conduct of Meetings 3 1.11 Action without Meeting 4 ARTICLE II DIRECTORS 5 2.1 General Powers 5 2.2 Num
May 31, 2019	EX-4.2	Amended and Restated Investors’ Rights Agreement, dated as of March 15, 2019, among the Registrant and the other parties thereto (filed as Exhibit 4.2 to the Registrant’s Registration Statement on Form S-1, filed with the SEC on May 31, 2019, and incorporated by reference herein) Exhibit 4.2 Final KARUNA THERAPEUTICS, INC. AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT THIS AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT (this ?Agreement?), is made as of the 15th day of March, 2019, by and among Karuna Therapeutics, Inc., a Delaware corporation (the ?Company?), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an ?Inves
May 31, 2019	EX-10.1	2009 Stock Incentive Plan, as amended, and forms of award agreements thereunder (filed as Exhibit 10.1 to the Registrant’s Registration Statement on Form S-1, filed with the SEC on May 31, 2019, and incorporated by reference herein) Exhibit 10.1 KARUNA PHARMACEUTICALS, INC. 2009 STOCK INCENTIVE PLAN 1. Purpose. The purpose of this 2009 Stock Incentive Plan (the ?Plan?) of Karuna Pharmaceuticals, a Delaware corporation (the ?Company?), is to advance the interests of the Company?s stockholders by enhancing the Company?s ability to attract, retain and motivate persons who are expected to make important contributions to the Compa
May 31, 2019	EX-10.10	License Agreement, dated as of May 9, 2012, by and between the Registrant and Eli Lilly and Company (filed as Exhibit 10.10 to the Registrant’s Registration Statement on Form S-1, filed with the SEC on May 31, 2019, and incorporated by reference herein) CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED (INDICATED BY: [ *** ]) FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM IF PUBLICLY DISCLOSED.
May 31, 2019	EX-10.11	Exclusive Patent License Agreement, dated as of March 4, 2011, as amended on February 1, 2013 and February 25, 2015, by and between the Registrant and PureTech Health LLC (filed as Exhibit 10.11 to the Registrant’s Registration Statement on Form S-1, filed with the SEC on May 31, 2019, and incorporated by reference herein) CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED (INDICATED BY: [ *** ]) FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM IF PUBLICLY DISCLOSED.

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