CNCE / Concert Pharmaceuticals Inc - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Concert Pharmaceuticals Inc
US ˙ NASDAQ ˙ US2060221056
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
LEI 529900PYI5BSGQNATP82
CIK 1367920
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 Concert Pharmaceuticals Inc
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
March 16, 2023 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 001-36310 Concert Pharmaceuticals, Inc. (Exact name of registrant as specifi

March 6, 2023 S-8 POS

As filed with the Securities and Exchange Commission on March 6, 2023

S-8 POS As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-195125 No. 333-202453 No. 333-209841 No. 333-216459 No. 333-223335 No. 333-229932 No. 333-236679 No. 333-253481 No. 333-263246 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT No. 333-195125 Post-Effective Amendment No. 1 to

March 6, 2023 S-8 POS

As filed with the Securities and Exchange Commission on March 6, 2023

As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-195125 No. 333-202453 No. 333-209841 No. 333-216459 No. 333-223335 No. 333-229932 No. 333-236679 No. 333-253481 No. 333-263246 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT No. 333-195125 Post-Effective Amendment No. 1 to FORM S-8

March 6, 2023 S-8 POS

As filed with the Securities and Exchange Commission on March 6, 2023

S-8 POS As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-195125 No. 333-202453 No. 333-209841 No. 333-216459 No. 333-223335 No. 333-229932 No. 333-236679 No. 333-253481 No. 333-263246 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT No. 333-195125 Post-Effective Amendment No. 1 to

March 6, 2023 S-8 POS

As filed with the Securities and Exchange Commission on March 6, 2023

As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-195125 No. 333-202453 No. 333-209841 No. 333-216459 No. 333-223335 No. 333-229932 No. 333-236679 No. 333-253481 No. 333-263246 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT No. 333-195125 Post-Effective Amendment No. 1 to FORM S-8

March 6, 2023 S-8 POS

As filed with the Securities and Exchange Commission on March 6, 2023

As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-195125 No. 333-202453 No. 333-209841 No. 333-216459 No. 333-223335 No. 333-229932 No. 333-236679 No. 333-253481 No. 333-263246 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT No. 333-195125 Post-Effective Amendment No. 1 to FORM S-8

March 6, 2023 S-8 POS

As filed with the Securities and Exchange Commission on March 6, 2023

As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-195125 No. 333-202453 No. 333-209841 No. 333-216459 No. 333-223335 No. 333-229932 No. 333-236679 No. 333-253481 No. 333-263246 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT No. 333-195125 Post-Effective Amendment No. 1 to FORM S-8

March 6, 2023 POS AM

As filed with the Securities and Exchange Commission on March 6, 2023

POS AM As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-202451 No. 333-223334 No. 333-249862 No. 333-263247 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT No. 333-202451 Post-Effective Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT No. 333-223334 Post-Effective Amendment No.

March 6, 2023 POS AM

As filed with the Securities and Exchange Commission on March 6, 2023

As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-202451 No. 333-223334 No. 333-249862 No. 333-263247 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT No. 333-202451 Post-Effective Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT No. 333-223334 Post-Effective Amendment No. 1 to FO

March 6, 2023 S-8 POS

As filed with the Securities and Exchange Commission on March 6, 2023

As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-195125 No. 333-202453 No. 333-209841 No. 333-216459 No. 333-223335 No. 333-229932 No. 333-236679 No. 333-253481 No. 333-263246 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT No. 333-195125 Post-Effective Amendment No. 1 to FORM S-8

March 6, 2023 S-8 POS

As filed with the Securities and Exchange Commission on March 6, 2023

As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-195125 No. 333-202453 No. 333-209841 No. 333-216459 No. 333-223335 No. 333-229932 No. 333-236679 No. 333-253481 No. 333-263246 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT No. 333-195125 Post-Effective Amendment No. 1 to FORM S-8

March 6, 2023 SC 14D9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 2) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Concert Pharmaceuticals, Inc.

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 2) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Concert Pharmaceuticals, Inc. (Name of Subject Company) Concert Pharmaceuticals, Inc. (Name of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title o

March 6, 2023 S-8 POS

As filed with the Securities and Exchange Commission on March 6, 2023

As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-195125 No. 333-202453 No. 333-209841 No. 333-216459 No. 333-223335 No. 333-229932 No. 333-236679 No. 333-253481 No. 333-263246 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT No. 333-195125 Post-Effective Amendment No. 1 to FORM S-8

March 6, 2023 EX-99.A(5)(R)

Sun Pharma Completes Acquisition of Concert Pharmaceuticals

EX-99.a(5)(r) Exhibit (a)(5)(R) Sun Pharma Completes Acquisition of Concert Pharmaceuticals • Acquisition Adds Deuruxolitinib, a Potential Best-in-Class Oral JAK Inhibitor for the Treatment of Alopecia Areata, to Sun Pharma’s Global Dermatology Portfolio MUMBAI, India and PRINCETON, N.J., March 6, 2023 – Sun Pharmaceutical Industries Limited (Reuters: SUN.BO, Bloomberg: SUNP IN, NSE: SUNPHARMA, BS

March 6, 2023 EX-3.1

BYLAWS CONCERT PHARMACEUTICALS, INC. * * * * * ARTICLE 1

EX-3.1 Exhibit 3.1 BYLAWS OF CONCERT PHARMACEUTICALS, INC. * * * * * ARTICLE 1 OFFICES Section 1.01. Registered Office. The registered office of the Corporation shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 1.02. Other Offices. The Corporation may also have offices at such other places both within and without the State of Delaware as the Board of Directors ma

March 6, 2023 EX-2.2

CONTINGENT VALUE RIGHTS AGREEMENT

EX-2.2 Exhibit 2.2 CONTINGENT VALUE RIGHTS AGREEMENT THIS CONTINGENT VALUE RIGHTS AGREEMENT, dated as of March 6, 2023 (this “Agreement”), is entered into by and between Sun Pharmaceutical Holdings USA, Inc., a Delaware corporation (“SPH”), Sun Pharmaceutical Industries Ltd., an entity organized under the laws of India (“SPIL” and, together with SPH, “Parent”), and Computershare Inc., a Delaware c

March 6, 2023 POS AM

As filed with the Securities and Exchange Commission on March 6, 2023

POS AM As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-202451 No. 333-223334 No. 333-249862 No. 333-263247 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT No. 333-202451 Post-Effective Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT No. 333-223334 Post-Effective Amendment No.

March 6, 2023 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

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 3, 2023 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Commis

March 6, 2023 SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) CONCERT PHARMACEUTICALS, INC. (Name of Subject Comp

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) CONCERT PHARMACEUTICALS, INC. (Name of Subject Company (Issuer)) FOLIAGE MERGER SUB, INC. a wholly owned indirect subsidiary of SUN PHARMACEUTICAL INDUSTRIES LTD. (Names of Filing Persons (Of

March 6, 2023 POS AM

As filed with the Securities and Exchange Commission on March 6, 2023

POS AM As filed with the Securities and Exchange Commission on March 6, 2023 No. 333-202451 No. 333-223334 No. 333-249862 No. 333-263247 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT No. 333-202451 Post-Effective Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT No. 333-223334 Post-Effective Amendment No.

March 6, 2023 EX-99.A5I

Sun Pharma Completes Acquisition of Concert Pharmaceuticals

EX-99.A5I Exhibit (a)(5)(I) Sun Pharma Completes Acquisition of Concert Pharmaceuticals • Acquisition Adds Deuruxolitinib, a Potential Best-in-Class Oral JAK Inhibitor for the Treatment of Alopecia Areata, to Sun Pharma’s Global Dermatology Portfolio MUMBAI, India and PRINCETON, N.J., March 6, 2023 – Sun Pharmaceutical Industries Limited (Reuters: SUN.BO, Bloomberg: SUNP IN, NSE: SUNPHARMA, BSE: 5

February 24, 2023 SC 14D9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 1) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Concert Pharmaceuticals, Inc.

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 1) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Concert Pharmaceuticals, Inc. (Name of Subject Company) Concert Pharmaceuticals, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title o

February 24, 2023 SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) CONCERT PHARMACEUTICALS, INC. (Name of Subject Comp

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) CONCERT PHARMACEUTICALS, INC. (Name of Subject Company (Issuer)) FOLIAGE MERGER SUB, INC. a wholly owned indirect subsidiary of SUN PHARMACEUTICAL INDUSTRIES LTD. (Names of Filing Persons (Of

February 14, 2023 EX-99.1

AGREEMENT

EX-99.1 2 d444387dex991.htm EX-99.1 EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Date: February 14, 2

February 14, 2023 SC 13G/A

CNCE / Concert Pharmaceuticals Inc / RA CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment

SC 13G/A 1 tm236221d33sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* CONCERT PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 206022105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Sta

February 14, 2023 SC 13G/A

CNCE / Concert Pharmaceuticals Inc / BIOTECHNOLOGY VALUE FUND L P - AMENDMENT NO. 1 TO THE SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)1 Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 206022105 (CUSIP Nu

February 14, 2023 SC 13G/A

CNCE / Concert Pharmaceuticals Inc / PERCEPTIVE ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A 1 d444387dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 206022 105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this State

February 10, 2023 SC 13G

CNCE / Concert Pharmaceuticals Inc / Kynam Capital Management, LP - KYNAM CAPITAL MANAGEMENT, LP Passive Investment

SC 13G 1 cnce21023.htm KYNAM CAPITAL MANAGEMENT, LP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CONCERT PHARMACEUTICALS, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 206022105 (CUSIP Number) December 30, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to de

February 10, 2023 SC 13G

CNCE / Concert Pharmaceuticals Inc / Kynam Capital Management, LP - KYNAM CAPITAL MANAGEMENT, LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CONCERT PHARMACEUTICALS, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 206022105 (CUSIP Number) December 30, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

February 2, 2023 EX-99.(A)(1)(E)

Notice of Offer to Purchase All Outstanding Shares of Common Stock Concert Pharmaceuticals, Inc. $8.00 per share, in cash, plus one non-transferable contingent value right per share, which represents the right to receive contingent payments of up to

EX-99.(a)(1)(e) Exhibit (a)(1)(E) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely pursuant to the Offer to Purchase, dated February 2, 2023, and the related Letter of Transmittal, and any amendments or supplements to such Offer to Purchase or Letter of Transmittal. Purchaser (as defined

February 2, 2023 EX-99.(A)(1)(C)

Offer to Purchase All Outstanding Shares of Common Stock CONCERT PHARMACEUTICALS, INC. $8.00 per share, in cash, plus one non-transferable contingent value right per share, which represents the right to receive contingent payments of up to $3.50 per

EX-99.(a)(1)(c) Exhibit (a)(1)(C) Offer to Purchase All Outstanding Shares of Common Stock of CONCERT PHARMACEUTICALS, INC. at $8.00 per share, in cash, plus one non-transferable contingent value right per share, which represents the right to receive contingent payments of up to $3.50 per share, in cash, in the aggregate, upon the achievement of specified milestones, pursuant to the Offer to Purch

February 2, 2023 EX-99.(D)(2)

FORM OF CONTINGENT VALUE RIGHTS AGREEMENT

EX-99.(d)(2) Exhibit (d)(2) FORM OF CONTINGENT VALUE RIGHTS AGREEMENT THIS CONTINGENT VALUE RIGHTS AGREEMENT, dated as of [●], 2023 (this “Agreement”), is entered into by and between Sun Pharmaceutical Industries Ltd., an entity organized under the laws of India (“Parent”), and Computershare Inc., a Delaware corporation (“Computershare”), and its affiliate Computershare Trust Company, N.A., a fede

February 2, 2023 EX-99.(D)(4)

Concert Pharmaceuticals, Inc. 65 Hayden Avenue, Suite 3000N Lexington, MA 02421

EX-99.(d)(4) Exhibit (d)(4) CONFIDENTIAL Concert Pharmaceuticals, Inc. 65 Hayden Avenue, Suite 3000N Lexington, MA 02421 December 13, 2022 Sun Pharmaceutical Industries Ltd. Sun House, 201 B/1 Western Express Highway Goregaon (E), Mumbai – 400063, India Confidentiality Agreement In connection with your consideration of a possible negotiated business combination transaction between Concert Pharmace

February 2, 2023 EX-99.(D)(6)

[Signature Page Follows]

EX-99.(d)(6) Exhibit (d)(6) January 17, 2023 Concert Pharmaceuticals, Inc. 65 Hayden Avenue, Suite 3000N Lexington, MA 02421 Re: Exclusivity Extension To whom it may concern: Reference is hereby made to that certain letter agreement (the “Exclusivity Agreement”) dated as of December 16, 2022, by and between Concert Pharmaceuticals, Inc. (the “Company”) and Sun Pharmaceutical Industries Limited (“S

February 2, 2023 SC 14D9

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Concert Pharmaceuticals, Inc. (Name of Subject C

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Concert Pharmaceuticals, Inc. (Name of Subject Company) Concert Pharmaceuticals, Inc. (Name of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of

February 2, 2023 EX-99.(D)(5)

[Signature Page Follows]

EX-99.(d)(5) Exhibit (d)(5) STRICTLY CONFIDENTIAL PRIVATE AND CONFIDENTIAL December 16, 2022 Sun Pharmaceutical Industries Limited SUN HOUSE, 201 B/1 Western Express Highway Goregaon (E) Mumbai 400063 This letter agreement (this “Agreement”) is entered into between Concert Pharmaceuticals, Inc. (the “Company”) and Sun Pharmaceutical Industries Limited (“Sun Pharma”) in connection with a possible n

February 2, 2023 EX-99.(D)(3)

CONFIDENTIAL DISCLOSURE AGREEMENT SUN PHARMACEUTICAL INDUSTRIES LTD. CONCERT PHARMACEUTICALS, INC.

EX-99.(d)(3) Exhibit (d)(3) Confidential & Privileged CONFIDENTIAL DISCLOSURE AGREEMENT BETWEEN SUN PHARMACEUTICAL INDUSTRIES LTD. AND CONCERT PHARMACEUTICALS, INC. Page 1 of 6 Confidential & Privileged CONFIDENTIAL DISCLOSURE AGREEMENT This Confidential Disclosure Agreement (the “Agreement”) is entered into as of the latest dated signature below (the “Effective Date”) by and between Sun Pharmaceu

February 2, 2023 EX-FILING FEES

Calculation of Filing Fee Tables SC TO-T (Form Type) Concert Pharmaceuticals, Inc. (Name of Subject Company - Issuer) Foliage Merger Sub, Inc. (Names of Filing Persons - Offeror) Sun Pharmaceutical Industries Ltd. (Names of Filing Persons - Parent of

EX-FILING FEES 12 d419157dexfilingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables SC TO-T (Form Type) Concert Pharmaceuticals, Inc. (Name of Subject Company - Issuer) Foliage Merger Sub, Inc. (Names of Filing Persons - Offeror) Sun Pharmaceutical Industries Ltd. (Names of Filing Persons - Parent of Offeror) Table 1: Transaction Valuation Transaction Valuation Fee Rate Amount o

February 2, 2023 EX-99.(A)(1)A)

Offer to Purchase All Outstanding Shares of Common Stock CONCERT PHARMACEUTICALS, INC. $8.00 per share, in cash, plus one non-tradeable contingent value right per share, which represents the right to receive contingent payments of up to $3.50 per sha

EX-99.(a)(1)(a) Table of Contents Exhibit (a)(1)(A) Offer to Purchase All Outstanding Shares of Common Stock of CONCERT PHARMACEUTICALS, INC. at $8.00 per share, in cash, plus one non-tradeable contingent value right per share, which represents the right to receive contingent payments of up to $3.50 per share, in cash, in the aggregate, upon the achievement of specified milestones, by FOLIAGE MERG

February 2, 2023 EX-99.(A)(1)(D)

Offer to Purchase All Outstanding Shares of Common Stock CONCERT PHARMACEUTICALS, INC. $8.00 per share, in cash, plus one non-transferable contingent value right per share, which represents the right to receive contingent payments of up to $3.50 per

EX-99.(a)(1)(d) Exhibit (a)(1)(D) Offer to Purchase All Outstanding Shares of Common Stock of CONCERT PHARMACEUTICALS, INC. at $8.00 per share, in cash, plus one non-transferable contingent value right per share, which represents the right to receive contingent payments of up to $3.50 per share, in cash, in the aggregate, upon the achievement of specified milestones, pursuant to the Offer to Purch

February 2, 2023 SC TO-T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CONCERT PHARMACEUTICALS, INC. (Name of Subject Company (Issuer)) FOLI

SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CONCERT PHARMACEUTICALS, INC. (Name of Subject Company (Issuer)) FOLIAGE MERGER SUB, INC. a wholly owned indirect subsidiary of SUN PHARMACEUTICAL INDUSTRIES LTD. (Names of Filing Persons (Offeror)) Common Stock

February 2, 2023 EX-99.(A)(1)(B)

LETTER OF TRANSMITTAL to Tender Shares of Common Stock CONCERT PHARMACEUTICALS, INC. $8.00 per share, in cash, plus one non-transferable contingent value right per share, which represents the right to receive contingent payments of up to $3.50 per sh

EX-99.(a)(1)(b) Exhibit (a)(1)(B) LETTER OF TRANSMITTAL to Tender Shares of Common Stock of CONCERT PHARMACEUTICALS, INC. at $8.00 per share, in cash, plus one non-transferable contingent value right per share, which represents the right to receive contingent payments of up to $3.50 per share, in cash, in the aggregate, upon the achievement of specified milestones, pursuant to the Offer to Purchas

February 1, 2023 EX-99.1

Corporate Office : Sun House, 201 B/1, Western Express Highway, Goregaon (E), Mumbai - 400063 For further updates and specific queries, please visit www.sunpharma.com or feel free to contact Nimish Desai, +91 22 43242778, [email protected],

Exhibit 99.1 Sun Pharma Q3 FY23 Earnings Call Transcript 06:30 pm January 31, 2023 Corporate Participants Dilip Shanghvi Managing Director, Sun Pharmaceutical Industries Ltd. Abhay Gandhi CEO (North America Business), Sun Pharmaceutical Industries Ltd. C. S. Muralidharan Chief Financial Officer, Sun Pharmaceutical Industries Ltd. Kirti Ganorkar CEO (India Business), Sun Pharmaceutical Industries L

February 1, 2023 SC TO-C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CONCERT PHARMACEUTICALS, INC. (Name of Subject Company (Issuer)) FOLI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CONCERT PHARMACEUTICALS, INC. (Name of Subject Company (Issuer)) FOLIAGE MERGER SUB, INC. a wholly owned subsidiary of SUN PHARMACEUTICAL INDUSTRIES LTD. (Names of Filing Persons (Offeror)) Common Stock, Par Value $0.00

January 31, 2023 EX-99.1

2

Exhibit 99.1 The following are excerpts from a press release disseminated by Sun Pharmaceutical Industries Ltd. (“Sun Pharma”) and published on its website on January 31, 2023 discussing Sun Pharma’s Q3FY23 earnings results: “Dilip Shanghvi, Managing Director of the Company said, “Specialty is expected to continue as a key growth driver for Sun. We are investing to scale up this business, especial

January 31, 2023 SC TO-C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CONCERT PHARMACEUTICALS, INC. (Name of Subject Company (Issuer)) FOLI

SC TO-C 1 d453138dsctoc.htm SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CONCERT PHARMACEUTICALS, INC. (Name of Subject Company (Issuer)) FOLIAGE MERGER SUB, INC. a wholly owned subsidiary of SUN PHARMACEUTICAL INDUSTRIES LTD. (Names of Filing Persons (Off

January 31, 2023 EX-99.2

2

Exhibit 99.2 The following information was provided by Sun Pharmaceutical Industries Ltd. as a note to its Statement of Unaudited Consolidated Financial Results for the Quarter and Nine Months ended December 31, 2022, which document was published on its website on January 31, 2023: “On January 19, 2023, the Company has executed a definitive agreement under which it will acquire all outstanding sha

January 19, 2023 EX-99.3

On January 19, 2023, Concert Pharmaceuticals, Inc. (“Concert”) made the following announcement via Twitter regarding the planned tender offer by Foliage Merger Sub, Inc. (“Purchaser”), a Delaware corporation and a wholly owned indirect subsidiary of

Exhibit 99.3 On January 19, 2023, Concert Pharmaceuticals, Inc. (“Concert”) made the following announcement via Twitter regarding the planned tender offer by Foliage Merger Sub, Inc. (“Purchaser”), a Delaware corporation and a wholly owned indirect subsidiary of Sun Pharmaceutical Industries Ltd. (“Parent”), to acquire all of the issued and outstanding shares of the common stock of Concert, to be

January 19, 2023 SC TO-C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CONCERT PHARMACEUTICALS, INC. (Name of Subject Company (Issuer)) FOLI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CONCERT PHARMACEUTICALS, INC. (Name of Subject Company (Issuer)) FOLIAGE MERGER SUB, INC. a wholly owned subsidiary of SUN PHARMACEUTICAL INDUSTRIES LTD. (Names of Filing Persons (Offeror)) Common Stock, Par Value $0.00

January 19, 2023 EX-99.1

Sun Pharma to Acquire Concert Pharmaceuticals, Advancing the Potential Treatment of Alopecia Areata Adds Deuruxolitinib, a Potential Best-in-Class Oral JAK Inhibitor for the Treatment of Alopecia Areata, an Autoimmune Dermatological Disease Leverages

Exhibit 99.1 Sun Pharma to Acquire Concert Pharmaceuticals, Advancing the Potential Treatment of Alopecia Areata Adds Deuruxolitinib, a Potential Best-in-Class Oral JAK Inhibitor for the Treatment of Alopecia Areata, an Autoimmune Dermatological Disease Leverages Sun Pharma’s Global Infrastructure to Provide Broad Access to Deuruxolitinib for Patients with Alopecia Areata Strengthens Sun Pharma’s

January 19, 2023 EX-99.1

Sun Pharma to Acquire Concert Pharmaceuticals, Advancing the Potential Treatment of Alopecia Areata Adds Deuruxolitinib, a Potential Best-in-Class Oral JAK Inhibitor for the Treatment of Alopecia Areata, an Autoimmune Dermatological Disease Leverage

EX-99.1 Exhibit 99.1 Page 1 of 6 Sun Pharma to Acquire Concert Pharmaceuticals, Advancing the Potential Treatment of Alopecia Areata Adds Deuruxolitinib, a Potential Best-in-Class Oral JAK Inhibitor for the Treatment of Alopecia Areata, an Autoimmune Dermatological Disease Leverage Sun Pharma’s global infrastructure to provide broad access to deuruxolitnib for Patients with Alopecia Areata Strengt

January 19, 2023 EX-2.1

Agreement and Plan of Merger, dated as of January 19, 2023, by and among Sun Pharmaceutical Industries Ltd., Foliage Merger Sub, Inc. and Concert Pharmaceuticals, Inc.

EX-2.1 2 d433505dex21.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER BY AND AMONG SUN PHARMACEUTICAL INDUSTRIES LTD., FOLIAGE MERGER SUB, INC. and CONCERT PHARMACEUTICALS, INC. Dated as of January 19, 2023 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 2 Section 1.1. Definitions 2 ARTICLE 2 THE OFFER 17 Section 2.1. Tender Offer 17 Section 2.2. Actions of Parent and Merger Sub 20 S

January 19, 2023 SC14D9C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Concert Pharmaceuticals, Inc. (Name of Subject Company) Concert

SC14D9C 1 d450712dsc14d9c.htm SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Concert Pharmaceuticals, Inc. (Name of Subject Company) Concert Pharmaceuticals, Inc. (Name of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Cla

January 19, 2023 EX-99.4

On January 19, 2023, Concert Pharmaceuticals, Inc. (“Concert”) made the following announcement via Instagram regarding the planned tender offer by Foliage Merger Sub, Inc. (“Purchaser”), a Delaware corporation and a wholly owned indirect subsidiary o

Exhibit 99.4 On January 19, 2023, Concert Pharmaceuticals, Inc. (“Concert”) made the following announcement via Instagram regarding the planned tender offer by Foliage Merger Sub, Inc. (“Purchaser”), a Delaware corporation and a wholly owned indirect subsidiary of Sun Pharmaceutical Industries Ltd. (“Parent”), to acquire all of the issued and outstanding shares of the common stock of Concert, to b

January 19, 2023 EX-99.2

On January 19, 2023, Concert Pharmaceuticals, Inc. (“Concert”) made the following announcement via LinkedIn regarding the planned tender offer by Foliage Merger Sub, Inc. (“Purchaser”), a Delaware corporation and a wholly owned indirect subsidiary of

Exhibit 99.2 On January 19, 2023, Concert Pharmaceuticals, Inc. (“Concert”) made the following announcement via LinkedIn regarding the planned tender offer by Foliage Merger Sub, Inc. (“Purchaser”), a Delaware corporation and a wholly owned indirect subsidiary of Sun Pharmaceutical Industries Ltd. (“Parent”), to acquire all of the issued and outstanding shares of the common stock of Concert, to be

January 19, 2023 EX-99.1

EMPLOYEE FAQS: SUN PHARMA-CONCERT MERGER AGREEMENT January 19, 2023

Exhibit 99.1 EMPLOYEE FAQS: SUN PHARMA-CONCERT MERGER AGREEMENT January 19, 2023 This document is intended to provide answers to many of the questions you may have about the proposed merger between Sun Pharma and Concert. Today’s announcement is just the first step in the process. While we may not have all the answers immediately, we are committed to being as transparent and timely as possible in

January 19, 2023 SC14D9C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Concert Pharmaceuticals, Inc. (Name of Subject C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Concert Pharmaceuticals, Inc. (Name of Subject Company) Concert Pharmaceuticals, Inc. (Name of Person(s) Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 206

January 19, 2023 EX-99.5

Concert Transaction Strategic Partner Email

Exhibit 99.5 Concert Transaction Strategic Partner Email Dear [Valued Partner], Today we announced some important news about Concert Pharmaceuticals – we’ve agreed to be acquired by Sun Pharma, a global leader in the development and commercialization of high-quality, affordable medicines with an international, autoimmune dermatology-focused sales force. Sun Pharma has U.S. operations headquartered

January 19, 2023 EX-99.8

EMPLOYEE COMMUNICATION

Exhibit 99.8 EMPLOYEE COMMUNICATION Subject: Important Concert News Today Team, This morning we announced that Sun Pharma will acquire Concert, gaining full ownership of the Company and deuruxolitinib. Through this transaction, we will establish a strong path for the future of deuruxolitinib – enabling the valuable drug candidate we have all worked so tirelessly to develop to reach the market effe

January 19, 2023 EX-99.6

Concert Transaction IR Courtesy Email

Exhibit 99.6 Concert Transaction IR Courtesy Email Subject: Sun Pharma to Acquire Concert Pharmaceuticals, Advancing the Potential Treatment of Alopecia Areata [Dear NAME // Hello], I’m reaching out to make sure you saw the exciting news – Concert has agreed to be acquired by Sun Pharma, a leading global branded and generics company, through a tender offer for an upfront payment of $8.00 per share

January 19, 2023 EX-99.4

Sun Pharma Facebook Post (Sun Pharmaceutical Industries Limited), January 19, 2023

Exhibit 99.4 Sun Pharma Facebook Post (Sun Pharmaceutical Industries Limited), January 19, 2023 The following Facebook post was made by Sun Pharma on January 19, 2023: Sun Pharma Sun Pharmaceutical Industries Limited 40m We are excited to announce that Sun Pharma has entered into a definitive agreement to acquire Concert Pharmaceuticals, Inc. This acquisition adds to our global dermatology pipelin

January 19, 2023 EX-99.3

Sun Pharma Tweet (@SunPharma_Live), January 19, 2023

Exhibit 99.3 Sun Pharma Tweet (@SunPharmaLive), January 19, 2023 The following tweet was posted by Sun Pharma on January 19, 2023: Sun Pharma Sun Pharma @SunPharmaLive Sun Pharma announces signing of definitive agreement to acquire Concert Pharmaceuticals, Inc., adding a late-stage potential best-in-class treatment for patients with Alopecia Areata. Learn more: bit.ly/3QRWMNZ Sun Pharma "Sun Pharm

January 19, 2023 EX-99.2

Sun Pharma Tweet (@SunPharma_US), January 19, 2023

Exhibit 99.2 Sun Pharma Tweet (@SunPharmaUS), January 19, 2023 The following tweet was posted by Sun Pharma on January 19, 2023: Sun Pharma Sun Pharma US @SunPharma US Sun Pharma announces signing of definitive agreement to acquire Concert Pharmaceuticals, Inc., adding a late-stage potential best-in-class treatment for patients with Alopecia Areata. Learn more: bit.ly/3weSeb3 Sun Pharma "Sun Pharm

January 19, 2023 EX-99.7

Concert Transaction KOLs / Patient Advocacy Groups / Trial Sites / CROs and Consultants Email

EX-99.7 8 d453799dex997.htm EX-99.7 Exhibit 99.7 Concert Transaction KOLs / Patient Advocacy Groups / Trial Sites / CROs and Consultants Email Dear [Dr. [NAME] / Valued Partner / INSERT CUSTOMARY GREETING], Today we announced some important news about Concert Pharmaceuticals – we’ve agreed to be acquired by Sun Pharma, a global leader in the development and commercialization of high-quality, affor

January 19, 2023 EX-99.5

Sun Pharma LinkedIn Post (SUN PHARMA), January 19, 2023

EX-99.5 6 dp187242ex9905.htm EXHIBIT 99.5 Exhibit 99.5 Sun Pharma LinkedIn Post (SUN PHARMA), January 19, 2023 The following LinkedIn post was made by Sun Pharma on January 19, 2023: Sun Pharma SUN PHARMA 1,004,940 followers 47m We are excited to announce that Sun Pharma has entered into a definitive agreement to acquire Concert Pharmaceuticals, Inc. This acquisition adds to our global dermatology

January 19, 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): January 18, 2023 Concert Pharmace

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 18, 2023 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Com

November 7, 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 7, 2022 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Com

November 7, 2022 EX-99.1

Concert Pharmaceuticals Reports Third Quarter 2022 Financial Results Company Plans to Submit NDA in First Half of 2023 for Deuruxolitinib in Adults with Moderate to Severe Alopecia Areata Deuruxolitinib (CTP-543) Phase 3 Data Presented at the EADV Co

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports Third Quarter 2022 Financial Results Company Plans to Submit NDA in First Half of 2023 for Deuruxoliti

November 7, 2022 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, 2022 ☐ TRANSITION REPO

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, 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 001-36310 CONCER

August 22, 2022 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): August 16, 2022 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Comm

August 4, 2022 EX-99.2

Creating New Possibilities for Patients to Live Their Lives August 2022 © 2022 Concert Pharmaceuticals, Inc. All Rights Reserved. Exhibit 99.2 Forward-Looking Statements Any statements in this presentation about our future expectations, plans and pro

Creating New Possibilities for Patients to Live Their Lives August 2022 ? 2022 Concert Pharmaceuticals, Inc.

August 4, 2022 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 June 30, 2022 ☐ TRANSITION REPORT PU

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 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 001-36310 CONCERT PHA

August 4, 2022 EX-99.1

Concert Pharmaceuticals Reports Second Quarter 2022 Financial Results CTP-543 Positive Topline Results Reported in THRIVE-AA1 and THRIVE-AA2 Phase 3 Studies in Alopecia Areata CTP-543 Has the Potential to Address an Important Unmet Need for a Large,

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports Second Quarter 2022 Financial Results CTP-543 Positive Topline Results Reported in THRIVE-AA1 and THRI

August 4, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, 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 4, 2022 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Commi

August 4, 2022 EX-3.1

Restated Certificate of Incorporation of the Registrant, as amended, including Certificate of Designation of Preferences, Rights and

Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF CONCERT PHARMACEUTICALS, INC. (originally incorporated on April 12, 2006) Concert Pharmaceuticals, Inc. (the ?Corporation?), a corporation organized and existing under and by virtue of the provisions of the Delaware General Corporation Law (the ?DGCL?), does hereby certify as follows: A. The current name of the Corporation is Concert Pharmaceuti

June 13, 2022 8-K

Other Events, 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 8, 2022 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Commiss

June 3, 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): June 1, 2022 Concert Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commiss

June 3, 2022 424B5

10,000,000 Shares CONCERT PHARMACEUTICALS, INC. Common Stock

424B5 1 d355977d424b5.htm 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-249862 PROSPECTUS SUPPLEMENT (to Prospectus dated November 16, 2020) 10,000,000 Shares CONCERT PHARMACEUTICALS, INC. Common Stock We are offering 10,000,000 shares of our common stock. Our common stock is listed on The Nasdaq Global Market under the symbol “CNCE.” On June 1, 2022, the last sale

June 3, 2022 EX-1.1

Underwriting Agreement, dated June 1, 2022, by and between the Company and Jefferies LLC and Truist Securities, Inc., as representatives of the several underwriters named therein

Exhibit 1.1 Execution Version 10,000,000 Shares Concert Pharmaceuticals, Inc. UNDERWRITING AGREEMENT June 1, 2022 JEFFERIES LLC TRUIST SECURITIES, INC. As Representatives of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 c/o TRUIST SECURITIES, INC. 3333 Peachtree Road, NE Atlanta, Georgia 30326 Ladies and Gentlemen: Introductory. Concert Pharmaceuticals, Inc

June 3, 2022 EX-99.1

###

Exhibit 99.1 For additional information contact: Justine E. Koenigsberg (Investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Announces Pricing of Public Offering Lexington, MA (June 1, 2022) ? Concert Pharmaceuticals, Inc. (NASDAQ: CNCE) today a

June 3, 2022 EX-4.1

Form of Warrant Amendment Agreement

Exhibit 4.1 [], 2022 [Holder] [Address] Re: Amendment to Tranche 1 Warrants Dear Holders: Reference is hereby made to a proposed offering by Concert Pharmaceuticals, Inc. (the ?Company?) of shares of its common stock, par value $0.001 per share (?Common Stock?), to be consummated on or before June 15, 2022 (the ?Offering?). This letter confirms that the undersigned fund[s] (i) [has][have collectiv

May 31, 2022 424B5

10,000,000 Shares CONCERT PHARMACEUTICALS, INC. Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-249862 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities has been filed with the Securities and Exchange Commission and is effective. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell

May 23, 2022 EX-99.1

Forward-Looking Statements Any statements in this presentation about our future expectations, plans and prospects, including, among others, statements about our expectations regarding the development of CTP-543, the potential for CTP-543 to be a best

Exhibit 99.1 Creating New Possibilities for Patients to Live Their Lives May 2022 ? 2022 Concert Pharmaceuticals, Inc. All Rights Reserved. Forward-Looking Statements Any statements in this presentation about our future expectations, plans and prospects, including, among others, statements about our expectations regarding the development of CTP-543, the potential for CTP-543 to be a best-in-class

May 23, 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): May 23, 2022 Concert Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commiss

May 12, 2022 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): May 11, 2022 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Commiss

May 5, 2022 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 March 31, 2022 ☐ TRANSITION REPORT P

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 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 001-36310 CONCERT PH

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 5, 2022 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Commissi

May 5, 2022 EX-99.1

Concert Pharmaceuticals Reports First Quarter 2022 Financial Results Phase 3 Data Readout in Alopecia Areata Expected Second Quarter of 2022 Alopecia Areata Represents Significant Market Opportunity with Important Medical Need Conference Call Schedul

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine E. Koenigsberg (Investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports First Quarter 2022 Financial Results Phase 3 Data Readout in Alopecia Areata Expected Second Quarte

April 26, 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. __)

DEF 14A 1 a2022definitiveproxy.htm 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 ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only

April 26, 2022 CORRESP

Concert Pharmaceuticals, Inc. 65 Hayden Avenue, Suite 3000N Lexington, MA 02421

CORRESP 1 filename1.htm Concert Pharmaceuticals, Inc. 65 Hayden Avenue, Suite 3000N Lexington, MA 02421 April 26, 2022 Via EDGAR Transmission United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Concert Pharmaceuticals, Inc.: Registration Statement on Form S-3 filed March 3, 2022 (File No. 333-263247) Ladies and Gentlemen: P

April 26, 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 ý 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 14, 2022 PRE 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. __)

PRE 14A 1 a2022proxy.htm PRE 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 ý Filed by a Party other than the Registrant ¨ Check the appropriate box: ý Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permi

March 3, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Concert Pharmaceuticals, Inc.

March 3, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Concert Pharmaceuticals, Inc.

March 3, 2022 EX-4.5

Description of Capital Stock

Exhibit 4.5 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of Concert Pharmaceuticals, Inc. (?us,? ?our? or ?we?) is a summary of the rights of our common stock, our Series X1 preferred stock, warrants to purchase Series X1 preferred stock and certain provisions of our restated certificate of incorporation and our amended and restated by-laws currently in effect. This

March 3, 2022 EX-10.12

Summary of Non-Employee Director Compensation Program

Exhibit 10.12 Summary of Non-Employee Director Compensation Program The Board of Directors (the ?Board?) of Concert Pharmaceuticals, Inc. (the ?Company?) has approved the following non-employee director compensation program. Each non-employee director will receive a cash retainer for service on the Board and for service on each committee of which the director is a member. The Chairman of the Board

March 3, 2022 EX-4.2

Form of Senior Indenture

Exhibit 4.2 CONCERT PHARMACEUTICALS, INC. and Trustee INDENTURE Dated as of SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 6.09 310(b) 6.08 6.10 310(c) Inapplicable 311(a) 6.13 311(b) 6.13 311(c) Inapplicable 312(a) 4.01 4.04 312(b) 4.04 (c) 312(c) 4.04 (c) 313(a) 4.03 313(b) 4.03 313(c) 4.03 313(d) 4.03 314(a) 4.02 3

March 3, 2022 EX-4.3

Form of Subordinated Indenture

Exhibit 4.3 CONCERT PHARMACEUTICALS, INC. and Trustee INDENTURE Dated as of SUBORDINATED DEBT SECURITIES 1 CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 6.09 310(b) 6.08 6.10 310(c) Inapplicable 311(a) 6.13 311(b) 6.13 311(c) Inapplicable 312(a) 4.01 4.04 312(b) 4.04(c) 312(c) 4.04(c) 313(a) 4.03 313(b) 4.03 313(c) 4.03 313(d) 4.03 314(a)

March 3, 2022 EX-99.1

Concert Pharmaceuticals Reports 2021 Financial Results and Provides Company Update Two Phase 3 Registrational Clinical Trials Fully Enrolled for CTP-543 for the Treatment of Alopecia Areata CTP-543 THRIVE-AA1 Phase 3 Trial Topline Data Expected Secon

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports 2021 Financial Results and Provides Company Update Two Phase 3 Registrational Clinical Trials Fully En

March 3, 2022 EX-10.18

Royalty Purchase Agreement, dated as of November 3, 2021, by and among the Registrant and the Buyers

Exhibit 10.18 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. Execution Version ROYALTY PURCHASE AGREEMENT This Royalty Purchase Agreement is dated as of November 3, 2021 (this ?Agreement?

March 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): March 3, 2022 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Commis

March 3, 2022 S-8

Power of Attorney (included on the signature pages of this Registration Statement)

As filed with the Securities and Exchange Commission on March 3, 2022 Registration No.

March 3, 2022 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 Subsidiaries of the Registrant Name Jurisdiction of Organization Concert Pharmaceuticals Securities Corp. Massachusetts Concert Pharma U.K. Ltd United Kingdom Concert Pharma Ireland Limited Ireland

March 3, 2022 EX-4.4

Form of Senior Note

Exhibit 4.4 Form of Senior Note (FACE OF SECURITY) [Each Global Security shall bear substantially the following legend: UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE REGISTERED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE

March 3, 2022 S-3

As filed with the Securities and Exchange Commission on March 3, 2022

Table of Contents As filed with the Securities and Exchange Commission on March 3, 2022 Registration No.

March 3, 2022 EX-4.5

Form of Subordinated Note

Exhibit 4.5 Form of Subordinated Note (FACE OF SECURITY) [Each Global Security shall bear substantially the following legend: UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE REGISTERED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE

March 3, 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: 001-36310 CONCERT PHARMA

February 14, 2022 EX-99.1

AGREEMENT

EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them.

February 14, 2022 SC 13G/A

CNCE / Concert Pharmaceuticals Inc / PERCEPTIVE ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 206022 105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

February 14, 2022 SC 13G/A

CNCE / Concert Pharmaceuticals Inc / RA CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. )* CONCERT PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 206022105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design

February 3, 2022 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): January 31, 2022 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Com

January 13, 2022 SC 13G/A

CNCE / Concert Pharmaceuticals Inc / BANK OF AMERICA CORP /DE/ Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 02)* CONCERT PHARMACEUTICALS INC (Name of Issuer) Common Stock (Title of Class of Securities) 206022105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi

November 15, 2021 EX-99.1

Joint Filing Agreement

Exhibit 99.1 Joint Filing Agreement The undersigned hereby agree that the Statement on Schedule 13G dated November 15, 2021 with respect to the shares of Common Stock, $0.001 par value per share of Concert Pharmaceuticals, Inc., a Delaware corporation, and any further amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and

November 15, 2021 SC 13G

CNCE / Concert Pharmaceuticals Inc / BIOTECHNOLOGY VALUE FUND L P Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )1 Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 206022105 (CUSIP Num

November 9, 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 9, 2021 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Com

November 9, 2021 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, 2021 ☐ TRANSITION REPO

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, 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 001-36310 CONCER

November 9, 2021 EX-99.1

Concert Pharmaceuticals Reports Third Quarter 2021 Financial Results and Provides Company Update CTP-543 THRIVE-AA1 Phase 3 Trial in Patients with Moderate to Severe Alopecia Areata Fully Enrolled with Topline Data Expected Second Quarter of 2022 CTP

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports Third Quarter 2021 Financial Results and Provides Company Update CTP-543 THRIVE-AA1 Phase 3 Trial in P

November 8, 2021 EX-4.1

Form of Tranche 1 and Tranche 2 Warrant (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on November 8, 2021)

Exhibit 4.1 CONCERT PHARMACEUTICALS, INC. TRANCHE [1][2] WARRANT TO PURCHASE SERIES X1 PREFERRED STOCK Number of Shares: [?][?] (subject to adjustment) Warrant No. [ ] Original Issue Date: November [ ], 2021 Concert Pharmaceuticals, Inc., a Delaware corporation (the ?Company?), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,

November 8, 2021 EX-10.1

(incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on November 8, 2021)

Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of November 3, 2021, between Concert Pharmaceuticals, Inc., a Delaware corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a ?Purchaser? and collectively the ?Purchasers?). WHEREAS,

November 8, 2021 EX-3.1

Certificate of Designation of Preferences, Rights and Limitations of Series X1 Preferred Stock

Exhibit 3.1 CONCERT PHARMACEUTICALS, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES X1 PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW CONCERT PHARMACEUTICALS, INC., a Delaware corporation (the ?Corporation?), in accordance with the provisions of Section 103 of the Delaware General Corporation Law (the ?DGCL?) does hereby certify th

November 8, 2021 EX-99.1

Concert Pharmaceuticals Announces $65 Million Financing Financing Provided by Leading Healthcare Funds BVF Partners L.P. and RA Capital Management

Exhibit 99.1 For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Announces $65 Million Financing Financing Provided by Leading Healthcare Funds BVF Partners L.P. and RA Capital Management

November 8, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): November 3, 2021 Concert Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Com

November 5, 2021 424B5

CONCERT PHARMACEUTICALS, INC. 13,997 Shares of Series X1 Preferred Stock 2,253,000 Shares of Common Stock Warrants to Purchase up to 16,250 Shares of Series X1 Preferred Stock

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-249862 PROSPECTUS SUPPLEMENT (to Prospectus dated November 16, 2020) CONCERT PHARMACEUTICALS, INC. 13,997 Shares of Series X1 Preferred Stock 2,253,000 Shares of Common Stock Warrants to Purchase up to 16,250 Shares of Series X1 Preferred Stock Pursuant to this prospectus supplement and the accompanying prospectus, we are offe

August 5, 2021 EX-99.1

Concert Pharmaceuticals Reports Second Quarter 2021 Financial Results CTP-543 Phase 3 Program On Track to Support NDA Filing in Early 2023 Conference Call Scheduled Today at 8:30 a.m. ET

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports Second Quarter 2021 Financial Results CTP-543 Phase 3 Program On Track to Support NDA Filing in Early

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 Concert Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commi

August 5, 2021 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 June 30, 2021 ☐ TRANSITION REPORT PU

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 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 001-36310 CONCERT PHA

June 11, 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 10, 2021 Concert Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commis

May 17, 2021 EX-10.1

Amendment to Asset Purchase Agreement, dated as of May 17, 2021, by and among the Registrant, Vertex Pharmaceuticals (Europe) Limited, as Buyer, and Vertex Pharmaceuticals Incorporated, as Guarantor (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed on May 17, 2021)

Exhibit 10.1 AMENDMENT TO ASSET PURCHASE AGREEMENT This AMENDMENT TO ASSET PURCHASE AGREEMENT (this ?Amendment?), dated as of May 17, 2021, to that certain Asset Purchase Agreement (as may be further amended or modified from time to time, the ?Agreement?), dated as of March 3, 2017, is entered into by and among Concert Pharmaceuticals, Inc. (?Seller?), Vertex Pharmaceuticals (Europe) Limited (?Buy

May 17, 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): May 17, 2021 Concert Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commiss

May 13, 2021 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): May 12, 2021 Concert Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commiss

May 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): May 4, 2021 Concert Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commissi

May 4, 2021 EX-99.1

Concert Pharmaceuticals Reports First Quarter 2021 Financial Results CTP-543 Phase 3 Program for Alopecia Areata Advancing as Planned to Support NDA Filing in Early 2023 Conference Call Scheduled Today at 8:30 a.m. ET

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine E. Koenigsberg (Investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports First Quarter 2021 Financial Results CTP-543 Phase 3 Program for Alopecia Areata Advancing as Plann

May 4, 2021 10-Q

Quarterly Report - 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 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 001-36310 CONCERT PH

April 27, 2021 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 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

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 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

February 25, 2021 EX-99.1

Concert Pharmaceuticals Reports 2020 Financial Results and Provides Update on Clinical Programs CTP-543 Phase 3 Program Advancing in Alopecia Areata; THRIVE-AA2, the Second CTP-543 Phase 3 Trial, to Initiate 1H2021 CTP-543 Long-Term Data Presented at

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (Investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (Media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports 2020 Financial Results and Provides Update on Clinical Programs CTP-543 Phase 3 Program Advancing in A

February 25, 2021 EX-10.12

Summary of Non-Employee Director Compensation Program

EX-10.12 2 q420exhibit1012.htm EX-10.12 Exhibit 10.12 Summary of Non-Employee Director Compensation Program The Board of Directors (the “Board”) of Concert Pharmaceuticals, Inc. (the “Company”) has approved the following non-employee director compensation program. Each non-employee director will receive a cash retainer for service on the Board and for service on each committee of which the directo

February 25, 2021 EX-21.1

Subsidiaries of the Registrant

EX-21.1 3 q420exhibit211.htm EX-21.1 Exhibit 21.1 Subsidiaries of the Registrant Name Jurisdiction of Organization Concert Pharmaceuticals Securities Corp. Massachusetts Concert Pharma U.K. Ltd United Kingdom Concert Pharma Ireland Limited Ireland

February 25, 2021 S-8

Power of Attorney (included on the signature pages of this Registration Statement)

As filed with the Securities and Exchange Commission on February 25, 2021 Registration No.

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: 001-36310 CONCERT PHARMA

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 Concert Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Co

February 16, 2021 EX-99.1

AGREEMENT

EX-99.1 2 d74809dex991.htm EX-99.1 EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Date: February 16, 20

February 16, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Clas

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 206022 105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

February 16, 2021 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CONCERT PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CONCERT PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 206022105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

February 12, 2021 SC 13G/A

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Concert Pharmaceuticals Inc (Name of Issuer) Common Stock (Title of Class of Securities) 206022105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

February 8, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 01)* CONCERT PHARMACEUTICALS, INC. (Name of Issuer) Common Stock (Title of Class of Securities) (CUSIP Numbe

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 01)* CONCERT PHARMACEUTICALS, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 206022105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

December 11, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): December 10, 2020 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commis

December 11, 2020 EX-3.1

Second Amendment to Amended and Restated By-laws of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on December 11, 2020)

Exhibit 3.1 SECOND AMENDMENT TO AMENDED AND RESTATED BY-LAWS OF CONCERT PHARMACEUTICALS, INC. The Amended and Restated By-laws of Concert Pharmaceuticals, Inc., as amended, are hereby further amended by amending and restating Article V, Section 5.9 thereof in its entirety to read as follows: “5.9 Exclusive Jurisdiction of Delaware Courts or the Federal District Courts of the United States. Unless

November 12, 2020 CORRESP

-

November 12, 2020 VIA EDGAR Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Mr. Jeffrey Gabor Re: Concert Pharmaceuticals, Inc. Registration Statement on Form S-3 (No. 333-249862) Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Concert Pharmaceuticals, Inc. hereby requests that the effective date of the above-referenc

November 5, 2020 EX-1.3

Amendment No. 1 to the Open Market Sale Agreement dated November 5, 2020 by and between the Registrant and Jefferies LLC

EX-1.3 2 d33613dex13.htm EX-1.3 Exhibit 1.3 AMENDMENT NO. 1 TO THE OPEN MARKET SALE AGREEMENTSM November 5, 2020 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: This Amendment No. 1 to the Open Market Sale AgreementSM (this “Amendment”) is entered into as of the date first written above by Concert Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Je

November 5, 2020 10-Q

Quarterly Report - 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, 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 001-36310 CONCER

November 5, 2020 EX-4.3

Form of Subordinated Indenture

Exhibit 4.3 CONCERT PHARMACEUTICALS, INC. and Trustee INDENTURE Dated as of SUBORDINATED DEBT SECURITIES 1 CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 6.09 310(b) 6.08 6.10 310(c) Inapplicable 311(a) 6.13 311(b) 6.13 311(c) Inapplicable 312(a) 4.01 4.04 312(b) 4.04(c) 312(c) 4.04(c) 313(a) 4.03 313(b) 4.03 313(c) 4.03 313(d) 4.03 314(a)

November 5, 2020 EX-4.4

Form of Senior Note

EX-4.4 5 d33613dex44.htm EX-4.4 Exhibit 4.4 Form of Senior Note (FACE OF SECURITY) [Each Global Security shall bear substantially the following legend: UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE REGISTERED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPO

November 5, 2020 EX-4.5

Form of Subordinated Note

EX-4.5 Exhibit 4.5 Form of Subordinated Note (FACE OF SECURITY) [Each Global Security shall bear substantially the following legend: UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE REGISTERED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER N

November 5, 2020 EX-99.1

Concert Pharmaceuticals Reports Third Quarter 2020 Financial Results and Provides Company Update CTP-543 THRIVE-AA1 Phase 3 Trial Initiated in Patients with Moderate to Severe Alopecia Areata CTP-543 Treatment Shows Maintenance of Hair Regrowth in Op

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports Third Quarter 2020 Financial Results and Provides Company Update CTP-543 THRIVE-AA1 Phase 3 Trial Init

November 5, 2020 S-3

- S-3

S-3 Table of Contents As filed with the Securities and Exchange Commission on November 5, 2020 Registration No.

November 5, 2020 EX-4.2

Form of Senior Indenture

EX-4.2 Exhibit 4.2 CONCERT PHARMACEUTICALS, INC. and Trustee INDENTURE Dated as of SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 6.09 310(b) 6.08 6.10 310(c) Inapplicable 311(a) 6.13 311(b) 6.13 311(c) Inapplicable 312(a) 4.01 4.04 312(b) 4.04 (c) 312(c) 4.04 (c) 313(a) 4.03 313(b) 4.03 313(c) 4.03 313(d) 4.03 314(a)

November 5, 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): November 5, 2020 Concert Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commiss

October 30, 2020 8-K

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): October 28, 2020 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commiss

August 6, 2020 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 6, 2020 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commissio

August 6, 2020 10-Q

Quarterly Report - 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 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 001-36310 CONCERT PHA

August 6, 2020 EX-99.1

Concert Pharmaceuticals Reports Second Quarter 2020 Financial Results and Provides Company Update CTP-543 Phase 3 Trial Initiation in Alopecia Areata Expected to Begin Fourth Quarter 2020 CTP-692 Phase 2 Trial Enrollment in Schizophrenia Expected to

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports Second Quarter 2020 Financial Results and Provides Company Update CTP-543 Phase 3 Trial Initiation in

June 12, 2020 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 11, 2020 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commission

April 30, 2020 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): April 30, 2020 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Commissio

April 30, 2020 10-Q

Quarterly Report - 10-Q

10-Q 1 q1202010-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý 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

April 30, 2020 EX-99.1

Concert Pharmaceuticals Reports First Quarter 2020 Financial Results and Provides Update on Clinical Programs Conference Call Scheduled Today at 8:30 a.m. ET

EX-99.1 2 q120earningsrelease.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports First Quarter 2020 Financial Results and Provides Updat

April 28, 2020 DEF 14A

April 28, 2020

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 x 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)) x Definitive Proxy State

April 28, 2020 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 Filed by the Registrant x 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

February 27, 2020 10-K

CNCE / Concert Pharmaceuticals, Inc. 10-K - Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý 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: 001-36310 CONCERT PHARMA

February 27, 2020 EX-10.9

Form of Employment Agreement by and between the Registrant and each non-CEO executive officer (incorporated by reference to Exhibit 10.9 to the Registrant’s Annual Report on Form 10-K filed on February 27, 2020)

EX-10.9 4 a2019exhibit109.htm EXHIBIT 10.9 Exhibit 10.9 [Date] [Name and Address] Dear [Name]: This agreement [revises/defines] the terms of your [continued] employment as of Concert Pharmaceuticals, Inc. (the “Company” or “Concert” and, with you, the “Parties”) reporting to the Company’s Chief Executive Officer, effective as of (the “Effective Date”). You agree to continue to perform the duties o

February 27, 2020 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 27, 2020 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its Charter) Delaware 001-36310 20-4839882 (State or Other Jurisdiction of Incorporation) (Co

February 27, 2020 EX-10.8

Employment Agreement, dated as of October 31, 2018, by and between the Registrant and Roger D. Tung (incorporated by reference to Exhibit 10.8 to the Registrant’s Annual Report on Form 10-K filed on February 27, 2020)

EX-10.8 3 a2019exhibit108.htm EXHIBIT 10.8 Exhibit 10.8 May 16, 2018 Roger D. Tung c/o Concert Pharmaceuticals, Inc. 99 Hayden Avenue, Suite 500 Lexington, MA 02421 Dear Dr. Tung: This agreement revises the terms of your continued employment as President and Chief Executive Officer of Concert Pharmaceuticals, Inc. (the “Company” or “Concert” and, with you, the “Parties”) reporting directly to the

February 27, 2020 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 Subsidiaries of the Registrant Name Jurisdiction of Organization Concert Pharmaceuticals Securities Corp. Massachusetts Concert Pharma U.K. Ltd United Kingdom Concert Pharma Ireland Limited Ireland

February 27, 2020 EX-99.1

Concert Pharmaceuticals Reports 2019 Financial Results and Provides Update on Clinical Programs CTP-543 Phase 3 Program for Treatment of Alopecia Areata Expected to Begin in 2020 New CTP-543 Patent Covers Pharmaceutical Compositions of CTP-543 and Me

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (Investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (Media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports 2019 Financial Results and Provides Update on Clinical Programs CTP-543 Phase 3 Program for Treatment

February 27, 2020 EX-10.12

Summary of Non-Employee Director Compensation Program

EX-10.12 5 a2019exhibit1012.htm EXHIBIT 10.12 Exhibit 10.12 Summary of Non-Employee Director Compensation Program The Board of Directors (the “Board”) of Concert Pharmaceuticals, Inc. (the “Company”) has approved the following non-employee director compensation program. Each non-employee director will receive a cash retainer for service on the Board and for service on each committee of which the d

February 27, 2020 EX-4.4

Description of Capital Stock

EX-4.4 2 a2019exhibit44.htm EXHIBIT 4.4 Exhibit 4.4 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of Concert Pharmaceuticals, Inc. (“us,” “our,” “we” or the “Company”) is a summary of the rights of our common stock and certain provisions of our restated certificate of incorporation and our amended and restated by-laws currently in effect. This summary does not purport

February 27, 2020 S-8

Power of Attorney (included on the signature pages of this Registration Statement)

As filed with the Securities and Exchange Commission on February 27, 2020 Registration No.

February 14, 2020 SC 13G/A

CNCE / Concert Pharmaceuticals, Inc. / PERCEPTIVE ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 206022 105 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

February 14, 2020 SC 13G/A

CNCE / Concert Pharmaceuticals, Inc. / RTW INVESTMENTS, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 14, 2020 EX-99.1

AGREEMENT

EX-99.1 EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Date: February 14, 2020 PERCEPTIVE ADVISORS LLC

February 14, 2020 EX-1

Joint Filing Statement Pursuant to Rule 13d-1(k)(1)

Exhibit 1 Joint Filing Statement Pursuant to Rule 13d-1(k)(1) The undersigned hereby consent and agree to the joint filing of Schedule 13G Amendment No.

February 14, 2020 SC 13G/A

CNCE / Concert Pharmaceuticals, Inc. / Biotechnology Value Fund L P - AMENDMENT NO. 3 TO THE SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 3)1 Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 206022105 (CUSIP Nu

February 14, 2020 SC 13G/A

CNCE / Concert Pharmaceuticals, Inc. / GLAXOSMITHKLINE PLC - AMENDMENT TO FORM SC 13G Passive Investment

SC 13G/A 1 cnce-sc13ga123119.htm AMENDMENT TO FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* CONCERT PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 206022 105 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Fil

February 14, 2020 SC 13G

CNCE / Concert Pharmaceuticals, Inc. / BANK OF AMERICA CORP /DE/ - NONE Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* CONCERT PHARMACEUTICALS, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 206022105 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

February 14, 2020 EX-99.1

Joint Filing Agreement

EX-99.1 2 ex991to13ga307422cnc021420.htm JOINT FILING AGREEMENT Exhibit 99.1 Joint Filing Agreement The undersigned hereby agree that the Statement on Schedule 13G dated February 14, 2020 with respect to the shares of Common Stock of Concert Pharmaceuticals, Inc., and any further amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned purs

February 12, 2020 SC 13G

CNCE / Concert Pharmaceuticals, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G Passive Investment

SC 13G 1 dfs147.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CONCERT PHARMACEUTICALS INC (Name of Issuer) Common Stock (Title of Class of Securities) 206022105 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig

February 6, 2020 SC 13G

CNCE / Concert Pharmaceuticals, Inc. / Arkin Moshe - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 206022105 (CUSIP Number) January 28, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

January 28, 2020 424B5

4,752,420 Shares Pre-Funded Warrants to Purchase 1,800,000 Shares of Common Stock Common Stock

424B5 1 d872832d424b5.htm 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-223334 PROSPECTUS SUPPLEMENT (to Prospectus dated March 7, 2018) 4,752,420 Shares Pre-Funded Warrants to Purchase 1,800,000 Shares of Common Stock Common Stock We are offering 4,752,420 shares of our common stock. We are also offering to a certain existing investor the opportunity to purchase, i

January 28, 2020 424B5

Shares Pre-Funded Warrants to Purchase Shares of Common Stock Common Stock

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-223334 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities has been filed with the Securities and Exchange Commission and is effective. This preliminary prospectus supplement and the accompanying prospectus are not an offer to

January 28, 2020 EX-99.1

Concert Pharmaceuticals Announces Pricing of Public Offering

Exhibit 99.1 For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Announces Pricing of Public Offering Lexington, MA (January 28, 2020) – Concert Pharmaceuticals, Inc. (NASDAQ: CNCE) today

January 28, 2020 EX-4.1

Form of Pre-Funded Warrant (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on January 28, 2020)

Exhibit 4.1 CONCERT PHARMACEUTICALS, INC. FORM OF PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK Number of Shares: [ ] (subject to adjustment) Warrant No. [ ] Original Issue Date: January [], 2020 Concert Pharmaceuticals, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Perceptive Li

January 28, 2020 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): January 28, 2020 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Commiss

January 28, 2020 EX-1.1

Underwriting Agreement, dated as of January 28, 2020, by and between the Company and Jefferies LLC, as representative of the several underwriters named therein

Exhibit 1.1 Execution Version 4,752,420 Shares Pre-Funded Warrants to Purchase 1,800,000 Shares Concert Pharmaceuticals, Inc. UNDERWRITING AGREEMENT January 28, 2020 JEFFERIES LLC As Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Introductory. Concert Pharmaceuticals, Inc., a Delaware corporation (the “Company”), propo

January 22, 2020 8-K

Other Events

8-K 1 form8-kpressrelease.htm 8-K CTP-543 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 22, 2020 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in charter) Delaware 001-36310 20-4839882 (State or oth

November 7, 2019 10-Q

November 7, 2019

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý 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 001-36310 CONCER

November 7, 2019 EX-99.1

Concert Pharmaceuticals Reports Third Quarter 2019 Financial Results and Provides Company Update Conference Call Scheduled Today at 8:30 a.m. ET

EX-99.1 2 q319earningsrelease.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports Third Quarter 2019 Financial Results and Provides Compa

November 7, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 Concert Pharmaceuticals, Inc.

October 30, 2019 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, DC 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 23, 2019 Concert Pharmaceuticals, Inc.

September 5, 2019 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 5, 2019 Concert Pharmaceuticals, Inc.

September 5, 2019 EX-99.1

CTP-543 Phase 2 Results in Patients with Moderate-to-Severe Alopecia Areata September 3, 2019 Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

ctp543phase2irpresentati CTP-543 Phase 2 Results in Patients with Moderate-to-Severe Alopecia Areata September 3, 2019 Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

August 1, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 1, 2019 Concert Pharmaceuticals, Inc.

August 1, 2019 EX-99.1

Concert Pharmaceuticals Reports Second Quarter 2019 Financial Results and Provides Company Update Conference Call Scheduled Today at 8:30 a.m. EDT

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports Second Quarter 2019 Financial Results and Provides Company Update Conference Call Scheduled Today at 8

August 1, 2019 10-Q

August 1, 2019

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý 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 001-36310 CONCERT PHA

July 3, 2019 SC 13G/A

CNCE / Concert Pharmaceuticals, Inc. / Biotechnology Value Fund L P - AMENDMENT NO. 2 TO THE SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 2)1 Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 206022105 (CUSIP Nu

June 17, 2019 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 13, 2019 Concert Pharmaceuticals, Inc.

May 2, 2019 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): April 29, 2019 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Commi

May 2, 2019 EX-99.1

Concert Pharmaceuticals Reports First Quarter 2019 Financial Results Conference Call Scheduled Today at 8:30 a.m. ET

EX-99.1 2 q119earningsrelease.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports First Quarter 2019 Financial Results Conference Call Sc

May 2, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 2, 2019 Concert Pharmaceuticals, Inc.

May 2, 2019 10-Q

May 2, 2019

10-Q 1 q1201910-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 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

April 29, 2019 DEF 14A

April 29, 2019

DEF 14A 1 a2019proxy.htm 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 Filed by the Registrant x 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-

April 2, 2019 SC 13G/A

CNCE / Concert Pharmaceuticals, Inc. / Biotechnology Value Fund L P - AMENDMENT NO. 1 TO THE SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)1 Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 206022105 (CUSIP Nu

March 25, 2019 EX-1

Joint Filing Statement Pursuant to Rule 13d-1(k)(1)

Exhibit 1 Joint Filing Statement Pursuant to Rule 13d-1(k)(1) The undersigned hereby consent and agree to the joint filing of Schedule 13G under the Securities Exchange Act of 1934, as amended, with respect to the Common Stock, $0.

March 25, 2019 SC 13G

CNCE / Concert Pharmaceuticals, Inc. / RTW INVESTMENTS, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

March 1, 2019 424B5

Up to $50,000,000 Common Stock

PROSPECTUS SUPPLEMENT (To Prospectus Dated March 7, 2018) Up to $50,000,000 Common Stock We have entered into an Open Market Sale AgreementSM, or sale agreement, with Jefferies LLC, or Jefferies, dated March 1, 2019, relating to the sale of shares of our common stock offered by this prospectus supplement and the accompanying prospectus.

March 1, 2019 EX-1.1

Open Market Sale Agreement dated March 1, 2019 by and between Concert Pharmaceuticals, Inc. and Jefferies LLC.

OPEN MARKET SALE AGREEMENTSM March 1, 2019 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Concert Pharmaceuticals, Inc.

March 1, 2019 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 1, 2019 Concert Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36310 20-4839882 (State or other jurisdiction of incorporation) (Commis

February 28, 2019 S-8

CNCE / Concert Pharmaceuticals, Inc. S-8

As filed with the Securities and Exchange Commission on February 28, 2019 Registration No.

February 28, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 q418earningsrelease-8xk.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 28, 2019 Concert Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-36310 20-4839882 (State or Other Ju

February 28, 2019 EX-99.1

Concert Pharmaceuticals Reports Year Ended 2018 Financial Results and Provides Update on Clinical Programs Significant Clinical Progress in 2018; Multiple Trials with Milestones in 2019 Additional CTP-543 Phase 2 Data Expected Q3 2019 for Treatment o

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (Investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (Media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports Year Ended 2018 Financial Results and Provides Update on Clinical Programs Significant Clinical Progre

February 28, 2019 10-K

Form 10-K

10-K 1 cnce201810-k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2018 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 nu

February 28, 2019 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 Subsidiaries of the Registrant Name Jurisdiction of Organization Concert Pharmaceuticals Securities Corporation Massachusetts Concert Pharma U.K. Ltd United Kingdom Concert Pharma Ireland Limited Ireland

February 28, 2019 EX-10.22

Summary of Director Compensation Program

Exhibit 10.22 SUMMARY OF DIRECTOR COMPENSATION PROGRAM The board of directors (the “Board”) of Concert Pharmaceuticals, Inc. (the “Company”) has approved the following director compensation program. Under this director compensation program, the Company will pay its non-employee directors retainers in cash. Each non-employee director will receive a cash retainer for service on the Board and for ser

February 14, 2019 SC 13G/A

CNCE / Concert Pharmaceuticals, Inc. / PERCEPTIVE ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 206022 105 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

February 7, 2019 SC 13G/A

CNCE / Concert Pharmaceuticals, Inc. / Biotechnology Value Fund L P - AMENDMENT NO. 5 TO THE SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 5)1 Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 206022105 (CUSIP Nu

February 7, 2019 EX-99.1

Joint Filing Agreement

Exhibit 99.1 Joint Filing Agreement The undersigned hereby agree that the Statement on Schedule 13G dated February 7, 2019 with respect to the common stock, par value $0.001 per share, of Concert Pharmaceuticals, Inc., and any further amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions

February 7, 2019 SC 13G

CNCE / Concert Pharmaceuticals, Inc. / Biotechnology Value Fund L P - THE SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )1 Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 206022105 (CUSIP Num

December 17, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 a8-kmegfitgeraldresignation.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 11, 2018 Concert Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-36310 20-4839882 (State or Othe

November 23, 2018 SC 13G

CNCE / Concert Pharmaceuticals, Inc. / PERCEPTIVE ADVISORS LLC - SCHEDULE 13G Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Concert Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 206022 105 (CUSIP Number) November 12, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate b

November 1, 2018 EX-99.1

Concert Pharmaceuticals Reports Third Quarter 2018 Financial Results and Provides Company Update Conference Call Scheduled Today at 8:30 a.m. ET

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports Third Quarter 2018 Financial Results and Provides Company Update Conference Call Scheduled Today at 8:

November 1, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 1, 2018 Concert Pharmaceuticals, Inc.

November 1, 2018 10-Q

CNCE / Concert Pharmaceuticals, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 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 001-36310 CONCER

August 2, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 2, 2018 Concert Pharmaceuticals, Inc.

August 2, 2018 EX-99.1

Concert Pharmaceuticals Reports Second Quarter 2018 Financial Results and Provides Company Update -- Clinical Programs Advance with CTP-543 Phase 2a Topline Data in Alopecia Areata and CTP-692 Phase 1 Trial Initiation Expected in the Fourth Quarter o

EX-99.1 2 q218earningsrelease.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (914) 204-6412 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports Second Quarter 2018 Financial Results and Provides Comp

August 2, 2018 10-Q

CNCE / Concert Pharmaceuticals, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 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 001-36310 CONCERT PHA

June 18, 2018 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 14, 2018 Concert Pharmaceuticals, Inc.

May 3, 2018 DEF 14A

CNCE / Concert Pharmaceuticals, Inc. 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 Filed by the Registrant x 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)) x Definitive Proxy State

May 3, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 3, 2018 Concert Pharmaceuticals, Inc.

May 3, 2018 EX-99.1

Concert Pharmaceuticals Reports First Quarter 2018 Financial Results Conference Call Scheduled Today at 8:30 a.m. EDT

Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (845) 635-9828 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports First Quarter 2018 Financial Results Conference Call Scheduled Today at 8:30 a.m. EDT Lexington, MA (M

May 3, 2018 10-Q

CNCE / Concert Pharmaceuticals, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 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 001-36310 CONCERT PH

April 10, 2018 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 10, 2018 Concert Pharmaceuticals, Inc.

March 22, 2018 SC 13G

HUWX / Heatwurx Inc. / Concert Pharmaceuticals, Inc. - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Processa Pharmaceuticals, Inc. (Name of Issuer) COMMON STOCK, $0.0001 PAR VALUE PER SHARE (Title of Class of Securities) 74275C106 (CUSIP Number) March 19, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

March 7, 2018 CORRESP

CNCE / Concert Pharmaceuticals, Inc. CORRESP

CORRESP March 7, 2018 VIA EDGAR Securities and Exchange Commission 100 F Street, N.

March 1, 2018 S-8

CNCE / Concert Pharmaceuticals, Inc. S-8

Document As filed with the Securities and Exchange Commission on March 1, 2018 Registration No.

March 1, 2018 S-3

CNCE / Concert Pharmaceuticals, Inc. S-3

S-3 1 a2018s-3filing.htm S-3 As filed with the Securities and Exchange Commission on March 1, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CONCERT PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 20-4839882 (State or other jurisdiction of incor

March 1, 2018 EX-4.1

Form of Senior Indenture

Exhibit Exhibit 4.1 CONCERT PHARMACEUTICALS, INC. and Trustee INDENTURE Dated as of SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 6.09 310(b) 6.08 6.10 310(c) Inapplicable 311(a) 6.13 311(b) 6.13 311(c) Inapplicable 312(a) 4.01 4.04 312(b) 4.04(c) 312(c) 4.04(c) 313(a) 4.03 313(b) 4.03 313(c) 4.03 313(d) 4.03 314(a)

March 1, 2018 EX-4.2

Form of Subordinated Indenture

EX-4.2 3 exhibit42-formofsubordinat.htm EXHIBIT 4.2 Exhibit 4.2 CONCERT PHARMACEUTICALS, INC. and Trustee INDENTURE Dated as of SUBORDINATED DEBT SECURITIES 1 CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 6.09 310(b) 6.08 6.10 310(c) Inapplicable 311(a) 6.13 311(b) 6.13 311(c) Inapplicable 312(a) 4.01 4.04 312(b) 4.04(c) 312(c) 4.04(c) 313

March 1, 2018 EX-99.1

Concert Pharmaceuticals Reports Year Ended 2017 Financial Results CTP-543 On Track to Report Topline Phase 2a Results in Alopecia Areata by Year-End New Neuropsychiatric Product Candidate Poised to Enter Clinical Development in 2018 Conference Call S

Exhibit Exhibit 99.1 NEWS RELEASE For additional information contact: Justine Koenigsberg (investors) Concert Pharmaceuticals, Inc. (781) 674-5284 [email protected] Kathryn Morris (media) The Yates Network (845) 635-9828 [email protected] FOR IMMEDIATE RELEASE Concert Pharmaceuticals Reports Year Ended 2017 Financial Results CTP-543 On Track to Report Topline Phase 2a Results in Alope

March 1, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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, 2018 Concert Pharmaceuticals, Inc.

March 1, 2018 EX-4.3

Form of Senior Note

EX-4.3 4 exhibit43-formofseniornote.htm EXHIBIT 4.3 Exhibit 4.3 Form of Senior Note (FACE OF SECURITY) [Each Global Security shall bear substantially the following legend: UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE REGISTERED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DE

March 1, 2018 10-K

Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2017 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: 001-36310 CONCERT PHARM

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