CARA / Cara Therapeutics, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Cara Therapeutics, Inc.
US ˙ NasdaqCM ˙ US1407551092
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
LEI 549300COVOY41P0GZ881
CIK 1346830
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 Cara Therapeutics, 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.
August 14, 2025 EX-99.1

Tvardi Therapeutics Announces Second Quarter 2025 Results and Provides Business Update On track for multiple Phase 2 data readouts with STAT3 inhibitor, TTI-101, with lead program in IPF expected in Q4 2025 Cash runway anticipated to be sufficient to

Exhibit 99.1 Tvardi Therapeutics Announces Second Quarter 2025 Results and Provides Business Update On track for multiple Phase 2 data readouts with STAT3 inhibitor, TTI-101, with lead program in IPF expected in Q4 2025 Cash runway anticipated to be sufficient to fund operations into Q4 2026 HOUSTON, TX – August 14, 2025 - Tvardi Therapeutics, Inc. (“Tvardi”) (NASDAQ: TVRD), a clinical-stage bioph

August 14, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents 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, 2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER 001-36279 TVARDI THERAPEUTICS, INC. (Ex

August 14, 2025 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) August 14, 2025 TVARDI THERAPEUTIC

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 14, 2025 TVARDI THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commissio

July 14, 2025 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) July 8, 2025 TVARDI THERAPEUTICS,

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) July 8, 2025 TVARDI THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

June 9, 2025 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) June 6, 2025 TVARDI THERAPEUTICS,

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 6, 2025 TVARDI THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

June 9, 2025 EX-99.1

Overview June 2025 This presentation contains forward-looking statements that involve substantial risks and uncertainties. All statements, other than statements of historical facts, contained in this presentation, including statements about our expec

Exhibit 99.1 Overview June 2025 This presentation contains forward-looking statements that involve substantial risks and uncertainties. All statements, other than statements of historical facts, contained in this presentation, including statements about our expectations regarding the potential benefits, activity, effec tiveness, and safety of our product candidates, our expectations with regard to

May 30, 2025 EX-21.1

List of Subsidiaries

Exhibit 21.1 List of Subsidiaries Tvardi Operating Company, Inc., a Delaware corporation Cara Royalty Sub, LLC, a Delaware limited liability company

May 30, 2025 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Tvardi Therapeutics, Inc.

May 30, 2025 S-1

As filed with the Securities and Exchange Commission on May 30, 2025

Table of Contents As filed with the Securities and Exchange Commission on May 30, 2025 Registration No.

May 27, 2025 8-K

Regulation FD Disclosure, 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 27, 2025 TVARDI THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

May 27, 2025 EX-99.1

Tvardi Therapeutics Announces Completion of Enrollment in Phase 2 Clinical Trial of TTI-101 in Idiopathic Pulmonary Fibrosis Topline data from the REVERTIPF trial anticipated in 4Q 2025

Exhibit 99.1 Tvardi Therapeutics Announces Completion of Enrollment in Phase 2 Clinical Trial of TTI-101 in Idiopathic Pulmonary Fibrosis Topline data from the REVERTIPF trial anticipated in 4Q 2025 HOUSTON, TX – May 27, 2025 - Tvardi Therapeutics, Inc. (“Tvardi”) (NASDAQ: TVRD), a clinical-stage biopharmaceutical company focused on the development of novel, oral, small molecule therapies targetin

May 13, 2025 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 12, 2025 TVARDI THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

May 13, 2025 8-K/A

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 15, 2025 TVARDI THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorp

May 13, 2025 EX-99.1

Tvardi Therapeutics Announces First Quarter 2025 Results and Provides Business Update Completed merger with Cara Therapeutics; cash, cash equivalents and short-term investments at closing anticipated to be sufficient to fund operations into 2H 2026 O

Exhibit 99.1 Tvardi Therapeutics Announces First Quarter 2025 Results and Provides Business Update Completed merger with Cara Therapeutics; cash, cash equivalents and short-term investments at closing anticipated to be sufficient to fund operations into 2H 2026 On track for multiple Phase 2 data readouts with STAT3 inhibitor, TTI-101, with lead program in IPF expected in 2H 2025 HOUSTON, TX – May

May 13, 2025 EX-99.7

TVARDI MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Exhibit 99.7 TVARDI MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion of Tvardi’s financial condition and results of operations in conjunction with Tvardi’s unaudited condensed financial statements and the related notes filed as Exhibit 99.6 to this Current Report on Form 8-K/A (this Report). In addition to historical fin

May 13, 2025 EX-10.1

Amendment to Asset Purchase Agreement

Exhibit 10.1 AMENDMENT TO ASSET PURCHASE AGREEMENT This AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”), dated as of March 14, 2025, (the “Amendment Date”) is made by and among Cara Therapeutics, Inc., a Delaware corporation (“Cara”) and Cara Royalty Sub, LLC, a Delaware limited liability company (collectively with Cara, “Sellers” and each a “Seller”), and Vifor Fresenius Medical Care Ren

May 13, 2025 EX-16.1

Letter from Ernst & Young LLP to the SEC dated May 13, 2025.

Exhibit 16.1 May 13, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the Form 8-K dated May 13, 2025, of Tvardi Therapeutics, Inc. and are in agreement with the statements contained in Item 4.01(a) therein. We have no basis to agree or disagree with other statements of the registrant contained therein. /s/ Ernst & Young LLP Ernst & Young

May 13, 2025 EX-99.6

Tvardi Therapeutics, Inc. INDEX TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

Exhibit 99.6 Tvardi Therapeutics, Inc. INDEX TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED) Page Condensed balance sheets as of March 31, 2025 and December 31, 2024 F-2 Condensed statements of operations and comprehensive loss for the three months ended March 31, 2025 and 2024 F-3 Condensed statements of redeemable convertible preferred stock and stockholders’ deficit for the three months ended Mar

May 13, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents 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, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER 001-36279 TVARDI THERAPEUTICS, INC.

April 15, 2025 EX-10.2

Registration Rights Agreement by and between the Company and the parties thereto, dated April 15, 2025.

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 15, 2025, among Tvardi Therapeutics, Inc., a Delaware corporation (the “Company”), Cara Therapeutics, Inc., a Delaware corporation (“Parent”), and the investors signatory hereto (each, an “Investor”). WHEREAS, the Company is party to that certain Agreement and Plan

April 15, 2025 EX-10.10

Offer Letter by and between Stephen O’Brien, MAcc, CPA and Tvardi Therapeutics, Inc.

Exhibit 10.10 October 23, 2023 Stephen O’Brien Via e-mail Dear Stephen, I am excited to confirm your promotion to Vice President, Finance and Corporate Controller of Tvardi Therapeutics, Inc. (the “Company”) as we continue to develop breakthrough medicines for cancer, chronic inflammation, and fibrosis. In this letter, I would like to set forth the terms and conditions of your employment relations

April 15, 2025 EX-10.15

Forms of Option Grant Notices, Option Agreements and Notice of Exercise under Tvardi Therapeutics, Inc. 2025 Equity Incentive Plan.

Exhibit 10.15 Employee ISO Form Tvardi Therapeutics, Inc. Stock Option Grant Notice (2025 Equity Incentive Plan) Tvardi Therapeutics, Inc. (the “Company”) has granted to you (“Optionholder”) an option to purchase the number of shares of the Common Stock set forth below (the “Option”) under the Tvardi Therapeutics, Inc. 2025 Equity Incentive Plan (the “Plan”). Your Option is subject to all of the t

April 15, 2025 EX-10.16

Form of Restricted Stock Unit Grant Notice and Award Agreement under Tvardi Therapeutics, Inc. 2025 Equity Incentive Plan.

Exhibit 10.16 Tvardi Therapeutics, Inc. RSU Award Grant Notice (2025 Equity Incentive Plan) Tvardi Therapeutics, Inc. (the “Company”) has awarded to you (the “Participant”) the number of restricted stock units (the “RSUs”) specified and on the terms set forth below (the “RSU Award”) under the Tvardi Therapeutics, Inc. 2025 Equity Incentive Plan (the “Plan”). Your RSU Award is subject to all of the

April 15, 2025 EX-3.1

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Cara Therapeutics, Inc., dated April 15, 2025 (Stock Split Amendment).

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CARA THERAPEUTICS, INC. Cara Therapeutics, Inc. (the “Company”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: FIRST: The name of this corporation is Cara Therapeutics, Inc., and the date on which the

April 15, 2025 EX-14.1

Tvardi Therapeutics, Inc. Code of Business Conduct and Ethics.

Exhibit 14.1 tvardi THERAPEUTICAS, INC. CODE OF BUSINESS CONDUCT AND ETHICS Tvardi Therapeutics, Inc. (the “Company”) is committed to creating an environment where we are able to do our best work while maintaining the highest standards of business conduct and ethics. This Code of Business Conduct and Ethics (the “Code of Conduct”) reflects the business practices and principles of behavior that sup

April 15, 2025 EX-3.3

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Cara Therapeutics, Inc., dated April 15, 2025 (Name Change Amendment).

Exhibit 3.3 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CARA THERAPEUTICS, INC. Cara Therapeutics, Inc. (the “Company”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: FIRST: The name of this corporation is Cara Therapeutics, Inc., and the date on which the

April 15, 2025 EX-10.14

Tvardi Therapeutics, Inc. 2025 Equity Incentive Plan.

Exhibit 10.14 Tvardi Therapeutics, Inc. 2025 Equity Incentive Plan Adopted by the Board of Directors: February 6, 2025 Approved by the Stockholders: April 1, 2025 1.             General.  (a)            Plan Purpose. The Company, by means of the Plan, seeks to secure and retain the services of Employees, Directors and Consultants, to provide incentives for such persons to exert maximum efforts for

April 15, 2025 EX-10.1

Form of Indemnification Agreement between the Company and each of its directors and executive officers.

Exhibit 10.1 INDEMNIFICATION AGREEMENT This Indemnification Agreement is dated as of [•] (this “Agreement”) and is between Tvardi Therapeutics, Inc., a Delaware corporation (the “Company”), and [Name] (“Indemnitee”). Background The Company believes that in order to attract and retain highly competent persons to serve as directors or in other capacities, including as officers, it must provide such

April 15, 2025 EX-3.2

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Cara Therapeutics, Inc., dated April 15, 2025 (Authorized Shares Amendment).

Exhibit 3.2 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CARA THERAPEUTICS, INC. Cara Therapeutics, Inc. (the “Company”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: FIRST: The name of this corporation is Cara Therapeutics, Inc., and the date on which the

April 15, 2025 8-K

Regulation FD Disclosure, 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, Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics, Change in Shell Company Status, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, 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) April 15, 2025 TVARDI THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

April 15, 2025 EX-99.1

Tvardi Therapeutics Announces Closing of Merger with Cara Therapeutics Merger creates a Nasdaq-listed, clinical-stage biopharmaceutical company – Tvardi Therapeutics – developing novel treatments targeting STAT3 to treat fibrosis-driven diseases Tvar

Exhibit 99.1 Tvardi Therapeutics Announces Closing of Merger with Cara Therapeutics Merger creates a Nasdaq-listed, clinical-stage biopharmaceutical company – Tvardi Therapeutics – developing novel treatments targeting STAT3 to treat fibrosis-driven diseases Tvardi shares to begin trading under the symbol “TVRD” on April 16, 2025 Post-transaction cash and cash equivalents expected to fund operatio

April 15, 2025 EX-99.2

Cara Therapeutics Announces 1-for-3 Reverse Stock Split in Connection with the Proposed Merger with Tvardi Therapeutics

Exhibit 99.2 Cara Therapeutics Announces 1-for-3 Reverse Stock Split in Connection with the Proposed Merger with Tvardi Therapeutics STAMFORD, Conn., April 14, 2025 (GLOBE NEWSWIRE) - Cara Therapeutics, Inc. (Nasdaq: CARA) (the “Company”), today announced that its Board of Directors (the “Board”) has approved a 1-for-3 reverse stock split of its outstanding shares of common stock. Cara’s common st

April 15, 2025 EX-10.17

Tvardi Therapeutics, Inc. 2025 Employee Stock Purchase Plan.

Exhibit 10.17 Tvardi Therapeutics, Inc. 2025 Employee Stock Purchase Plan Adopted by the Board of Directors: February 6, 2025 Approved by the Stockholders: April 1, 2025 1.            General; Purpose. (a)             The Plan provides a means by which Eligible Employees of the Company and certain Designated Companies may be given an opportunity to purchase shares of Common Stock. The Plan permits

April 11, 2025 EX-99.1

This presentation and any accompanying oral commentary have been prepared by Tvardi Therapeutics, Inc. (“Tvardi”) for informational purposes only and not for any other purpose. All statements contained in this presentation and the accompanying oral c

Exhibit 99.1 Overview April 2025 This presentation and any accompanying oral commentary have been prepared by Tvardi Therapeutics, Inc. (“Tvardi”) for informational purposes only and not for any other purpose. All statements contained in this presentation and the accompanying oral commentary, other than statements of historical facts, are forward-looking statements, including: statements about our

April 11, 2025 8-K

Regulation FD Disclosure, 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): April 11, 2025 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

April 1, 2025 EX-99.3

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Defined terms included below shall have the same meaning as terms defined and included in the Registration Statement on Form S-4 (File No. 333-283900), which was declared effective by the Securities and Exchange Commission on February 14, 2025 (the proxy statement/prospectus). For the purposes of the discussion in this sectio

April 1, 2025 8-K

Financial Statements and Exhibits, 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): April 1, 2025 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation or organizatio

April 1, 2025 EX-99.2

TVARDI MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Exhibit 99.2 TVARDI MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion of Tvardi’s financial condition and results of operations in conjunction with Tvardi’s financial statements and the related notes filed as Exhibit 99.1 to this Current Report on Form 8-K (this Report). In addition to historical financial information, th

April 1, 2025 EX-99.1

Tvardi Therapeutics, Inc. INDEX TO FINANCIAL STATEMENTS

Exhibit 99.1 Tvardi Therapeutics, Inc. INDEX TO FINANCIAL STATEMENTS Page Report of independent registered public accounting firm F-2 Balance sheets as of December 31, 2024 and 2023 F-3 Statements of operations for the years ended December 31, 2024 and 2023 F-4 Statements of redeemable convertible preferred stock and stockholders’ deficit for the years ended December 31, 2024 and 2023 F-5 Statemen

March 24, 2025 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): March 24, 2025 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (state or other jurisdiction of incorporation) (Commission

March 24, 2025 425

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 24, 2025 CARA THERAPEUTICS,

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 24, 2025 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (state or other jurisdiction of incorporation) (Commission

March 11, 2025 EX-4.2

Description of Securities.

Exhibit 4.2 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2024, Cara Therapeutics, Inc. had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, or the Exchange Act: our common stock, par value $0.001 per share. References herein to the terms “we,” “us” and “o

March 11, 2025 EX-19

Insider Trading Policy

Exhibit 19 CARA THERAPEUTICS, INC. INSIDER TRADING AND WINDOW PERIOD POLICY I. Introduction This policy determines acceptable transactions in the securities of Cara Therapeutics, Inc. (the “Company”) by our employees, directors and consultants. During the course of your employment, directorship or consultancy with the Company, you may receive important information that is not yet publicly availabl

March 11, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

Table of Contents 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, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER: 001-36279 CARA THERAPEUTICS, INC. (Exact

February 14, 2025 424B3

PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT

TABLE OF CONTENTS   Filed Pursuant to Rule 424(b)(3)  Registration No. 333-283900 PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT February 14, 2025 To the Stockholders of Cara Therapeutics, Inc.: Cara Therapeutics, Inc. (Cara) and Tvardi Therapeutics, Inc. (Tvardi) have entered into an Agreement and Plan of Merger and Reorganization, dated December 17, 2024, as may be amended from time to time (Merger

February 14, 2025 EX-10.41

Form of Registration Rights Agreement by and among Tvardi Therapeutics, Inc., Cara Therapeutics, Inc. and certain investors party thereto.

Exhibit 10.41 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of [·], 2025, among Tvardi Therapeutics, Inc., a Delaware corporation (the “Company”), Cara Therapeutics, Inc., a Delaware corporation (“Parent”), and the investors signatory hereto (each, an “Investor”). WHEREAS, the Company is party to that certain Agreement and Plan of M

February 14, 2025 CORRESP

Cara Therapeutics, Inc. 400 Atlantic Street Suite 500 Stamford, CT 06901

Cara Therapeutics, Inc. 400 Atlantic Street Suite 500 Stamford, CT 06901 February 14, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 RE: Cara Therapeutics, Inc. Registration Statement on Form S-4 File No. 333-283900 Request for Acceleration of Effectiveness Ladies and Gentlemen: In accordance with Rule 461 p

February 14, 2025 S-4/A

As filed with the Securities and Exchange Commission on February 13, 2025

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on February 13, 2025 Registration No.

February 14, 2025 EX-FILING FEES

Filing Fee Table

Ex-Filing Fees CALCULATION OF FILING FEE TABLE FORM S-4 (Form Type) CARA THERAPEUTICS, INC.

February 13, 2025 CORRESP

Boston Los Angeles MIAMI New York San Diego San Francisco toronto Washington Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.

919 Third Avenue New York, NY 10022 212 935 3000 mintz.com February 13, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F. Street, N.E. Washington, D.C. 20549 Attention: Jessica Dickerson Joshua Gorsky Re: Cara Therapeutics, Inc. Amendment No. 1 to Registration Statement on Form S-4 Filed January 27, 2025 File No. 333-2839

January 27, 2025 EX-10.40

Founder Restricted Stock Agreement, by and between Tvardi Therapeutics, Inc. and Ronald DePinho, dated January 25, 2018, as amended September 1, 2019.

Exhibit 10.40 TVARDI THERAPEUTICS, INC. FOUNDER RESTRICTED STOCK AGREEMENT This Founder Restricted Stock Agreement (the “Agreement”) is made this 25th day of January, 2018, between Tvardi Therapeutics, Inc., a Delaware corporation (the “Company”), and Ronald DePinho (the “Founder”). For valuable consideration, receipt of which is acknowledged, the parties hereto agree as follows: 1.Purchase of Sha

January 27, 2025 EX-10.38

Note Purchase Agreement, by and between Tvardi Therapeutics, Inc. and certain investors party thereto, dated December 3, 2023, and Form of Promissory Note.

Exhibit 10.38 NOTE PURCHASE AGREEMENT This Note Purchase Agreement (the “Agreement”) is made as of December 3, 2024 (the “Effective Date”) by and among Tvardi Therapeutics, Inc., a Delaware corporation (the “Company”), and the parties named on the Schedule of Purchasers attached hereto (individually, a “Purchaser” and collectively, the “Purchasers”). RECITAL To provide the Company with additional

January 27, 2025 EX-10.39

Founder Restricted Stock Agreement, by and between Tvardi Therapeutics, Inc. and David J. Tweardy, dated January 25, 2018, as amended September 1, 2019.

Exhibit 10.39 TVARDI THERAPEUTICS, INC. FOUNDER RESTRICTED STOCK AGREEMENT This Founder Restricted Stock Agreement (the “Agreement”) is made this 25th day of January, 2018, between Tvardi Therapeutics, Inc., a Delaware corporation (the “Company”), and David J. Tweardy (the “Founder”). For valuable consideration, receipt of which is acknowledged, the parties hereto agree as follows: 1.Shares. The F

January 27, 2025 S-4/A

As filed with the Securities and Exchange Commission on January 24, 2025

Table of Contents As filed with the Securities and Exchange Commission on January 24, 2025 Registration No.

January 27, 2025 EX-FILING FEES

Filing Fee Table

Exhibit 107 Ex-Filing Fees CALCULATION OF FILING FEE TABLE FORM S-4 (Form Type) CARA THERAPEUTICS, INC.

January 24, 2025 CORRESP

Boston Los Angeles MIAMI New York San Diego San Francisco toronto Washington Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.

919 Third Avenue New York, NY 10022 212 935 3000 mintz.com January 24, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F. Street, N.E. Washington, D.C. 20549 Attention: Jessica Dickerson Joshua Gorsky Re: Cara Therapeutics, Inc. Registration Statement on Form S-4 Filed December 18, 2024 File No. 333-283900 Ladies and Gentl

January 21, 2025 425

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 16, 2025 CARA THERAPEUTIC

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 16, 2025 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (state or other jurisdiction of incorporation) (Commissio

January 21, 2025 8-K

Regulation FD Disclosure, 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): January 16, 2025 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (state or other jurisdiction of incorporation) (Commissio

January 21, 2025 EX-99.1

1 Overview January 2025

Exhibit 99.1 1 Overview January 2025 2 Disclaimer and Forward Looking Statements This presentation and any accompanying oral commentary have been prepared by Tvardi Therapeutics, Inc. (“ Tvardi ”) for informational purposes only and not for any other purpose. All statements contained in this presentation and the accompanying oral commentary, other than statements of historical facts , a re forward

January 21, 2025 EX-99.1

1 Overview January 2025

Exhibit 99.1 1 Overview January 2025 2 Disclaimer and Forward Looking Statements This presentation and any accompanying oral commentary have been prepared by Tvardi Therapeutics, Inc. (“ Tvardi ”) for informational purposes only and not for any other purpose. All statements contained in this presentation and the accompanying oral commentary, other than statements of historical facts , a re forward

January 17, 2025 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) January 14, 2025 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

January 17, 2025 425

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 14, 2025 CARA THERAPEUTICS

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 14, 2025 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

December 30, 2024 425

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 30, 2024 CARA THERAPEUTIC

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 30, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commissio

December 30, 2024 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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) December 30, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commissio

December 30, 2024 EX-3.1

Certificate of Amendment to Amended and Restated Certificate of Incorporation of Cara Therapeutics, Inc., effective December 30, 2024.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CARA THERAPEUTICS, INC. Cara Therapeutics, Inc. (the “Company”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: First: The name of this corporation is Cara Therapeutics, Inc., and the date on which the

December 30, 2024 EX-3.1

Certificate of Amendment to Amended and Restated Certificate of Incorporation.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CARA THERAPEUTICS, INC. Cara Therapeutics, Inc. (the “Company”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: First: The name of this corporation is Cara Therapeutics, Inc., and the date on which the

December 20, 2024 EX-99.2

1 Proposed Merger Overview December 18, 2024 2 Disclaimer and Forward-Looking Statements This presentation and any accompanying oral commentary have been prepared by Tvardi Therapeutics, Inc. (“Tvardi”) and Cara Therapeutics, Inc. (“Cara”) for inform

Exhibit 99.2 1 Proposed Merger Overview December 18, 2024 2 Disclaimer and Forward-Looking Statements This presentation and any accompanying oral commentary have been prepared by Tvardi Therapeutics, Inc. (“Tvardi”) and Cara Therapeutics, Inc. (“Cara”) for informational purposes only and to assist such parties in making their own evaluation with respect to the potential combination (the “Proposed

December 20, 2024 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 17, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (state or other jurisdiction of incorporation) (Commis

December 20, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 17, 2024 CARA THERAPEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 17, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (state or other jurisdiction of incorporation) (Commis

December 20, 2024 EX-99.2

1 Proposed Merger Overview December 18, 2024 2 Disclaimer and Forward-Looking Statements This presentation and any accompanying oral commentary have been prepared by Tvardi Therapeutics, Inc. (“Tvardi”) and Cara Therapeutics, Inc. (“Cara”) for inform

Exhibit 99.2 1 Proposed Merger Overview December 18, 2024 2 Disclaimer and Forward-Looking Statements This presentation and any accompanying oral commentary have been prepared by Tvardi Therapeutics, Inc. (“Tvardi”) and Cara Therapeutics, Inc. (“Cara”) for informational purposes only and to assist such parties in making their own evaluation with respect to the potential combination (the “Proposed

December 18, 2024 425

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 17, 2024 CARA THERAPEUTI

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 17, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (state or other jurisdiction of incorporation) (Commissi

December 18, 2024 EX-99.5

Consent of Michael S. Wyzga to be named as a director.

Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by Cara Therapeutics, Inc. of the Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board

December 18, 2024 EX-2.1

Agreement and Plan of Merger and Reorganization, dated December 17, 2024, by and among Cara Therapeutics, Inc., CT Convergence Merger Sub, Inc. and Tvardi Therapeutics, In.

  Exhibit 2.1   AGREEMENT AND PLAN OF MERGER AND REORGANIZATION   among:   CARA THERAPEUTICS, INC. a Delaware corporation;   CT CONVERGENCE MERGER SUB, INC., a Delaware corporation; and   TVARDI THERAPEUTICS, INC. a Delaware corporation   Dated as of December 17, 2024         TABLE OF CONTENTS   Page   Section 1. DESCRIPTION OF TRANSACTION 2   1.1 The Merger 2   1.2 Effects of the Merger 2   1.3 C

December 18, 2024 EX-10.1

Form of Cara Therapeutics, Inc. Stockholder Support Agreement, dated December 17, 2024

Exhibit 10.1 SUPPORT AGREEMENT This Support Agreement (this “Agreement”), is made as of December 17, 2024, by and between Tvardi Therapeutics, Inc., a Delaware corporation (the “Company”), and the Person set forth on Schedule A hereto (the “Stockholder”). WHEREAS, as of the date hereof, the Stockholder is the holder of the number of shares of common stock, par value $0.001 per share (“Parent Share

December 18, 2024 EX-21.1

Subsidiaries of the registrant.

Exhibit 21.1 Subsidiaries of Cara Therapeutics, Inc. Name of Subsidiary Jurisdiction of Incorporation Cara Royalty Sub, LLC Delaware CT Convergence Merger Sub, Inc. Delaware

December 18, 2024 EX-99.1

Cara Therapeutics and Tvardi Therapeutics Announce Entry into Merger Agreement Proposed Merger to create a Nasdaq-listed, clinical-stage biopharmaceutical company developing novel treatments targeting STAT3 to treat fibrosis-driven diseases Tvardi ha

Exhibit 99.1 Cara Therapeutics and Tvardi Therapeutics Announce Entry into Merger Agreement Proposed Merger to create a Nasdaq-listed, clinical-stage biopharmaceutical company developing novel treatments targeting STAT3 to treat fibrosis-driven diseases Tvardi has recently completed an approximately $28 million private financing, which, together with Tvardi’s existing cash and Cara’s anticipated c

December 18, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-4 (Form Type) CARA THERAPEUTICS, INC.

December 18, 2024 EX-10.4

Asset Purchase Agreement, dated December 17, 2024, by and among Cara Therapeutics, Inc. Cara Royalty Sub, LLC and Vifor Fresenius Medical Care Renal Pharma, Ltd.

Exhibit 10.4 ASSET PURCHASE AGREEMENT by and among CARA THERAPEUTICS, INC., CARA ROYALTY SUB, LLC and VIFOR FRESENIUS MEDICAL CARE RENAL PHARMA, LTD., dated December 17, 2024 Table of Contents Page Article I TRANSFERRED ASSETS; ASSUMED LIABILITIES 1 Section 1.01 General 1 Section 1.02 Transferred Assets 2 Section 1.03 Excluded Assets 3 Section 1.04 Assumed Liabilities 4 Section 1.05 Retained Liabi

December 18, 2024 S-4

As filed with the Securities and Exchange Commission on December 18, 2024

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on December 18, 2024 Registration No.

December 18, 2024 EX-10.25

Forms of Stock Option Grant Notice, Stock Option Agreement and Notice of Exercise under the Tvardi Therapeutics, Inc. 2018 Stock Incentive Plan.

Exhibit 10.25 Tvardi Therapeutics, Inc. Stock Option Agreement Granted Under 2018 Stock Incentive Plan This Stock Option Agreement (this “Agreement”) is made between Tvardi Therapeutics, Inc., a Delaware corporation (the “Company”), and the Participant pursuant to the 2018 Stock Incentive Plan (the “Plan”). Notice of Grant I. Participant Information Participant: Participant Address: II. Grant Info

December 18, 2024 EX-10.26

Form of Restricted Stock Agreement under the Tvardi Therapeutics, Inc. 2018 Stock Incentive Plan.

Exhibit 10.26 Tvardi Therapeutics, Inc. Restricted Stock Agreement Granted Under 2018 Stock Incentive Plan This Restricted Stock Agreement (the “Agreement”) is made this [ ] day of [ ], 20[ ], between Tvardi Therapeutics, Inc., a Delaware corporation (the “Company”), and [ ] (the “Participant”). For valuable consideration, receipt of which is acknowledged, the parties hereto agree as follows: 1. P

December 18, 2024 EX-10.2

Form of Tvardi Therapeutics, Inc. Stockholder Support Agreement, dated December 17, 2024.

Exhibit 10.2 SUPPORT AGREEMENT This Support Agreement (this “Agreement”), is made as of December 17, 2024, by and between Cara Therapeutics, Inc., a Delaware corporation (“Parent”), and the Person set forth on Schedule A hereto (the “Stockholder”). WHEREAS, as of the date hereof, the Stockholder is the holder of the number of shares of common stock, par value $0.001 per share (“Common Stock”) and

December 18, 2024 EX-99.3

Consent of Imran Alibhai, Ph.D, to be named as a director.

Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by Cara Therapeutics, Inc. of the Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board

December 18, 2024 EX-10.3

Form of Lock-Up Agreement, dated December 17, 2024

Exhibit 10.3 Lock-Up Agreement [●], 2025 Ladies and Gentlemen: The undersigned (the “Stockholder”) understands that: (i) Cara Therapeutics, Inc., a Delaware corporation (“Parent”), has entered into an Agreement and Plan of Merger and Reorganization, dated as of December 17, 2024 (the “Merger Agreement”), with Tvardi Therapeutics, Inc., a Delaware corporation (the “Company”), and CT Convergence Mer

December 18, 2024 EX-10.33

Exclusive License Agreement by and between the StemMed, Ltd. and Baylor College of Medicine, dated June 19, 2015, subject to Notice of Assignment from Stem Med Limited Partnership to Tvardi Therapeutics, Inc. dated February 22, 2018, and as amended on June 18, 2019 and April 6, 2023.

Exhibit 10.33 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE TVARDI THERAPEUTICS, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO TVARDI THERAPEUTICS, INC. IF PUBLICLY DISCLOSED. EXCLUSIVE LICENSE AGREEMENT Re: BCM BLG # [***]; NIH# [***] Entitled “Stat3 inhibition to treat disorders inv

December 18, 2024 EX-10.28

Offer Letter by and between Dan Conn and Tvardi Therapeutics, Inc.

Exhibit 10.28 Breakthrough Medicines for Cancer, Chronic Inflammation & Fibrosis January 12, 2022 Dan Conn 205 East 69th Street, #10C New York, NY 10021 Dear Dan: On behalf of Tvardi Therapeutics, Inc. (the “Company”), I am pleased to offer you employment with the Company. The purpose of this letter agreement (the “Agreement”) is to set forth the terms of your employment with the Company, should y

December 18, 2024 EX-99.1

Consent of Sujal Shah to be named as a director.

Exhibit 99.1 Consent to be Named as a Director Nominee In connection with the filing by Cara Therapeutics, Inc. of the Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board

December 18, 2024 EX-99.1

Cara Therapeutics and Tvardi Therapeutics Announce Entry into Merger Agreement Proposed Merger to create a Nasdaq-listed, clinical-stage biopharmaceutical company developing novel treatments targeting STAT3 to treat fibrosis-driven diseases Tvardi ha

Exhibit 99.1 Cara Therapeutics and Tvardi Therapeutics Announce Entry into Merger Agreement Proposed Merger to create a Nasdaq-listed, clinical-stage biopharmaceutical company developing novel treatments targeting STAT3 to treat fibrosis-driven diseases Tvardi has recently completed an approximately $28 million private financing, which, together with Tvardi’s existing cash and Cara’s anticipated c

December 18, 2024 EX-99.2

1 Proposed Merger Overview December 16, 2024

Exhibit 99.2 1 Proposed Merger Overview December 16, 2024 2 Disclaimer and Forward - Looking Statements This presentation and any accompanying oral commentary have been prepared by Tvardi Therapeutics, Inc. (“Tvardi”) and Cara Th era peutics, Inc. (“Cara”) for informational purposes only and to assist such parties in making their own evaluation with respect to the potential combination (the “Propo

December 18, 2024 EX-10.32

Exclusive License Agreement by and between the StemMed, Ltd. (f/k/a Stem Med Limited Partnership) and Baylor College of Medicine, dated July 16, 2012, as amended April 26, 2015, subject to Notice of Assignment from Stem Med Limited Partnership to Tvardi Therapeutics, Inc. dated January 14, 2018, and as further amended August 13, 2019.

Exhibit 10.32 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE TVARDI THERAPEUTICS, INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO TVARDI THERAPEUTICS, INC. IF PUBLICLY DISCLOSED. EXCLUSIVE LICENSE AGREEMENT Re: BCM BLG # [***] Entitled “Chemical Probes That Competitively and Selectively

December 18, 2024 EX-10.3

Form of Lock-Up Agreement, dated December 17, 2024.

Exhibit 10.3 Lock-Up Agreement [●], 2025 Ladies and Gentlemen: The undersigned (the “Stockholder”) understands that: (i) Cara Therapeutics, Inc., a Delaware corporation (“Parent”), has entered into an Agreement and Plan of Merger and Reorganization, dated as of December 17, 2024 (the “Merger Agreement”), with Tvardi Therapeutics, Inc., a Delaware corporation (the “Company”), and CT Convergence Mer

December 18, 2024 EX-10.27

Offer Letter by and between Imran Alibhai, Ph.D. and Tvardi Therapeutics, Inc.

Exhibit 10.27 November 19, 2018 Imran Alibhai 4323 Cozac Lane Sugar Land, TX 77479 Dear Imran: On behalf of Tvardi Therapeutics, Inc. (the “Company”), I am pleased to offer you employment with the Company. The purpose of this letter agreement (the “Agreement”) is to set forth the terms of your employment with the Company, should you accept our offer. 1.             You will be employed to serve as

December 18, 2024 EX-10.2

Form of Tvardi Therapeutics, Inc. Stockholder Support Agreement, dated December 17, 2024

Exhibit 10.2 SUPPORT AGREEMENT This Support Agreement (this “Agreement”), is made as of December 17, 2024, by and between Cara Therapeutics, Inc., a Delaware corporation (“Parent”), and the Person set forth on Schedule A hereto (the “Stockholder”). WHEREAS, as of the date hereof, the Stockholder is the holder of the number of shares of common stock, par value $0.001 per share (“Common Stock”) and

December 18, 2024 EX-2.1

Agreement and Plan of Merger and Reorganization, dated December 17, 2024, by and among Cara Therapeutics, Inc., CT Convergence Merger Sub, Inc. and Tvardi Therapeutics, Inc.

  Exhibit 2.1   AGREEMENT AND PLAN OF MERGER AND REORGANIZATION   among:   CARA THERAPEUTICS, INC. a Delaware corporation;   CT CONVERGENCE MERGER SUB, INC., a Delaware corporation; and   TVARDI THERAPEUTICS, INC. a Delaware corporation   Dated as of December 17, 2024         TABLE OF CONTENTS   Page   Section 1. DESCRIPTION OF TRANSACTION 2   1.1 The Merger 2   1.2 Effects of the Merger 2   1.3 C

December 18, 2024 EX-10.31

Offer Letter by and between Yixin “Joseph” Chen, Ph.D. and Tvardi Therapeutics, Inc.

Exhibit 10.31 September 8, 2021 Yixin Chen, PhD [email protected] Via e-mail Dear Yixin, I am very excited to invite you to join Tvardi Therapeutics, Inc. (the "Company") as we continue to develop breakthrough medicines for cancer, chronic inflammation, and fibrosis. In this letter, I would like to set forth the terms and conditions of your employment relationship with the Company. Title and Locati

December 18, 2024 EX-10.24

Tvardi Therapeutics, Inc. 2018 Stock Incentive Plan, as amended.

Exhibit 10.24 2018 Stock Incentive Plan of Tvardi Therapeutics, Inc. Table of Contents Page 1. Purpose 1 2. Eligibility 1 3. Administration and Delegation 1 (a) Administration by the Board 1 (b) Appointment of Committees 2 4. Stock Available for Awards 2 (a) Number of Shares 2 (b) Substitute Awards 2 5. Stock Options 2 (a) General 2 (b) Incentive Stock Options 2 (c) Exercise Price 3 (d) Duration o

December 18, 2024 EX-99.4

Consent of Shaheen Wirk, M.D., to be named as a director.

Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by Cara Therapeutics, Inc. of the Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board

December 18, 2024 EX-10.1

Form of Cara Therapeutics, Inc. Stockholder Support Agreement, dated December 17, 2024.

Exhibit 10.1 SUPPORT AGREEMENT This Support Agreement (this “Agreement”), is made as of December 17, 2024, by and between Tvardi Therapeutics, Inc., a Delaware corporation (the “Company”), and the Person set forth on Schedule A hereto (the “Stockholder”). WHEREAS, as of the date hereof, the Stockholder is the holder of the number of shares of common stock, par value $0.001 per share (“Parent Share

December 18, 2024 EX-10.4

Asset Purchase Agreement, dated December 17, 2024, by and among Cara Therapeutics, Inc., Cara Royalty Sub, LLC and Vifor Fresenius Medical Care Renal Pharma, Ltd.

Exhibit 10.4 ASSET PURCHASE AGREEMENT by and among CARA THERAPEUTICS, INC., CARA ROYALTY SUB, LLC and VIFOR FRESENIUS MEDICAL CARE RENAL PHARMA, LTD., dated December 17, 2024 Table of Contents Page Article I TRANSFERRED ASSETS; ASSUMED LIABILITIES 1 Section 1.01 General 1 Section 1.02 Transferred Assets 2 Section 1.03 Excluded Assets 3 Section 1.04 Assumed Liabilities 4 Section 1.05 Retained Liabi

December 18, 2024 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, 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): December 17, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (state or other jurisdiction of incorporation) (Commissi

December 18, 2024 EX-99.2

1 Proposed Merger Overview December 16, 2024

Exhibit 99.2 1 Proposed Merger Overview December 16, 2024 2 Disclaimer and Forward - Looking Statements This presentation and any accompanying oral commentary have been prepared by Tvardi Therapeutics, Inc. (“Tvardi”) and Cara Th era peutics, Inc. (“Cara”) for informational purposes only and to assist such parties in making their own evaluation with respect to the potential combination (the “Propo

December 18, 2024 EX-10.30

Offer Letter by and between Jeffrey Larson, Ph.D., DABT and Tvardi Therapeutics, Inc.

Exhibit 10.30 October 26, 2020 Dr. Jeffrey L. Larson RE: Senior Vice President – Research and Development (R&D) with Tvardi Therapeutics, Inc. Dear Jeff , It has been a pleasure to work with you as a consultant here at Tvardi Therapeutics. Based on our recent discussions, I would like to offer you the position of Senior Vice-President of R&D at Tvardi Therapeutics, Inc. reporting into the CEO. You

December 18, 2024 EX-99.2

Consent of Wallace Hall to be named as a director.

Exhibit 99.2 Consent to be Named as a Director Nominee In connection with the filing by Cara Therapeutics, Inc. of the Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board

December 18, 2024 EX-10.29

Offer Letter by and between John Kauh, M.D. and Tvardi Therapeutics, Inc.

Exhibit 10.29 December 5, 2022 John Kauh 19 Woodwild Way Berkeley Heights, NJ 07922 Dear John: On behalf of Tvardi Therapeutics, Inc. (the “Company”), I am pleased to offer you employment with the Company. The purpose of this letter agreement (the “Agreement”) is to set forth the terms of your employment with the Company, should you accept our offer. 1.             You will be employed to serve as

November 22, 2024 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, 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) November 19, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commissio

November 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents 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, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER 001-36279 CARA THERAPEUTICS, INC

November 14, 2024 EX-3.2

Amended and Restated Bylaws.

EXHIBIT 3.2 AMENDED AND RESTATED BYLAWS OF CARA THERAPEUTICS, INC. (A DELAWARE CORPORATION) (AS AMENDED AND RESTATED ON NOVEMBER 13, 2024) Table of Contents Page ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS’ MEETINGS 1 Section 4. Place Of Meetings 1 Section 5. Annual Meetings 1 Section

October 30, 2024 SC 13D

CARA / Cara Therapeutics, Inc. / Vifor (International) Ltd - SC 13D Activist Investment

SC 13D 1 d837152dsc13d.htm SC 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Cara Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 140755109 (CUSIP Number) Tinne Gilles General Counsel, CSL Vifor Vifor Pharma Management Ltd. Flughofstrasse 61, CH-8152,

October 30, 2024 EX-99.1

Joint Filing Agreement, dated as of October 30, 2024, by and among Vifor (International) Ltd. and CSL Limited.

EX-99.1 2 d837152dex991.htm EX-99.1 Exhibit 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1)(iii) of the Securities Exchange Act of 1934, as amended, each of the undersigned agree to the joint filing on behalf of each of them of the Statement on Schedule 13D filed herewith (and any amendments thereto), relating to the common stock, par value $0.001 per share, of Cara Therapeutics, Inc. This J

August 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents 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, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER 001-36279 CARA THERAPEUTICS, INC. (Ex

August 1, 2024 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) July 31, 2024 CARA THERAPEUTICS, I

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) July 31, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fi

June 18, 2024 8-K

Costs Associated with Exit or Disposal Activities

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 14, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fi

June 12, 2024 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) June 12, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fi

June 12, 2024 EX-99.1

Cara Therapeutics Announces Outcome of Part A of KOURAGE-1 Study Evaluating Oral Difelikefalin in Notalgia Paresthetica – Oral difelikefalin did not demonstrate meaningful clinical benefit compared to placebo – – Company will discontinue clinical pro

Exhibit 99.1 Cara Therapeutics Announces Outcome of Part A of KOURAGE-1 Study Evaluating Oral Difelikefalin in Notalgia Paresthetica – Oral difelikefalin did not demonstrate meaningful clinical benefit compared to placebo – – Company will discontinue clinical program in NP and explore strategic alternatives – STAMFORD, Conn., June 12, 2024 – Cara Therapeutics, Inc. (Nasdaq: CARA), a development-st

June 7, 2024 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, 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 4, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fil

June 7, 2024 EX-3.1

Certificate of Amendment to Amended and Restated Certificate of Incorporation.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CARA THERAPEUTICS, INC. Cara Therapeutics, Inc. (the “Company”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: First: The name of this corporation is Cara Therapeutics, Inc., and the date on which the

June 7, 2024 424B5

Up to $13,033,496 of Shares Common Stock

Filed Pursuant to Rule 424(b)(5) Registration No. 333-263165 AMENDMENT NO. 1 DATED June 7, 2024 to Prospectus dated May 11, 2022 Up to $13,033,496 of Shares Common Stock This Amendment No. 1 to Prospectus (this “Amendment”) amends our prospectus dated May 11, 2022 (the “ATM Prospectus”). This Amendment should be read in conjunction with the ATM Prospectus and the accompanying prospectus dated May

May 13, 2024 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 13, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fil

May 13, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents 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, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER 001-36279 CARA THERAPEUTICS, INC. (E

May 13, 2024 EX-99.1

Cara Therapeutics Reports First Quarter 2024 Financial Results – Topline efficacy and safety results from KOURAGE 1 Part A portion of notalgia paresthetica (NP) pivotal program now expected by the end of 2Q24 –

Exhibit 99.1 Cara Therapeutics Reports First Quarter 2024 Financial Results – Topline efficacy and safety results from KOURAGE 1 Part A portion of notalgia paresthetica (NP) pivotal program now expected by the end of 2Q24 – STAMFORD, Conn., May 13, 2024 – Cara Therapeutics, Inc. (Nasdaq: CARA), a development-stage biopharmaceutical company leading a new treatment paradigm to improve the lives of p

April 22, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION 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

April 22, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION 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

April 12, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION 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

March 22, 2024 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) March 19, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

March 6, 2024 EX-10.25

Purchase and Sale Agreement dated November 1, 2023 by and between Cara Royalty Sub, LLC and HCRX Investments Holdco, L.P. and Healthcare Royalty Partners IV, L.P.

CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS AS PRIVATE OR CONFIDENTIAL.

March 6, 2024 EX-21.1

Subsidiaries of Cara Therapeutics, Inc.

Exhibit 21.1 Subsidiaries of Cara Therapeutics, Inc. Name of Subsidiary Jurisdiction of Incorporation Cara Royalty Sub, LLC Delaware

March 6, 2024 EX-97

Incentive Compensation Recoupment Policy

Exhibit 97 CARA THERAPEUTICS, INC. INCENTIVE COMPENSATION RECOUPMENT POLICY 1.INTRODUCTION The Board of Directors (the “Board”) of Cara Therapeutics, Inc., a Delaware corporation (the “Company”), has determined that it is in the best interests of the Company and its stockholders to adopt this Incentive Compensation Recoupment Policy (this “Policy”) providing for the Company’s recoupment of Recover

March 6, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 CARA THERAPEUTICS, INC. (Exact Name of Registrant as Specified in its Charter) Security Type Security Class Title Fee Calculation Rule(1) Amount Registered(2) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.001 par value per share 457(h) 1,634,421 (3) $ 0.88

March 6, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

Table of Contents 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, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER: 001-36279 CARA THERAPEUTICS, INC. (Exact

March 6, 2024 S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter)

As filed with the Securities and Exchange Commission on March 6, 2024 Registration No.

March 4, 2024 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 4, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fi

March 4, 2024 EX-99.1

Cara Therapeutics Announces Fourth Quarter and Full Year 2023 Financial Results –Announced prioritization of clinical programs to focus on late-stage development of oral difelikefalin for notalgia paresthetica (NP)– –Completed enrollment of KOURAGE 1

Exhibit 99.1 Cara Therapeutics Announces Fourth Quarter and Full Year 2023 Financial Results –Announced prioritization of clinical programs to focus on late-stage development of oral difelikefalin for notalgia paresthetica (NP)– –Completed enrollment of KOURAGE 1 Part A portion of NP pivotal program ahead of schedule; topline efficacy and safety results now expected in 3Q24– –Extended cash runway

February 13, 2024 SC 13G/A

CARA / Cara Therapeutics, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0528-caratherapeuticsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Cara Therapeutics Inc Title of Class of Securities: Common Stock CUSIP Number: 140755109 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to des

February 13, 2024 SC 13G/A

CARA / Cara Therapeutics, Inc. / Bain Capital Life Sciences Opportunities III, LP - SC 13G/A Passive Investment

SC 13G/A 1 d764904dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1) CARA THERAPEUTICS, INC. (Name of Issuer) Common Stock, $0.001 p

February 2, 2024 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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 1, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

January 22, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities

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 17, 2024 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

January 22, 2024 EX-99.1

Cara Therapeutics Prioritizes Late-Stage Notalgia Paresthetica Program and Extends Cash Runway into 2026 – Focus on Phase 2/3 program in notalgia paresthetica (NP), a neuropathic disorder with significant unmet need – – Phase 3 program in advanced ch

Exhibit 99.1 Cara Therapeutics Prioritizes Late-Stage Notalgia Paresthetica Program and Extends Cash Runway into 2026 – Focus on Phase 2/3 program in notalgia paresthetica (NP), a neuropathic disorder with significant unmet need – – Phase 3 program in advanced chronic kidney disease (CKD) to be discontinued – – Planned workforce reduction of up to 50% – – Cara ended 2023 with approximately $101 mi

December 18, 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) December 18, 2023 CARA THERAPEUTIC

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 18, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commissio

December 18, 2023 EX-99.1

Cara Therapeutics Announces Outcome from Dose-Finding Part A of KIND 1 Study Evaluating Oral Difelikefalin for Moderate-to-Severe Pruritus in Patients with Atopic Dermatitis – Oral difelikefalin as adjunct to topical corticosteroids (TCS) did not dem

Exhibit 99.1 Cara Therapeutics Announces Outcome from Dose-Finding Part A of KIND 1 Study Evaluating Oral Difelikefalin for Moderate-to-Severe Pruritus in Patients with Atopic Dermatitis – Oral difelikefalin as adjunct to topical corticosteroids (TCS) did not demonstrate meaningful clinical benefit compared to TCS alone; As a result, Cara will discontinue its clinical program in pruritus associate

November 13, 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) November 13, 2023 CARA THERAPEUTIC

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 13, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commissio

November 13, 2023 EX-99.1

Corporate Presentation November 2023

Exhibit 99.1 Corporate Presentation November 2023 2 Forward - Looking Statements Statements contained in this presentation regarding matters that are not historical facts are "forward - looking statements" withi n the meaning of the Private Securities Litigation Reform Act of 1995. Examples of these forward - looking statements include statements concerning the Company’s ability to successfully co

November 13, 2023 EX-99.1

Cara Therapeutics Reports Third Quarter 2023 Financial Results – Non-dilutive financing agreement with HealthCare Royalty for up to $40 million expected to extend cash runway into 2025 – – Key data readouts for all three late-stage oral difelikefalin

Exhibit 99.1 Cara Therapeutics Reports Third Quarter 2023 Financial Results – Non-dilutive financing agreement with HealthCare Royalty for up to $40 million expected to extend cash runway into 2025 – – Key data readouts for all three late-stage oral difelikefalin clinical programs anticipated within current financial runway – – Topline results from Part A of KIND 1 Phase 3 atopic dermatitis trial

November 13, 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) November 13, 2023 CARA THERAPEUTIC

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 13, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commissio

November 13, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents 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, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER 001-36279 CARA THERAPEUTICS, INC

November 2, 2023 EX-99.1

Cara Therapeutics Announces up to $40.0 Million Non-Dilutive Financing Agreement with HealthCare Royalty Transaction supports progression of late-stage oral difelikefalin clinical programs Non-dilutive capital expected to extend cash runway into 2025

Exhibit 99.1 Cara Therapeutics Announces up to $40.0 Million Non-Dilutive Financing Agreement with HealthCare Royalty Transaction supports progression of late-stage oral difelikefalin clinical programs Non-dilutive capital expected to extend cash runway into 2025 STAMFORD, Conn., November 2, 2023 – Cara Therapeutics, Inc. (Nasdaq: CARA), a commercial-stage biopharmaceutical company leading a new t

November 2, 2023 8-K

Regulation FD Disclosure, 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) November 1, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

August 7, 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) August 7, 2023 CARA THERAPEUTICS,

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 7, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

August 7, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents 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, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER 001-36279 CARA THERAPEUTICS, INC. (Ex

August 7, 2023 EX-99.1

Cara Therapeutics Reports Second Quarter 2023 Financial Results – 2Q23 total revenue of $6.9M including collaborative revenue of $5.4M from the Company’s share of profit of KORSUVA® (difelikefalin) injection – – Demand for KORSUVA injection accelerat

Exhibit 99.1 Cara Therapeutics Reports Second Quarter 2023 Financial Results – 2Q23 total revenue of $6.9M including collaborative revenue of $5.4M from the Company’s share of profit of KORSUVA® (difelikefalin) injection – – Demand for KORSUVA injection accelerating with 46% increase in vial orders quarter to quarter – – 2024 ESRD PPS proposed rule suggests additional funding for TDAPA-designated

August 7, 2023 EX-10.1

Agreement of Lease dated May 11, 2023 by and between 400 Atlantic Joint Venture LLC and SLJ Atlantic Stamford LLC (tenants-in-common) and Cara Therapeutics, Inc.

Exhibit 10.1 EXECUTION AGREEMENT OF LEASE Between 400 ATLANTIC JOINT VENTURE LLC AND SLJ ATLANTIC STAMFORD LLC (tenants-in-common) as Landlord - and - CARA THERAPEUTICS, INC., as Tenant 400 ATLANTIC STREET, STAMFORD, CONNECTICUT Dated as of May 11, 2023 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 ARTICLE 2 DEMISE; PREMISES; TERM; RENEWAL OPTION 4 ARTICLE 3 AS-IS CONDITION OF THE PREMISES 6 ARTI

August 7, 2023 EX-99.1

Corporate Presentation August 2023

Exhibit 99.1 Corporate Presentation August 2023 2 Forward - Looking Statements Statements contained in this presentation regarding matters that are not historical facts are "forward - looking statements" withi n the meaning of the Private Securities Litigation Reform Act of 1995. Examples of these forward - looking statements include statements concerning the Company’s ability to successfully comm

August 7, 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) August 7, 2023 CARA THERAPEUTICS,

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 7, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

August 7, 2023 EX-10.2

Amended and Restated Non-Employee Director Compensation Policy

Exhibit 10.2 CARA THERAPEUTICS, INC. AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR COMPENSATION POLICY (AS AMENDED ON APRIL 1, 2023) Equity: · Initial option grant upon joining the board: Black-Scholes value of $350,000 · Annual equity awards granted on the date of each annual meeting of stockholders (for directors continuing as directors following the annual meeting): For the Chairperson or Lead Ind

August 3, 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) August 2, 2023 CARA THERAPEUTICS,

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 2, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

August 3, 2023 EX-99.1

Cara Therapeutics Appoints Helen M. Boudreau to Board of Directors

Exhibit 99.1 Cara Therapeutics Appoints Helen M. Boudreau to Board of Directors STAMFORD, Conn., August 3, 2023 – Cara Therapeutics, Inc. (Nasdaq: CARA), a commercial-stage biopharmaceutical company leading a new treatment paradigm to improve the lives of patients suffering from pruritus, today announced the appointment of Helen M. Boudreau to its Board of Directors. Ms. Boudreau has more than 30

July 25, 2023 EX-99.(A)

IDENTIFICATION OF MEMBERS OF THE GROUP Vifor (International) Ltd. Vifor Fresenius Medical Care Renal Pharma Ltd. CSL Limited

EX-99.(A) Exhibit A IDENTIFICATION OF MEMBERS OF THE GROUP Vifor (International) Ltd. Vifor Fresenius Medical Care Renal Pharma Ltd. CSL Limited

July 25, 2023 SC 13G/A

CARA / Cara Therapeutics Inc / Vifor (International) Ltd - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Cara Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 140755109 (CUSIP Number) July 25, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

July 25, 2023 EX-99.(B)

JOINT FILING AGREEMENT

EX-99.(B) Exhibit B JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1)(iii) of the Securities Exchange Act of 1934, as amended, each of the undersigned agree to the joint filing on behalf of each of them of the Statement on Schedule 13G/A filed herewith (and any amendments thereto), relating to the common stock, par value $0.001 per share, of Cara Therapeutics, Inc. This Joint Filing Agreement ma

June 2, 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): June 1, 2023 CARA THERAPEUTICS, I

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, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fi

May 15, 2023 EX-99.1

Cara Therapeutics Reports First Quarter 2023 Financial Results – 1Q23 total revenue of $6.2M including collaborative revenue of $2.8M from the Company’s share of profit of KORSUVA® (difelikefalin) injection – – Acceleration in demand for KORSUVA inje

Exhibit 99.1 Cara Therapeutics Reports First Quarter 2023 Financial Results – 1Q23 total revenue of $6.2M including collaborative revenue of $2.8M from the Company’s share of profit of KORSUVA® (difelikefalin) injection – – Acceleration in demand for KORSUVA injection as evidenced by total vial sales more than doubling quarter to quarter – – Three late-stage oral difelikefalin clinical programs pr

May 15, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents 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, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER 001-36279 CARA THERAPEUTICS, INC. (E

May 15, 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) May 15, 2023 CARA THERAPEUTICS, IN

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 15, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fil

May 15, 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) May 15, 2023 CARA THERAPEUTICS, IN

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 15, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fil

May 15, 2023 EX-99.1

Corporate Presentation May 2023

Exhibit 99.1 Corporate Presentation May 2023 2 Forward - Looking Statements Statements contained in this presentation regarding matters that are not historical facts are "forward - looking statements" withi n the meaning of the Private Securities Litigation Reform Act of 1995. Examples of these forward - looking statements include statements concerning the Company’s ability to successfully commerc

April 20, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION 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

April 20, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION 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

March 23, 2023 EX-99.1

Corporate Presentation March 2023

Exhibit 99.1 Corporate Presentation March 2023 2 Forward - Looking Statements Statements contained in this presentation regarding matters that are not historical facts are "forward - looking statements" withi n the meaning of the Private Securities Litigation Reform Act of 1995. Examples of these forward - looking statements include statements concerning the Company’s ability to successfully comme

March 23, 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) March 23, 2023 CARA THERAPEUTICS,

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 23, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

March 10, 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) March 10, 2023 CARA THERAPEUTICS,

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 10, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

March 6, 2023 S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter)

As filed with the Securities and Exchange Commission on March 6, 2023 Registration No.

March 6, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

Table of Contents 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, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER: 001-36279 CARA THERAPEUTICS, INC. (Exact

March 6, 2023 EX-99.1

Cara Therapeutics Announces Fourth Quarter and Full Year 2022 Financial Results – 4Q22 total revenue was $3.3 million including collaborative revenue of $1.1 million from the Company’s share of profit of KORSUVA®(difelikefalin) injection; FY22 revenu

Exhibit 99.1 Cara Therapeutics Announces Fourth Quarter and Full Year 2022 Financial Results – 4Q22 total revenue was $3.3 million including collaborative revenue of $1.1 million from the Company’s share of profit of KORSUVA®(difelikefalin) injection; FY22 revenue was $41.9 million including collaborative revenue of $16.6 million – – Positive momentum across first four EU launches; Global rollout

March 6, 2023 EX-FILING FEES

Filing Fee Table

EX-FILING FEES 4 tm238430d1ex-filingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-8 CARA THERAPEUTICS, INC. (Exact Name of Registrant as Specified in its Charter) Security Type Security Class Title Fee Calculation Rule(1) Amount Registered(2) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common St

March 6, 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) March 6, 2023 CARA THERAPEUTICS, I

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 6, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fi

February 9, 2023 SC 13G/A

CARA / Cara Therapeutics Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Cara Therapeutics Inc. Title of Class of Securities: Common Stock CUSIP Number: 140755109 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed

January 9, 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 9, 2023 CARA THERAPEUTICS,

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 9, 2023 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

January 9, 2023 EX-99.1

J.P. Morgan Healthcare Conference January 9, 2023

EX-99.1 2 tm232520d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 J.P. Morgan Healthcare Conference January 9, 2023 2 Forward - Looking Statements Statements contained in this presentation regarding matters that are not historical facts are "forward - looking statements" withi n the meaning of the Private Securities Litigation Reform Act of 1995. Examples of these forward - looking statements include state

November 18, 2022 SC 13G

CARA / Cara Therapeutics Inc / Bain Capital Life Sciences Opportunities III, LP - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.

November 7, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

November 7, 2022 EX-99.1

Cara Therapeutics Reports Third Quarter 2022 Financial Results – Net revenue was $16.2M for 3Q22 including profit-sharing revenue of $7.4M from KORSUVA® (difelikefalin) injection – – Strong demand for KORSUVA injection driven by large dialysis organi

Exhibit 99.1 Cara Therapeutics Reports Third Quarter 2022 Financial Results – Net revenue was $16.2M for 3Q22 including profit-sharing revenue of $7.4M from KORSUVA® (difelikefalin) injection – – Strong demand for KORSUVA injection driven by large dialysis organizations with ~180,000 vials shipped – – FDA meeting scheduled in 4Q22 to discuss potential pivotal program in notalgia paresthetica – – C

November 7, 2022 EX-99.1

Cara Therapeutics NOVEMBER 2022

Exhibit 99.1 Cara Therapeutics NOVEMBER 2022 Forward Looking Statements Statements contained in this presentation regarding matters that are not historical facts are "forward - looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 . Examples of these forward - looking statements include statements concerning the Company?s ability to successfully commerciali

November 7, 2022 8-K

Regulation FD Disclosure, 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) November 7, 2022 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

November 7, 2022 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 7, 2022 CARA THERAPEUTICS

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 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

November 3, 2022 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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) November 1, 2022 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

November 3, 2022 EX-99.1

Cara Therapeutics Announces Appointment of Lisa von Moltke, M.D., to its Board of Directors

Exhibit 99.1 Cara Therapeutics Announces Appointment of Lisa von Moltke, M.D., to its Board of Directors STAMFORD, Conn., November 3, 2022 ? Cara Therapeutics, Inc. (Nasdaq: CARA), a commercial-stage biopharmaceutical company leading a new treatment paradigm to improve the lives of patients suffering from pruritus, today announced the appointment of Lisa von Moltke, M.D., to its Board of Directors

September 12, 2022 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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) September 12, 2022 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commissi

September 12, 2022 EX-99.1

Cara Therapeutics Appoints Ryan Maynard as Chief Financial Officer

Exhibit 99.1 Cara Therapeutics Appoints Ryan Maynard as Chief Financial Officer STAMFORD, Conn., Sept. 12, 2022 ? Cara Therapeutics, Inc. (Nasdaq: CARA), a commercial-stage biopharmaceutical company leading a new treatment paradigm to improve the lives of patients suffering from pruritus, today announced the appointment of Ryan Maynard as Chief Financial Officer (CFO), effective immediately. As a

September 12, 2022 EX-10.1

Offer Letter with Ryan Maynard

Exhibit 10.1 August 25, 2022 Mr. Ryan Maynard 254 Canoe Hill Road New Canaan, CT 06840 Dear Ryan: It is my pleasure to offer you the position of Chief Financial Officer at Cara Therapeutics, Inc. (the ?Company?) under the terms stated herein (the ?Agreement?). In this position, you will be a strategic partner to the President and Chief Executive Officer (the ?CEO?) and will work closely with the C

August 8, 2022 EX-99.1

Cara Therapeutics CORPORATE PRESENTATION AUGUST 2022

Exhibit 99.1 Cara Therapeutics CORPORATE PRESENTATION AUGUST 2022 Forward Looking Statements Statements contained in this presentation regarding matters that are not historical facts are "forward - looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 . Examples of these forward - looking statements include statements concerning the Company?s ability to suc

August 8, 2022 8-K

Regulation FD Disclosure, 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) August 8, 2022 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

August 8, 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) August 8, 2022 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

August 8, 2022 EX-10.2

License Agreement by and between Cara Therapeutics, Inc. and Vifor Fresenius Medical Care Renal Pharma Ltd.

EXHIBIT 10.2 Certain portions of this exhibit (indicated by ?[***]?) have been excluded pursuant to Item 601(b)(10) of Regulation S-K because they are both not material and are the type that the registrant treats as private or confidential. ? LICENSE AGREEMENT BY AND BETWEEN CARA THERAPEUTICS, INC. AND VIFOR FRESENIUS MEDICAL CARE RENAL PHARMA LTD. MAY 17, 2018 ? ? LICENSE AGREEMENT This LICENSE A

August 8, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

August 8, 2022 EX-99.1

Cara Therapeutics Reports Second Quarter 2022 Financial Results – Net revenue was $23M for 2Q 2022 comprised of profit-sharing revenue of $8M from KORSUVA™ (difelikefalin) injection and a $15M milestone payment from the European Commission approval o

Exhibit 99.1 Cara Therapeutics Reports Second Quarter 2022 Financial Results – Net revenue was $23M for 2Q 2022 comprised of profit-sharing revenue of $8M from KORSUVA™ (difelikefalin) injection and a $15M milestone payment from the European Commission approval of Kapruvia® (difelikefalin) – – KOMFORT Phase 2 trial met primary endpoint in notalgia paresthetica, validating potential broad utility o

June 30, 2022 EX-99.1

Cara Therapeutics Announces Positive Topline Results from KOMFORT Phase 2 Trial of Oral Difelikefalin for the Treatment of Pruritus in Patients with Notalgia Paresthetica – Study achieved primary endpoint of Worst Itch-Numeric Rating Scale score chan

Exhibit 99.1 Cara Therapeutics Announces Positive Topline Results from KOMFORT Phase 2 Trial of Oral Difelikefalin for the Treatment of Pruritus in Patients with Notalgia Paresthetica – Study achieved primary endpoint of Worst Itch-Numeric Rating Scale score change from baseline at Week 8 (p=0.001) – – Onset of action seen at Week 1 and sustained through Week 8 – – Statistical significance achieve

June 30, 2022 EX-99.2

KOMFORT Phase 2 Topline Data: Oral Difelikefalin for Pruritus in Notalgia Paresthetica JUNE 2022 The KOMFORT Phase 2 study evaluated the efficacy and safety of oral difelikefalin for moderate to severe pruritus in adult su bje cts with notalgia pares

Exhibit 99.2 KOMFORT Phase 2 Topline Data: Oral Difelikefalin for Pruritus in Notalgia Paresthetica JUNE 2022 The KOMFORT Phase 2 study evaluated the efficacy and safety of oral difelikefalin for moderate to severe pruritus in adult su bje cts with notalgia paresthetica (NP). Oral difelikefalin is an investigational drug product and its safety and efficacy have not been fully evaluated by any regu

June 30, 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): June 28, 2022 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

June 30, 2022 EX-99.3

Cara Therapeutics CORPORATE PRESENTATION JUNE 2022

Exhibit 99.3 Cara Therapeutics CORPORATE PRESENTATION JUNE 2022 Forward Looking Statements Statements contained in this presentation regarding matters that are not historical facts are "forward - looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of these forward - looking statements include statements concerning the Company?s ability to succes

June 7, 2022 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 2, 2022 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fi

June 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): May 27, 2022 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fi

May 9, 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 9, 2022 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission File

May 9, 2022 EX-10.1

Amended and Restated Non-Employee Director Compensation Policy

EXHIBIT 10.1 Cara Therapeutics, Inc. Amended and Restated Non-Employee Director Compensation Policy (Effective Upon the 2022 Annual Meeting of Stockholders) Equity: ? Initial option grant upon joining the board: Black-Scholes value of $350,000 ? Annual equity awards granted on the date of each annual meeting of stockholders (for directors continuing as directors following the annual meeting): For

May 9, 2022 S-3/A

As filed with the Securities and Exchange Commission on May 9, 2022

? As filed with the Securities and Exchange Commission on May 9, 2022 Registration No.

May 9, 2022 CORRESP

Cara Therapeutics, Inc. 4 Stamford Plaza 107 Elm Street, 9th Floor Stamford, Connecticut 06902

Cara Therapeutics, Inc. 4 Stamford Plaza 107 Elm Street, 9th Floor Stamford, Connecticut 06902 May 9, 2022 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Michael Davis Re: Cara Therapeutics, Inc. Registration Statement on Form S-3 (File No. 333-263165), as amended by Amendment No. 1 Request for Acceleration of Effec

May 9, 2022 EX-99.1

Cara Therapeutics Reports First Quarter 2022 Financial Results KORSUVA™ (difelikefalin) injection U.S. commercial launch began in April 2022 and is tracking to expectation Kapruvia® (difelikefalin) approved by European Commission for the treatment of

Exhibit 99.1 Cara Therapeutics Reports First Quarter 2022 Financial Results KORSUVA? (difelikefalin) injection U.S. commercial launch began in April 2022 and is tracking to expectation Kapruvia? (difelikefalin) approved by European Commission for the treatment of moderate-to-severe pruritus associated with chronic kidney disease in adult hemodialysis patients, triggering $15M milestone payment to

May 9, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

April 26, 2022 CORRESP

Cara Therapeutics, Inc. 4 Stamford Plaza 107 Elm Street, 9th Floor Stamford, Connecticut 06902

CORRESP 1 filename1.htm Cara Therapeutics, Inc. 4 Stamford Plaza 107 Elm Street, 9th Floor Stamford, Connecticut 06902 April 26, 2022 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Michael Davis Re: Request to Withdraw Acceleration Request of Cara Therapeutics, Inc., (the “Company”), dated April 22, 2022 for the Reg

April 22, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A 1 tm223566d2defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION 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 per

April 22, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION? 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

April 22, 2022 CORRESP

Cara Therapeutics, Inc. 4 Stamford Plaza 107 Elm Street, 9th Floor Stamford, Connecticut 06902

Cara Therapeutics, Inc. 4 Stamford Plaza 107 Elm Street, 9th Floor Stamford, Connecticut 06902 April 22, 2022 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Michael Davis Re: Cara Therapeutics, Inc. Registration Statement on Form S-3 (File No. 333-263165) Request for Acceleration of Effective Date Acceleration Reque

March 11, 2022 EX-99.1

Cara Therapeutics CORPORATE PRESENTATION MARCH 2022

Exhibit 99.1 Cara Therapeutics CORPORATE PRESENTATION MARCH 2022 Forward Looking Statements Statements contained in this presentation regarding matters that are not historical facts are "forward - looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of these forward - looking statements include statements concerning the expected timing of the ini

March 11, 2022 8-K

Regulation FD Disclosure, 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 11, 2022 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

March 1, 2022 EX-4.6

Form of Debt Securities Warrant Agreement and Warrant Certificate

Exhibit 4.6 CARA THERAPEUTICS, INC. AND , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF CARA THERAPEUTICS, INC. FORM OF COMMON STOCK WARRANT AGREEMENT This Debt Securities Warrant Agreement (this ?Agreement?), dated as of [?], between Cara Therapeutics, Inc., a Delaware corporation (the ?Company?), and [?], a [corporation] [national banking association] organized and exist

March 1, 2022 EX-4.5

Form of Preferred Stock Warrant Agreement and Warrant Certificate

Exhibit 4.5 CARA THERAPEUTICS, INC. AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF CARA THERAPEUTICS, INC. FORM OF PREFERRED STOCK WARRANT AGREEMENT This Preferred Stock Warrant Agreement (this ?Agreement?), dated as of [?], between Cara Therapeutics, Inc., a Delaware corporation (the ?Company?), and [?], a [corporation] [national banking association] organized and ex

March 1, 2022 EX-4.2

Form of Debt Indenture between the Registrant and one or more trustees to be named

Exhibit 4.2 Cara Therapeutics, Inc., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [?], 20 Debt Securities TABLE OF CONTENTS Page Article 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 Article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee?s Certificate 7 Sec

March 1, 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 1, 2022 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission Fi

March 1, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

March 1, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 CARA THERAPEUTICS, INC. (Exact Name of Registrant as Specified in its Charter) Security Type Security Class Title Fee Calculation Rule(3) Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(4) Equity Common Stock, $0.001 par value per share 457 (h) 1,604,424 (2) $ 1

March 1, 2022 EX-1.2

Open Market Sale Agreement, dated March 1, 2022, between the Registrant and Jefferies LLC

Exhibit 1.2 OPEN MARKET SALE AGREEMENTSM March 1, 2022 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Cara Therapeutics, Inc., a Delaware corporation (the ?Company?), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the ?Agent?), shares of the Company?s common st

March 1, 2022 S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter)

As filed with the Securities and Exchange Commission on March 1, 2022 Registration No.

March 1, 2022 S-3

Power of Attorney (included on signature page)

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 1, 2022 Registration No.

March 1, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 CARA THERAPEUTICS, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forwa

March 1, 2022 EX-10.13

Form of Retention Agreement

Exhibit 10.13 [Cara Therapeutics Letterhead] December 15, 2021 ? [NAME] ? RE:Retention Agreement Dear [NAME]: In recognition of all of your contributions to Cara Therapeutics, Inc. (the ?Company?) to date and your key role in the future success of the Company, we are excited to offer you the retention incentives described below pursuant to the terms and conditions set forth in this agreement (the

March 1, 2022 EX-10.14

Cara Therapeutics, Inc. Severance Plan and Form of Participation Agreement

Exhibit 10.14 ? CARA THERAPEUTICS, INC. SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION ? APPROVED BY THE BOARD OF DIRECTORS: October 28, 2021 1.Introduction. The purpose of this Cara Therapeutics, Inc. Severance Plan (the ?Plan?) is to provide assurances of specified severance benefits to eligible executives of the Company whose employment is terminated by the Company or a successor under certain cir

March 1, 2022 EX-99.1

Cara Therapeutics Reports Fourth Quarter and Full Year 2021 Financial Results KORSUVA™ (difelikefalin) injection U.S. commercial launch on track for April 2022 with extensive pre-launch activities completed Initiation of Oral KORSUVA (difelikefalin)

Exhibit 99.1 Cara Therapeutics Reports Fourth Quarter and Full Year 2021 Financial Results KORSUVA? (difelikefalin) injection U.S. commercial launch on track for April 2022 with extensive pre-launch activities completed Initiation of Oral KORSUVA (difelikefalin) Phase 3 pruritus programs in non-dialysis dependent advanced chronic kidney disease and atopic dermatitis expected in 1Q 2022 Phase 3 pro

March 1, 2022 EX-4.4

Form of Common Stock Warrant Agreement and Warrant Certificate

Exhibit 4.4 CARA THERAPEUTICS, INC. AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF CARA THERAPEUTICS, INC. FORM OF COMMON STOCK WARRANT AGREEMENT This Common Stock Warrant Agreement (this ?Agreement?), dated as of [?], between Cara Therapeutics, Inc., a Delaware corporation (the ?Company?), and [?], a [corporation] [national banking association] organized and existing un

February 15, 2022 SC 13G/A

CARA / Cara Therapeutics Inc / FIRST MANHATTAN CO Passive Investment

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

February 14, 2022 SC 13G/A

CARA / Cara Therapeutics Inc / RHO Ventures VI LP Passive Investment

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

February 9, 2022 SC 13G

CARA / Cara Therapeutics Inc / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Cara Therapeutics Inc. Title of Class of Securities: Common Stock CUSIP Number: 140755109 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b) ☐ 

January 10, 2022 EX-99.1

Cara Therapeutics J.P. MORGAN 2022 CHRISTOPHER A. POSNER PRESIDENT & CEO

Exhibit 99.1 Cara Therapeutics J.P. MORGAN 2022 CHRISTOPHER A. POSNER PRESIDENT & CEO Forward Looking Statements Statements contained in this presentation regarding matters that are not historical facts are "forward - looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of these forward - looking statements include statements concerning the Compa

January 10, 2022 8-K

Regulation FD Disclosure, 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) January 10, 2022 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

December 21, 2021 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): December 15, 2021 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commissi

December 20, 2021 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): December 20, 2021 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commissi

December 20, 2021 EX-99.1

Cara Therapeutics Announces CMS Grants TDAPA to KORSUVA™ (difelikefalin) Injection KORSUVA receives TDAPA reimbursement beginning April 2022 U.S. commercial launch on track for early second quarter 2022

Exhibit 99.1 Cara Therapeutics Announces CMS Grants TDAPA to KORSUVA? (difelikefalin) Injection KORSUVA receives TDAPA reimbursement beginning April 2022 U.S. commercial launch on track for early second quarter 2022 Stamford, Conn. Dec. 20, 2021 ? Cara Therapeutics, Inc. (Nasdaq: CARA) today announced that the U.S. Centers for Medicare & Medicaid Services (CMS) has granted Transitional Drug Add-On

November 8, 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 8, 2021 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

November 8, 2021 EX-99.1

Cara Therapeutics Reports Third Quarter 2021 Financial Results – KORSUVA™ (CR845/difelikefalin) injection Approved as First and Only Treatment for Chronic Kidney Disease-associated Pruritus (CKD-aP) in Adult Hemodialysis Patients by U.S. Food and Dru

Exhibit 99.1 Cara Therapeutics Reports Third Quarter 2021 Financial Results ? KORSUVA? (CR845/difelikefalin) injection Approved as First and Only Treatment for Chronic Kidney Disease-associated Pruritus (CKD-aP) in Adult Hemodialysis Patients by U.S. Food and Drug Administration (FDA) ? ? Christopher Posner Appointed President and Chief Executive Officer Effective November 9th, 2021 ? ? Conference

November 8, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

November 8, 2021 EX-10.1

API Commercial Supply Agreement between Cara Therapeutics, Inc. and Polypeptide Laboratories S.A.

EXHIBIT 10.1 CERTAIN PORTIONS OF THIS EXHIBIT (INDICATED BY ***) HAVE BEEN EXCLUDED PURSUANT TO ITEM 601(B)(10) OF REGULATION S-K BECAUSE THEY ARE BOTH NOT MATERIAL AND ARE THE TYPE THAT THE COMPANY TREATS AS PRIVATE AND CONFIDENTIAL. API COMMERCIAL SUPPLY AGREEMENT ? THIS API COMMERCIAL SUPPLY AGREEMENT (this ?Agreement?) is entered into and effective as of July, 5th, 2021 (the ?Effective Date?)

November 3, 2021 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): October 28, 2021 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commissio

November 3, 2021 EX-10.2

Separation Agreement with Derek Chalmers

EX-10.2 3 tm2131541d1ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 October 28, 2021 Modified November 1, 2021 VIA EMAIL Derek Chalmers Re:     Separation Agreement Dear Derek: We have mutually agreed that you will transition as CEO and this letter sets forth the substance of the Separation Agreement (the “Separation Agreement” or “Agreement”) which Cara Therapeutics, Inc. (the “Company”) is offering to aid

November 3, 2021 EX-10.1

Employment Agreement with Christopher Posner

Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the ?Agreement?) is entered into effective October 29, 2021 (the ?Effective Date?), by and between Chris Posner (?Executive?) and Cara Therapeutics, Inc. (the ?Company?). WHEREAS, the Company desires to employ Executive and, in connection therewith, to compensate Executive for Executive?s personal services to the Comp

November 3, 2021 EX-99.1

Cara Therapeutics Announces CEO Transition – Current Cara director and accomplished commercial dermatology executive, Christopher Posner, appointed as new President and Chief Executive Officer as Company prepares to launch KORSUVA™ (difelikefalin) in

Exhibit 99.1 Cara Therapeutics Announces CEO Transition ? Current Cara director and accomplished commercial dermatology executive, Christopher Posner, appointed as new President and Chief Executive Officer as Company prepares to launch KORSUVA? (difelikefalin) injection for the treatment of moderate-to-severe pruritus in hemodialysis patients ? STAMFORD, Conn., November 3, 2021 - Cara Therapeutics

October 21, 2021 SC 13G/A

CARA / Cara Therapeutics Inc / Vifor (International) Ltd - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cara Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 140755109 (CUSIP Number) October 20, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

August 31, 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): August 30, 2021 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

August 23, 2021 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): August 23, 2021 CARA THERAPEUTICS

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 23, 2021 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

August 23, 2021 EX-99.1

Stamford, Conn. and St. Gallen, Switzerland, 23 August 2021

Exhibit 99.1 Press Release Cara Therapeutics and Vifor Pharma announce U.S. FDA approval of KORSUVA? (difelikefalin) injection for the treatment of moderate-to-severe pruritus in hemodialysis patients ? First and only therapy approved by the FDA for the treatment of pruritus associated with chronic kidney disease (CKD-aP) in adults undergoing hemodialysis ? Promotional launch of KORSUVA? injection

August 12, 2021 EX-99.1

Targeting Pruritus with First - In - Class Therapeutics AUGUST 12 TH , 2021

Exhibit 99.1 Targeting Pruritus with First - In - Class Therapeutics AUGUST 12 TH , 2021 2 Confidential. For internal use only. Forward Looking Statements Statements contained in this presentation regarding matters that are not historical facts are "forward - looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of these forward - looking statemen

August 12, 2021 8-K

Regulation FD Disclosure, 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) August 12, 2021 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission

August 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) August 9, 2021 CARA THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-36279 75-3175693 (State or other jurisdiction of incorporation) (Commission F

August 9, 2021 EX-99.1

Cara Therapeutics Reports Second Quarter 2021 Financial Results – New Drug Application (NDA) Filing for KORSUVA™ Injection in CKD-aP under Priority Review by U.S. Food and Drug Administration (FDA); PDUFA Target Action Date August 23, 2021 – – Confer

EX-99.1 2 tm2124523d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Cara Therapeutics Reports Second Quarter 2021 Financial Results – New Drug Application (NDA) Filing for KORSUVA™ Injection in CKD-aP under Priority Review by U.S. Food and Drug Administration (FDA); PDUFA Target Action Date August 23, 2021 – – Conference call today at 4:30 p.m. ET – STAMFORD, Conn., August 9, 2021 – Cara Therapeutics, Inc.

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