Eli Lilly and Company has agreed to acquire Ventyx Biosciences in an all-cash transaction valued at approximately $1.2 billion, strengthening Lilly’s push into oral therapies for inflammation-mediated diseases.
Under the definitive agreement, Lilly will pay $14.00 per share for all outstanding Ventyx stock, representing a 62% premium to the biotech’s 30-day volume-weighted average price. The deal is expected to close in the first half of 2026, pending shareholder and regulatory approvals, and is not subject to financing conditions.
The reported talks come just a day after this publication highlighted Lilly’s growing appetite for targeted dealmaking in inflammation and cardiometabolic disease, with Ventyx emerging as a logical fit given its oral small-molecule focus and mid-stage pipeline. At the time, market reaction had already signaled strong investor confidence that negotiations were advanced, momentum that now appears to be carrying into what could become one of Lilly’s most consequential M&A moves of early 2026.
The acquisition brings Lilly a portfolio of clinical-stage small-molecule programs, with a particular focus on NLRP3 inhibition, a pathway increasingly linked to chronic inflammatory, cardiometabolic, and neurodegenerative diseases. Ventyx’s pipeline includes assets in recurrent pericarditis, cardiovascular disease, Parkinson’s disease, and inflammatory bowel disease, positioning the company squarely within Lilly’s existing immunology and cardiometabolic franchises.
Among the most advanced programs are VTX2735, a peripherally restricted NLRP3 inhibitor in Phase 2 for recurrent pericarditis, and VTX3232, a CNS-penetrant NLRP3 inhibitor that has shown reductions in cardiovascular risk markers and has completed a Phase 2 biomarker study in early Parkinson’s disease. Ventyx also brings mid-stage IBD assets, including an S1P1 receptor modulator and a TYK2 inhibitor.
The deal extends a broader strategy of building scale in oral, small-molecule immunology, complementing its recent dealmaking in obesity, inflammation, and oncology. Rather than acquiring a single late-stage asset, Lilly is buying a platform-level pipeline that could support multiple indications across chronic inflammatory disease.
The boards of both companies have approved the transaction, and key Ventyx shareholders, including insiders and New Science Ventures, have agreed to vote in favor of the deal. Lilly said it will determine the accounting treatment at closing, after which the acquisition will be reflected in its financial guidance.
The agreement follows days of market speculation, during which Ventyx shares surged sharply on reports of acquisition talks. With the deal now confirmed, Lilly adds another sizable M&A transaction to an already active start to 2026, underscoring its willingness to deploy capital to secure differentiated oral therapies as competition intensifies across immunology and cardiometabolic disease.
