Werewolf Therapeutics, Inc. filed a Rule 425 communication on November 10, 2026, consisting of an Analyst Day presentation prepared by Ambros Therapeutics, Inc. in connection with the proposed merger between the two companies and a concurrent private placement financing.

Key Highlights

  • Subject company: Werewolf Therapeutics, Inc., listed on NASDAQ:HOWL, with SEC File No. 001-40366, is the subject company of the filing.
  • Proposed merger: The presentation covers a proposed merger between Ambros Therapeutics, Inc. and Werewolf Therapeutics, Inc., along with a concurrent private placement financing referred to as the "Concurrent PIPE Financing."
  • Lead asset: Ambros identified neridronate as its primary clinical-stage compound, with plans and projected timelines for regulatory filings and ongoing clinical development described in the presentation.
  • Key clinical trial: The presentation references CRPS-RISE, an ongoing trial in Complex Regional Pain Syndrome, including an interim analysis with a prespecified statistical threshold that could allow early stopping for efficacy.
  • Registration statement: Werewolf has filed a registration statement on Form S-4 with the SEC, which includes a preliminary proxy statement and prospectus relating to the proposed transaction.
  • Analyst Day agenda: The presentation agenda included sessions on the Werewolf transaction, Complex Regional Pain Syndrome overview, neridronate mechanism and clinical evidence, market opportunity and intellectual property, and capital position, led by Jay Hagan and other company officers.

Ambros Therapeutics Outlines Neridronate Program and Merger Terms at November 2026 Analyst Day

The filing consists of an Analyst Day presentation prepared by Ambros Therapeutics, Inc. and filed by Werewolf Therapeutics, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934. According to the filing, the presentation was prepared for informational purposes only and is not a substitute for the proxy statement and prospectus included in Werewolf's registration statement on Form S-4, which has been filed with the SEC and is subject to amendment.

The presentation describes Ambros as a clinical-stage company focused on neridronate, a compound being studied in Complex Regional Pain Syndrome. The filing states that the Analyst Day agenda covered the mechanism, clinical evidence to date, and the ongoing CRPS-RISE trial for neridronate, as well as market opportunity and intellectual property. The filing notes that the results of the interim analysis of CRPS-RISE "may not meet the prespecified statistical threshold required to stop the trial early for efficacy," in which case the trial would continue through its planned enrollment, treatment, and follow-up period to a final analysis.

The filing also discloses that the proposed transactions include both the merger between Ambros and Werewolf and the Concurrent PIPE Financing. Among the risks cited by the company are inability to consummate the transactions due to failure to obtain requisite stockholder approvals, potential litigation, delays in clinical testing, and the possibility that neridronate may not receive regulatory approval. The company disclosed that all forward-looking statements speak only as of the date made, and that the company undertakes no obligation to update them except as required by applicable law.

What Was Disclosed

Werewolf Therapeutics filed a Rule 425 communication consisting of an Ambros Therapeutics Analyst Day presentation covering the proposed merger, the Concurrent PIPE Financing, and the neridronate clinical program in Complex Regional Pain Syndrome, including the ongoing CRPS-RISE trial.