Current report, item 1.01



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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 25, 2021



_________________________________________



INNOVIVA, INC.



_________________________________________



(Exact Name of Registrant as Specified in its Charter)









Delaware


(State or Other Jurisdiction of Incorporation)



000-30319


(Commission  File Number)


1350 Old Bayshore Highway, Suite 400


Burlingame, California 94010


(650) 238-9600



94-3265960


(I.R.S. Employer Identification Number)



(Addresses, including zip code, and telephone numbers, including area code, of principal executive offices)


(Former name or former address, if changed since last report)



_________________________________________



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see
General Instruction A.2. below):










Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)











Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)











Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))











Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Securities registered pursuant to Section 12(b) of the Act:


















Title of each class



Trading Symbol(s)



Name of each exchange on which registered



Common Stock, par value $0.01 per share



INVA



The NASDAQ Global Select Market



Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).  Emerging growth company ☐


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




















Item 1.01. Entry into a Material Definitive Agreement


The purchase of shares pursuant to that certain Share Repurchase Agreement by and between Innoviva, Inc. (the “

Company

”) and Glaxo
Group Limited, previously reported on Form 8-K filed with the U.S. Securities and Exchange Commission on May 20, 2021, closed on May 25, 2021 and the shares have been transferred to the Company.








SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.








Date: May 26, 2021



INNOVIVA, INC.




By:

/s/ Pavel Raifeld





Pavel Raifeld


Chief Executive Officer















The above information was disclosed in a filing to the SEC. To see the filing, click here.

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