CureVac, Shareholders

CureVac Shareholders Face Final Trading Days Ahead of Nasdaq Delisting

02.01.2026 - 08:42:05

CureVac NL0015436031

The countdown is on for investors holding shares in CureVac. Following its acquisition by BioNTech, Nasdaq has confirmed the definitive timeline for the stock's delisting. Trading will cease within days, after which any remaining shares will be mandatorily exchanged for BioNTech equity. Shareholders wishing to actively manage their position now have an extremely limited window to do so.

This acquisition consolidates core mRNA expertise from two leading German developers under the BioNTech umbrella. Key assets transferring to BioNTech include:
* The RNA Printer® platform for mRNA production
* The FRAMEpro algorithm for antigen identification
* CVGBM, a glioblastoma candidate in Phase 1 trials
* CVHNLC, a candidate for squamous non-small cell lung cancer with EMA study approval
* The manufacturing facility in Tübingen

Furthermore, a long-running patent dispute concerning mRNA COVID-19 vaccines has been resolved. CureVac and GSK reached a settlement with BioNTech and Pfizer in August 2025. The agreement involves a total of $740 million payable to CureVac and GSK, plus single-digit percentage royalties on U.S. vaccine sales. GSK received $370 million of the one-time payment directly. CureVac is entitled to $370 million upon the acquisition's close, plus an additional $50 million from GSK for monetizing a portion of the U.S. royalties from the existing agreement.

Finalized Delisting Schedule

In a corporate communication dated December 26, Nasdaq detailed the delisting procedure. The key dates are as follows:
* The final day of regular trading will be Monday, January 5, 2026
* The stock will be suspended after-hours at approximately 7:50 p.m. Eastern Time
* The merger is scheduled to be completed before market open on January 6, 2026
* Formal trading suspension on Nasdaq becomes effective on January 7, 2026

This schedule follows the successful completion of BioNTech's exchange offer. By the December 18, 2025 deadline, approximately 86.75% of CureVac's outstanding shares (195,341,219 shares) had been tendered. BioNTech is now initiating the compulsory acquisition of the remaining roughly 13.25% held by minority shareholders.

Exchange Ratio and Tax Implications

Remaining CureVac shareholders will receive for each share:
* 0.05363 BioNTech American Depositary Shares (ADS)

A critical distinction exists between the voluntary tender offer and the forthcoming squeeze-out concerning taxation. A Dutch withholding tax of 15% may apply to the BioNTech shares granted through the mandatory exchange. This deduction did not apply to investors who submitted their CureVac shares during the initial voluntary exchange offer period.

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Management Restructured

Operational integration is largely complete. CureVac's former executive board resigned en masse following the acquisition, with management now provided by BioNTech. The board of CureVac SE currently comprises:
* Prof. Ugur Sahin (CEO and Co-Founder of BioNTech)
* Dr. Sierk Poetting
* Ramón Zapeta-Gomez

Commenting on the transaction's closure, Sahin stated the acquisition deepens the mRNA technology platform and creates additional opportunities to advance mRNA as a new class of therapeutics.

Index Removal Already in Effect

Concurrent with the exchange delisting, index adjustments have already been made. Because the freely tradable public float fell below the 15% threshold, CureVac was removed from indices including the Solactive Global Vaccines and Infectious Diseases Index on December 24, 2025. This was triggered by the high acceptance rate of BioNTech's exchange offer.

Final Sessions: Arbitrage Trading Prevails

In its most recent session, CureVac stock closed at $4.52. Trading volume has declined significantly as the security is now primarily used as an arbitrage instrument. Its price movement is closely tied to BioNTech's share price due to the fixed exchange ratio. The current price hovers near the 50-day average of approximately $4.35.

Over twelve months, the share price has gained about 46%, with a year-to-date increase of more than 28%. The primary driver was the acquisition premium following the announcement of the all-stock transaction valued at $1.25 billion on June 12, 2025.

Only Three Trading Sessions Remain

Investors still holding CureVac shares have just three trading sessions—today, Friday, and Monday, January 5, 2026—to adjust their positions in the open market before trading terminates permanently. Following the merger's completion on January 6, 2026, the remaining shares will be automatically exchanged for BioNTech ADS as part of the squeeze-out procedure.

This marks the end of CureVac's roughly 25-year run as an independent publicly listed company. For shareholders, their investment transforms from a more speculative standalone biotech equity into a clearly defined stake in a larger mRNA provider—with distinct tax and technical consequences depending on whether they participated in the voluntary tender or will be subject to the mandatory exchange.

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