6-K
GALAPAGOS NV (GLPG)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March 2026
Commission File Number: 001-37384
GALAPAGOS NV (Translation of registrant's name into English)
Generaal De Wittelaan L11 A3 2800 Mechelen, Belgium (Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F [ X ] Form 40-F [ ]
The information contained in this Report on Form 6-K, including Exhibit 99.1, is hereby incorporated by reference into the Company's Registration Statements on Form S-8 (File Nos. 333-204567, 333-208697, 333-211834, 333-215783, 333- 218160, 333-225263, 333-231765, 333-249416, 333-260500, 333-268756, 333-275886, 333-283361, and 333-292050).
On March 17, 2026, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Exhibit 99.1. Press release dated March 17, 2026
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| GALAPAGOS NV | |
|---|---|
| (Registrant) | |
| Date: March 17, 2026 | /s/ Annelies Denecker |
| Annelies Denecker | |
| Company Secretary |
EdgarFiling
EXHIBIT 99.1
Galapagos Receives Transparency Notification from Bank of America
Mechelen, Belgium ; March 17, 2026, 22:01 CET; regulated information – Galapagos NV (Euronext& NASDAQ: GLPG) received a transparency notification from Bank of America.
Pursuant to Belgian transparency legislation^1^, Galapagos received transparency notification from Bank of America Corporation on March 12, 2026. The notification indicates that Bank of America Corporation, as controlling entity, fell below the 5% threshold for of Galapagos’ voting rights on March 10, 2026, as a result of the disposal of equivalent financial instruments relating to Galapagos’ voting rights.
On March 12, 2026, Bank of America Corporation (taking into account the holding of its affiliates) owned 421,092 voting rights and 2,158,293 equivalent financial instruments, representing together 3.91% of Galapagos’ currently outstanding 65,897,071 shares.
Summary of the transactions:
| Date on which the threshold was crossed | Date of notification | Direct voting rights after the transaction | Equivalent financial instruments after the transaction | Total (%) <br>voting rights |
|---|---|---|---|---|
| March<br> 10, 2026 | March<br> 12, 2026 | 0.64% | 3.28% | 3.91% |
Content of the notifications from Bank of America Corporation: The notification dated March 12, 2026, contains the following information:
- Date of notification: March 12, 2026
- Date on which the threshold is crossed: March 10, 2026
- Threshold of voting rights crossed (in %): 5%
- Notification by: Bank of America Corporation
- Denominator: 65,897,071
- Reason for the notification: Acquisition or disposal of financial instruments that are treated as voting securities
- Notified details:
| A) Voting Rights | Previous notification | After the transaction | ||||
|---|---|---|---|---|---|---|
| # of voting rights | # of voting rights | % of voting rights | ||||
| Holder<br> of voting rights | Linked<br> to securities | Not<br> linked to securities | Linked<br> to securities | Not<br> linked to securities | ||
| Bank<br> of America Corporation | 0 | 0 | 0.00% | |||
| Bank<br> of America, National Association | 12,440 | 12,447 | 0.02% | |||
| Merrill<br> Lynch International | 128,053 | 225,319 | 0.34% | |||
| Managed<br> Account Advisors LLC | 3 | 3 | 0.00% | |||
| BofA<br> Securities, Inc. | 180,123 | 168,740 | 0.26% | |||
| Merrill<br> Lynch, Pierce, Fenner & Smith <br>Incorporated | 14,462 | 14,462 | 0.02% | |||
| U.S.<br> Trust Company of Delaware | 121 | 121 | 0.00% | |||
| Subtotal | 335,202 | 421,092 | 0.64% | |||
| TOTAL | 421,092 | 0 | 0.64% | 0.00% | ||
| B) Equivalent financial instruments | After the transaction | |||||
| --- | --- | --- | --- | --- | --- | --- |
| Holder of equivalent financial instruments | Type of financial instrument | Expiration date | Exercise period or date | # of voting rights that may be acquired if the instrument is exercised | % of voting rights | Settlement |
| Merrill<br> Lynch International | Right<br> to Recall | 111,582 | 0.17% | physical | ||
| Merrill<br> Lynch International | Rights<br> of Use | 6,579 | 0.01% | physical | ||
| BofA<br> Securities, Inc. | Right<br> to Recall | 11,500 | 0.02% | physical | ||
| BofA<br> Securities, Inc. | Rights<br> of Use | 1,876,489 | 2.85% | physical | ||
| Merrill<br> Lynch International | Physical<br> Call Option | 19/06/2026 | 100,000 | 0.15% | physical | |
| Bank<br> of America, National Association | Swaps | 15/04/2027 | 12,214 | 0.02% | cash | |
| Bank<br> of America, National Association | Swaps | 29/02/2028 | 843 | 0.00% | cash | |
| Bank<br> of America, National Association | Swaps | 15/10/2027 | 5 | 0.00% | cash | |
| Merrill<br> Lynch International | Swaps | 15/01/2027 | 8,056 | 0.01% | cash | |
| Merrill<br> Lynch International | Swaps | 30/04/2026 | 8,240 | 0.01% | cash | |
| Merrill<br> Lynch International | Swaps | 02/07/2026 | 592 | 0.00% | cash | |
| Merrill<br> Lynch International | Swaps | 01/11/2027 | 5,217 | 0.01% | cash | |
| Merrill<br> Lynch International | Swaps | 15/04/2027 | 12,214 | 0.02% | cash | |
| Merrill<br> Lynch International | Swaps | 30/06/2026 | 3,108 | 0.00% | cash | |
| Merrill<br> Lynch International | Swaps | 31/03/2027 | 950 | 0.00% | cash | |
| Merrill<br> Lynch International | Swaps | 29/01/2027 | 704 | 0.00% | cash | |
| TOTAL | 2,158,293 | 3.28% | ||||
| TOTAL<br> (A&B) | # of voting rights | % of voting rights | ||||
| --- | --- | --- | ||||
| 2,579,385 | 3.91% |
The chain of control has been described at the end of the notification (section 11) and can be found here.
About Galapagos Galapagos is a biotechnology company built to bring meaningful medicines to patients with serious diseases in therapeutic areas of unmet need. The Company combines world-class deal making expertise with capital to identify, acquire, and advance promising opportunities that have the potential to drive value for patients and shareholders. Applying a modality-agnostic asset selection approach and operational flexibility, Galapagos prioritizes oncology and immunology & inflammation programs with clear clinical proof-of-concept in emerging areas. For more information, visit www.glpg.com or follow us on LinkedIn or X.
For further information, contact Galapagos: Investor Relations Glenn Schulman
+1 412 522 6239 ir@glpg.com
Media Media Katie Morris +1 952 288 6821 katiemorris@ententeinc.com
^1^ Belgian Act of 2 May 2007 on the disclosure of major shareholdings in issuers whose shares are admitted to trading on a regulated market and regarding miscellaneous provisions, as amended from time to time.