Statistik Asas
| LEI | 213800GIDAARDSKOI827 |
| CIK | 1847903 |
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 Centessa Pharmaceuticals plc - Depositary Receipt (Common Stock)
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
| August 12, 2025 |
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, 2025 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporati |
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| August 12, 2025 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Financial Results and Business Highlights for the Second Quarter of 2025 Advancing a broad, potential best-in-class orexin receptor 2 (OX2R) agonist franchise, with key data readouts expected this year •ORX750 Phase 2a CRYSTAL-1 study for the treatment of narcolepsy type 1 (NT1), narcolepsy type 2 (NT2) and idiopathic hypersomnia (IH) on track with dat |
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| August 12, 2025 |
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) x 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| June 20, 2025 |
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 20, 2025 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporation |
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| June 17, 2025 |
Exhibit 99.1 Centessa Pharmaceuticals Announces Clearance of Investigational New Drug Application (IND) for ORX142, a Novel Orexin Receptor 2 (OX2R) Agonist; Clinical Data in Acutely Sleep-Deprived Healthy Volunteers Planned for this Year BOSTON and LONDON, June 16, 2025 - Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage pharmaceutical company, today announced that the U.S. Food and D |
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| June 17, 2025 |
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 16, 2025 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporation |
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| May 29, 2025 |
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 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporation) |
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| May 28, 2025 |
cnta-20241231 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ 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( |
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| May 14, 2025 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Financial Results and Business Highlights for the First Quarter of 2025 Advancing a broad, potential best-in-class orexin receptor 2 (OX2R) agonist franchise, with key data readouts expected this year •ORX750 Phase 2a CRYSTAL-1 study for the treatment of narcolepsy type 1 (NT1), narcolepsy type 2 (NT2) and idiopathic hypersomnia (IH) on track with data |
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| May 14, 2025 |
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) x 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00 |
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| May 14, 2025 |
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 14, 2025 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporation) |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant □ Check the appropriate box: □ Preliminary Proxy Statement □ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| April 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| March 24, 2025 |
Exhibit 107.1 CALCULATION OF REGISTRATION FEE Form S-8 (Form Type) Centessa Pharmaceuticals plc (Exact name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Share(5) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary shares, nom |
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| March 24, 2025 |
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 24, 2025 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporatio |
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| March 24, 2025 |
ACTIVE/124996018.3 Dated 2024 CENTESSA PHARMACEUTICALS (OREXIA) LIMITED AND THE PARTICIPANTS AND CENTESSA PHARMACEUTICALS PLC AND CENTESSA PHARMACEUTICALS (UK) LIMITED DEED OF NOVATION AND AMENDMENT AND RESTATEMENT relating to THE INCENTIVISATION DEED relating to CENTESSA PHARMACEUTICALS (OREXIA) LIMITED 18 December ACTIVE/124996018.3 DATED as of the date first written above PARTIES (1) CENTESSA P |
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| March 24, 2025 |
As filed with the Securities and Exchange Commission on March 24, 2025 As filed with the Securities and Exchange Commission on March 24, 2025 Registration No. |
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| March 24, 2025 |
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) x 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-404 |
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| March 24, 2025 |
LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of December 30, 2024 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, VA 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1. |
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| March 24, 2025 |
Description of Registrant’s Securities. Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description is a summary of the material terms and provisions of the registered securities of Centessa Pharmaceuticals plc (the “Company,” “we,” “us,” and “our”) including our American Depositary Shares (“ADSs”), each representing one ordinary share, nominal valu |
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| March 24, 2025 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Business Highlights and Financial Results for the Fourth Quarter and Full-Year 2024 •Advancing a broad, potential best-in-class orexin receptor 2 (OX2R) agonist franchise with key data readouts expected in 2025 ◦ORX750 Phase 2a CRYSTAL-1 study for the treatment of narcolepsy type 1 (NT1), narcolepsy type 2 (NT2) and idiopathic hypersomnia (IH) well und |
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| March 24, 2025 |
Employment Agreement, dated as of March 30, 2022, between the Registrant and Iqbal Hussain. ACTIVE/115394910.5 UK EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made by and between Centessa Pharmaceuticals plc (referred to herein as the “Company”) and Iqbal Hussain (the “Executive”) and is effective as of March 30, 2022 (the “Effective Date”). This Agreement (including all schedules and exhibits attached hereto) supersedes in all respects all prior agreements betwee |
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| March 24, 2025 |
EXECUTION VERSION Genmab Matter Number: 63646 1 License Agreement between Genmab A/S as Genmab and Centessa Pharmaceuticals (UK) Limited as Centessa EXECUTION VERSION i Genmab Matter Number: 59205 CONTENTS 1. |
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| March 24, 2025 |
Dated 2024 LOCKBODY THERAPEUTICS LTD AND THE PARTICIPANTS AND CENTESSA PHARMACEUTICALS PLC AND CENTESSA PHARMACEUTICALS (UK) LIMITED DEED OF NOVATION AND AMENDMENT AND RESTATEMENT relating to THE INCENTIVISATION DEED relating to LOCKBODY THERAPEUTICS LTD 18 March DATED as of the date first written above PARTIES (1) LOCKBODY THERAPEUTICS LTD (formerly known as Ultrahuman Six Limited), a private com |
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| March 24, 2025 |
CENTESSA PHARMACEUTICALS PLC INSIDER TRADING POLICY This memorandum sets forth the policy of Centessa Pharmaceuticals plc and its subsidiaries (collectively, the “Company”) regarding trading in the Company’s securities as described below and the disclosure of information concerning the Company. |
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| March 24, 2025 |
Subsidiaries of the registrant. Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Centessa Pharmaceuticals (UK) Limited England and Wales ApcinteX Limited England and Wales Z Factor Limited England and Wales Centessa Pharmaceuticals Holdings Inc. Delaware Centessa Biosciences, Inc. Delaware Centessa Pharmaceuticals, LLC. Delaware |
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| February 21, 2025 |
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 14, 2025 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorpora |
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| February 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (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 For the transition period from to Commiss |
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| January 8, 2025 |
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 8, 2025 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporati |
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| January 8, 2025 |
January 2025 Corporate Overview 2 DISCLAIMER AND FORWARD LOOKING STATEMENTS 2 This presentation has been prepared by Centessa Pharmaceuticals plc (the “Company”) for informational purposes only and not for any other purpose. |
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| December 30, 2024 |
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 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorpora |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) Centessa Pharmaceuticals PLC (Name of Issuer) Ordinary Shares, nominal value £0.002 per share (Title of Class of Securities) 152309100 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d |
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| November 14, 2024 |
SC 13G/A 1 sc13ga207422cnta11142024.htm AMENDMENT NO. 2 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 2)1 Centessa Pharmaceuticals plc (Name of Issuer) Ordinary Shares, nom |
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| November 12, 2024 |
November 2024 Corporate Overview 2 DISCLAIMER AND FORWARD LOOKING STATEMENTS 2 This presentation has been prepared by Centessa Pharmaceuticals plc (the “Company”) for informational purposes only and not for any other purpose. |
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| November 12, 2024 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Financial Results for the Third Quarter of 2024 and Provides Business Update •Announced additional interim data from ongoing Phase 1 clinical study of ORX750, a novel orexin receptor 2 (OX2R) agonist, in acutely sleep-deprived healthy volunteers that further support best-in-class potential of ORX750 in narcolepsy type 1 (NT1), narcolepsy type 2 (NT2), |
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| November 12, 2024 |
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) x 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 12, 2024 |
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 12, 2024 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorpora |
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| October 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (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 For the transition period from to Commission f |
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| September 13, 2024 |
Exhibit 99.2 Centessa Pharmaceuticals Announces Pricing of Upsized $225,000,000 Public Offering of American Depositary Shares September 12, 2024 BOSTON and LONDON, September 12, 2024 (GLOBE NEWSWIRE) — Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage pharmaceutical company that aims to discover and develop medicines that are transformational for patients, today announced the pricing o |
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| September 13, 2024 |
Underwriting Agreement dated September 12, 2024 Exhibit 1.1 CENTESSA PHARMACEUTICALS PLC 15,254,237 AMERICAN DEPOSITARY SHARES REPRESENTING 15,254,237 ORDINARY SHARES, NOMINAL VALUE £0.002 PER SHARE UNDERWRITING AGREEMENT September 12, 2024 September 12, 2024 Goldman Sachs & Co. LLC Leerink Partners LLC c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 c/o Leerink Partners LLC 1301 Avenue of the Americas 5th Floor New Yo |
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| September 13, 2024 |
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, 2024 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorpor |
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| September 13, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Centessa Pharmaceuticals plc (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 Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Ordinary shares, nominal value £0. |
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| September 13, 2024 |
Exhibit 99.1 Centessa Pharmaceuticals Announces $150,000,000 Proposed Public Offering of American Depositary Shares September 11, 2024 BOSTON and LONDON, September 10, 2024 (GLOBE NEWSWIRE) — Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage pharmaceutical company that aims to discover and develop medicines that are transformational for patients, today announced that it has commenced a |
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| September 13, 2024 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-282032 PROSPECTUS SUPPLEMENT (to Prospectus dated September 11, 2024) 15,254,237 American Depositary Shares Representing 15,254,237 Ordinary Shares Centessa Pharmaceuticals plc We are offering 15,254,237 of American Depositary Shares (“ADSs”) each ADS representing one ordinary share, nominal value £0.002 per share. ADSs repres |
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| September 11, 2024 |
SUBJECT TO COMPLETION, DATED SEPTEMBER 11, 2024 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-282032 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. A registration statement relating to the securities has been declared effective by the Securities and Exchange Commission. This preliminary prospectus supplement and accompanying prospectus are n |
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| September 11, 2024 |
As filed with the Securities and Exchange Commission on September 11, 2024 Table of Contents As filed with the Securities and Exchange Commission on September 11, 2024 Registration Statement No. |
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| September 11, 2024 |
Form of Senior Debt Security (included in Exhibit 4.4 hereto) Exhibit 4.4 CENTESSA PHARMACEUTICALS PLC TO Trustee Indenture Dated as of , 20 Senior Debt Securities TABLE OF CONTENTS Page ARTICLE ONE—DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 2 SECTION 101. Definitions 2 SECTION 102. Compliance Certificates and Opinions 8 SECTION 103. Form of Documents Delivered to Trustee 9 SECTION 104. Acts of Holders 9 SECTION 105. Notices, etc., to Trus |
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| September 11, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Centessa Pharmaceuticals plc (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 Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Ordinary shares, nominal value £0. |
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| September 11, 2024 |
Form of Subordinated Debt Security (included in Exhibit 4.6 hereto) Exhibit 4.6 CENTESSA PHARMACEUTICALS PLC TO Trustee Indenture Dated as of , 20 Subordinated Debt Securities TABLE OF CONTENTS Page ARTICLE ONE—DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 2 SECTION 101. Definitions 2 SECTION 102. Compliance Certificates and Opinions 10 SECTION 103. Form of Documents Delivered to Trustee 10 SECTION 104. Acts of Holders 11 SECTION 105. Notices, etc., to T |
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| September 10, 2024 |
Exhibit 99.2 Corporate Overview September 10, 2024 2 DISCLAIMER AND FORWARD LOOKING STATEMENTS This presentation has been prepared by Centessa Pharmaceuticals plc (the “Company”) for planned clinical trials; our ability to obtain adequate financing, including through our financing facility informational purposes only and not for any other purpose. This presentation does not contain all the with Ob |
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| September 10, 2024 |
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 10, 2024 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorpor |
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| September 10, 2024 |
Exhibit 99.1 Centessa Announces Positive Interim Phase 1 Clinical Data with its Novel Orexin Receptor 2 (OX2R) Agonist, ORX750, in Acutely Sleep-Deprived Healthy Volunteers • 2.5 mg dose restored normative wakefulness with mean sleep latency of 32 minutes as measured by the Maintenance of Wakefulness Test (MWT) • Favorable safety and tolerability profile with no observations of frequently reported |
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| August 13, 2024 |
d June 5, 2024, between the Registrant and John Crowley DB1/ 147697253.1 1 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made by and between Centessa Pharmaceuticals LLC (the “Company”) and John Crowley, C.P.A. (the “Executive”) and is effective as of June 5, 2024 (the “Effective Date”). This Agreement supersedes in all respects all prior agreements between the Executive and the Company regarding the subject matter herein. WHEREA |
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| August 13, 2024 |
DB1/ 147675912.1 Employee Confidentiality, Assignment, Nonsolicitation and Noncompetition Agreement In consideration and as a condition of the commencement of my employment by Centessa Pharmaceuticals LLC (the “Company”), I enter into this Employee Confidentiality, Assignment, Nonsolicitation and Noncompetition Agreement (this “Agreement”) with the Company and agree as follows: 1. Proprietary Info |
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| August 13, 2024 |
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 13, 2024 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporati |
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| August 13, 2024 |
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) x 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| August 13, 2024 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Financial Results and Business Highlights for the Second Quarter of 2024 •Company advancing pipeline of potential best-in-class orexin receptor 2 (OX2R) agonists –Initiated Phase 1 clinical study with ORX750 being developed for sleep-wake disorders; Safety and efficacy data in acutely sleep-deprived healthy volunteers assessed using Maintenance of Wake |
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| June 25, 2024 |
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 25, 2024 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporation |
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| June 10, 2024 |
Exhibit 99.1 Centessa Pharmaceuticals Strengthens Executive Leadership with Appointment of John Crowley CPA, as Chief Financial Officer and Gregory Weinhoff MD MBA, as Chief Business Officer | Source: Centessa Pharmaceuticals plc Share BOSTON and LONDON, June 10, 2024 (GLOBE NEWSWIRE) — Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage pharmaceutical company that aims to discove |
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| June 10, 2024 |
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 5, 2024 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporation) |
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| May 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| May 13, 2024 |
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) x 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00 |
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| May 13, 2024 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Financial Results and Business Highlights for the First Quarter of 2024 •Hemophilia Program: Ongoing registrational PRESent-2 and PRESent-3 studies of SerpinPC for the treatment of hemophilia B; PRESent-2 interim analysis planned in 2024 •Orexin Agonist Program: Cleared IND and initiated Phase 1 first-in-human clinical trial of ORX750, a highly potent |
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| May 13, 2024 |
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 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporation) |
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| May 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant □ Check the appropriate box: □ Preliminary Proxy Statement □ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| April 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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| April 25, 2024 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement 333-265978 PROSPECTUS SUPPLEMENT (to Prospectus dated July 12, 2022) 10,810,810 American Depositary Shares Representing 10,810,810 Ordinary Shares Centessa Pharmaceuticals plc We are offering 10,810,810 American Depositary Shares (“ADSs”) each ADS representing one ordinary share, nominal value £0. |
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| April 24, 2024 |
Exhibit 99.1 Centessa Pharmaceuticals Announces $100 Million Proposed Public Offering of American Depositary Shares April 23, 2024 BOSTON and LONDON, April 23, 2024 — Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage pharmaceutical company that aims to discover and develop medicines that are transformational for patients, today announced that it has commenced an underwritten public off |
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| April 24, 2024 |
Exhibit 99.2 Centessa Pharmaceuticals Announces Pricing of $100 Million Public Offering of American Depositary Shares BOSTON and LONDON, April 23, 2024 — Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage pharmaceutical company that aims to discover and develop medicines that are transformational for patients, today announced the pricing of an underwritten public offering of 10,810,810 |
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| April 24, 2024 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): April 23, 2024 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporatio |
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| April 24, 2024 |
Underwriting Agreement dated April 23, 2024 Exhibit 1.1 CENTESSA PHARMACEUTICALS PLC 10,810,810 AMERICAN DEPOSITARY SHARES REPRESENTING 10,810,810 ORDINARY SHARES, NOMINAL VALUE £0.002 PER SHARE UNDERWRITING AGREEMENT April 23, 2024 April 23, 2024 Goldman Sachs & Co. LLC Leerink Partners LLC c/o Goldman Sachs & Co. LLC 200 West Street, New York, New York 10282-2198 c/o Leerink Partners LLC 1301 Avenue of the Americas 12th Floor New York, Ne |
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| April 23, 2024 |
SUBJECT TO COMPLETION, DATED APRIL 23, 2024 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-265978 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. A registration statement relating to the securities has been declared effective by the Securities and Exchange Commission. This preliminary prospectus supplement and accompanying prospectus are n |
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| April 22, 2024 |
Exhibit 99.1 Centessa Pharmaceuticals Announces Open IND for ORX750; Proof-of-Concept Data in Sleep-Deprived Healthy Volunteers Planned for 2H 2024 BOSTON & LONDON, April 22, 2024 – Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage pharmaceutical company that aims to discover and develop medicines that are transformational for patients, today announced that the U.S. Food and Drug Admin |
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| April 22, 2024 |
APRIL 22, 2024 Corporate Overview 2 DISCLAIMER AND FORWARD LOOKING STATEMENTS 2 This presentation has been prepared by Centessa Pharmaceuticals plc (the “Company”) for informational purposes only and not for any other purpose. |
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| April 22, 2024 |
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): April 22, 2024 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporatio |
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| March 28, 2024 |
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 28, 2024 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporatio |
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| March 28, 2024 |
As filed with the Securities and Exchange Commission on March 28, 2024 As filed with the Securities and Exchange Commission on March 28, 2024 Registration No. |
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| March 28, 2024 |
EXHIBIT 97 CENTESSA PHARMACEUTICALS PLC COMPENSATION RECOVERY POLICY Adopted as of December 1, 2023 Centessa Pharmaceuticals plc a public limited company organized under the laws of England and Wales (the “Company”), has adopted a Compensation Recovery Policy (this “Policy”) as described below. |
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| March 28, 2024 |
Employment Agreement, dated as of CERTAIN CONFIDENTIAL INFORMATION MARKED BY [***] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL STRICTLY PRIVATE AND CONFIDENTIAL Dated 1 October, 2021 Centessa Pharmaceuticals plc and David Grainger, PhD. |
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| March 28, 2024 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Business Highlights and Financial Results for the Fourth Quarter and Full-Year 2023 •Hemophilia Program: Ongoing registrational PRESent-2 and PRESent-3 studies of SerpinPC for the treatment of hemophilia B; PRESent-2 advancing toward interim analysis planned in 2024 •Orexin Agonist Program: Clinical proof-of-concept data for ORX750 in sleep-deprived he |
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| March 28, 2024 |
Exhibit 107.1 CALCULATION OF REGISTRATION FEE Form S-8 (Form Type) Centessa Pharmaceuticals plc (Exact name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Share(5) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary shares, nom |
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| March 28, 2024 |
Employment Agreement, dated as of CERTAIN CONFIDENTIAL INFORMATION MARKED BY [***] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made by and between Centessa Pharmaceuticals, Inc. |
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| March 28, 2024 |
Subsidiaries of the registrant. Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Centessa Pharmaceuticals (UK) Limited England and Wales ApcinteX Limited England and Wales Z Factor Limited England and Wales Morphogen-IX Limited England and Wales Capella Bioscience Ltd England and Wales LockBody Therapeutics Ltd England and Wales Orexia Therapeutics Limited England and Wales Centessa Pharmaceuticals Holdings Inc |
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| March 28, 2024 |
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) x 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-404 |
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| February 14, 2024 |
SC 13G/A 1 cnta13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Centessa Pharmaceuticals PLC (Name of Issuer) Ordinary Shares, nominal value £0.002 per share (Title of Class of Securities) 152309100 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check t |
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| February 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)1 Centessa Pharmaceuticals plc (Name of Issuer) Ordinary Shares, nominal value £0.002 per share (Title of Class of Securities) 152309100 (CU |
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| February 9, 2024 |
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 9, 2024 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporat |
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| February 9, 2024 |
SerpinPC in persons with severe haemophilia (PwH): updated results from a multicentre multi-part, first-in-human study T Baglin*, A Koch, I Mocanu+, L Makhaldiani$, J Huntington* *Centessa Pharmaceuticals plc, 1 Ashley Road, Altrincham, Cheshire, United Kingdom, WA14 2DT, Simbec-Orion Clinical Pharmacology, Merthyr Tydfil, CF48 4DR, United Kingdom, +Arensia Exploratory Medicine, Testemitanu Str. |
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| January 9, 2024 |
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, 2024 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporati |
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| January 9, 2024 |
January 2024 Corporate Overview This presentation has been prepared by Centessa Pharmaceuticals plc (the “Company”) for informational purposes only and not for any other purpose. |
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| December 11, 2023 |
Individual baseline and Part 5 ABRs are shown above. Baseline ABRs in grey and ABRs during treatment with SerpinPC in blue. Subjects with hemophilia B shown by hatched bars. All 20 patients had target joints before exposure to SerpinPC. At the end of Part 5 only 2 subjects still had a target joint. One subject still had 2 target joints and one subject who started with 3 had only 1. Total number of |
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| December 11, 2023 |
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): December 10, 2023 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorpora |
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| December 11, 2023 |
Exhibit 99.2 Centessa Pharmaceuticals Announces New Data from an Additional 52-Weeks of Continuous Treatment from Third Year (Part 5) of Ongoing Phase 2a Study of SerpinPC for the Treatment of Hemophilia •Part 5 data reinforces favorable safety and tolerability profile and long-term efficacy results for SerpinPC: –Median all-bleed ABR of 1.0, a 96% reduction from prospective baseline –No thromboem |
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| November 13, 2023 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Financial Results and Business Highlights for the Third Quarter of 2023 •SerpinPC: Ongoing registrational PRESent-2 and PRESent-3 studies for the treatment of hemophilia B; New data from ongoing Phase 2a study accepted for poster presentation at American Society of Hematology (ASH) Annual Meeting in December 2023 •ORX750: Preclinical data supporting po |
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| November 13, 2023 |
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) x 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 13, 2023 |
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 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorpora |
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| October 25, 2023 |
Exhibit 99.2 Centessa Pharmaceuticals Announces Preclinical Data Supporting ORX750’s Potential as a Best-in-Class Oral OX2R Agonist for the Treatment of Narcolepsy and Other Sleep-Wake Disorders •Preclinical data demonstrated significant activity at low doses of ORX750 in highly predictive translational models of Narcolepsy Type 1 (NT1) •ORX750 advancing in IND-enabling studies; Clinical proof of |
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| October 25, 2023 |
This presentation has been prepared by Centessa Pharmaceuticals plc (the “Company”) for informational purposes only and not for any other purpose. |
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| October 25, 2023 |
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): October 25, 2023 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporat |
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| August 24, 2023 |
Exhibit 99.1 ORX750, an oral selective orexin receptor 2 agonist, promotes wakefulness and reduces cataplexy in the orexin/ataxin-3 mouse S.W. Black, T. Steinfeld, K. Gibson, G.R. Ott, E. Ratti, D. Grainger, M.A. Accardi, D.S. Hartman Centessa Pharmaceuticals, Inc., Boston, MA, United States, Centessa Pharmaceuticals (Orexia) Limited, Altrincham, Cheshire, United Kingdom, Centessa Pharmaceuticals |
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| August 24, 2023 |
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 22, 2023 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporati |
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| August 14, 2023 |
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, 2023 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-40445 98-1612294 (State or other jurisdiction of incorporati |
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| August 14, 2023 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Financial Results and Business Highlights for the Second Quarter of 2023 •Enrollment and dosing ongoing in registrational study of SerpinPC for the treatment of hemophilia B •Enrollment and dosing ongoing in Phase 1/2a Study of LB101, a PD-L1xCD47 LockBody® for the treatment of solid tumors •IND-enabling activities advancing for ORX750, an oral selecti |
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| August 14, 2023 |
a081123irdeckfinal Corporate Overview AUGUST 2023 Asset-Centric. Patient-Centric. This presentation has been prepared by Centessa Pharmaceuticals plc (the “Company”) for informational purposes only and not for any other purpose. This presentation does not contain all the information that is or may be material to investors or potential investors and should not be considered as advice or a recommend |
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| August 14, 2023 |
Exhibit 10.1 AMENDMENT NO. 3 TO NOTE PURCHASE AGREEMENT This Amendment No. 3 to Note Purchase Agreement (this “Amendment”) is entered into by and among Centessa Pharmaceuticals plc, a public company incorporated under the laws of England & Wales (“Issuer”), the undersigned Guarantors (together with Issuer, the “Obligors”), Three Peaks Capital Solutions Aggregator Fund (“Purchaser”) and Cocoon SA L |
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| August 14, 2023 |
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) x 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| July 10, 2023 |
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 10, 2023 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporation |
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| July 10, 2023 |
Exhibit 99.1 Centessa Pharmaceuticals Announces Dosing of First Subject in Registrational PRESent-2 Study Evaluating SerpinPC for the Treatment of Hemophilia B without Inhibitors Enrollment progressing toward interim analysis planned when 36 subjects reach 12 weeks on treatment in Part 1 of study BOSTON and LONDON, July 10, 2023: Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage pharma |
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| June 22, 2023 |
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 22, 2023 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporation |
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| June 9, 2023 |
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 9, 2023 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporation) |
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| June 9, 2023 |
cntajune23irdeckfinal692 Corporate Overview JUNE 2023 Asset-Centric. Patient-Centric. This presentation has been prepared by Centessa Pharmaceuticals plc (the “Company”) for informational purposes only and not for any other purpose. This presentation does not contain all the information that is or may be material to investors or potential investors and should not be considered as advice or a recom |
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| May 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant □ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| May 22, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): May 22, 2023 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporation) |
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| May 22, 2023 |
Centessa Pharmaceuticals Receives Fast Track Designation from the U.S. FDA for SerpinPC for Hemophilia B BOSTON & LONDON, May 22, 2023 – Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage pharmaceutical company that aims to discover and develop medicines that are transformational for patients, today announced that the U.S. Food and Drug Administration (FDA) has granted Fast Track design |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant □ Check the appropriate box: □ Preliminary Proxy Statement □ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| May 12, 2023 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Financial Results and Business Highlights for the First Quarter of 2023 – Strong clinical momentum and cash runway into 2026 to support multiple clinical readouts across pipeline – •Advancing registration program for SerpinPC to treat hemophilia B; Enrolling subjects in PRESent-5, observational feeder study •Dosing subjects in ongoing Phase 1/2a clinic |
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| May 12, 2023 |
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) x 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00 |
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| May 12, 2023 |
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, 2023 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporation) |
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| March 30, 2023 |
Exhibit 107.1 CALCULATION OF REGISTRATION FEE Form S-8 (Form Type) Centessa Pharmaceuticals plc (Exact name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Share(5) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary shares, nom |
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| March 30, 2023 |
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 30, 2023 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporatio |
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| March 30, 2023 |
finalcntairdeckforwebsit Corporate Overview April 2023 Asset-Centric. Patient-Centric. This presentation has been prepared by Centessa Pharmaceuticals plc (the “Company”) for informational purposes only and not for any other purpose. This presentation does not contain all the information that is or may be material to investors or potential investors and should not be considered as advice or a reco |
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| March 30, 2023 |
Power of Attorney (included on signature page). S-8 As filed with the Securities and Exchange Commission on March 30, 2023 Registration No. |
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| March 30, 2023 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Recent Business Progress and Financial Results for the Fourth Quarter and Full-Year 2022 – Initiated registration program for SerpinPC to treat hemophilia B; Enrolling subjects in PRESent-5, observational study – – First subject dosed in Phase 1/2a clinical trial for LB101, a PD-L1xCD47 LockBody® to treat solid tumors; Preclinical data from second Lock |
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| March 30, 2023 |
Description of Registrant’s Securities. Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description is a summary of the material terms and provisions of the registered securities of Centessa Pharmaceuticals plc (the “Company,” “we,” “us,” and “our”) including our American Depositary Shares (“ADSs”), each representing one ordinary share, nominal valu |
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| March 30, 2023 |
Exhibit 10.21 AMENDMENT NO. 2 TO NOTE PURCHASE AGREEMENT This Amendment No. 2 to the Note Purchase Agreement (as defined below) (this “Amendment”) is entered into by and among Centessa Pharmaceuticals plc, a public company incorporated under the laws of England & Wales (“Issuer”), the undersigned Guarantors (together with Issuer, the “Obligors”), Three Peaks Capital Solutions Aggregator Fund (“Pur |
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| March 30, 2023 |
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) x 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-043 |
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| March 30, 2023 |
Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Centessa Pharmaceuticals (UK) Limited England and Wales ApcinteX Limited England and Wales Z Factor Limited England and Wales Morphogen-IX Limited England and Wales Capella Bioscience Ltd England and Wales LockBody Therapeutics Ltd England and Wales Orexia Therapeutics Limited England and Wales Inexia Limited England and Wales Janp |
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| March 30, 2023 |
Employment Agreement, dated as of March 30, 2022, between the registrant and David Chao. Exhibit 10.23 David Chao 5265 Sunset Drive Kansas City MO 64112 USA April 08, 2021 Re: Offer of Employment Dear David: On behalf of Centessa Pharmaceuticals, I am pleased to confirm our offer to employ you as Chief Administrative Officer. Centessa Pharmaceuticals, Inc. (the “U.S. Subsidiary”) is a wholly owned subsidiary of Centessa Pharmaceuticals Limited (“Parent”), a U.K. corporation (“Parent”) |
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| January 31, 2023 |
CNTA / Centessa Pharmaceuticals plc / Medicxi Growth I LP - SC 13G/A Passive Investment SC 13G/A 1 d438876dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* CENTESSA PHARMACEUTICALS PLC (Name of Issuer) Ordinary Shares, nominal value £0.002 per share (Title of Class of Securities) 152309100 (for American Depositary Shares, each representing 1 Ordinary Share) (CUSIP Number) December 3 |
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| January 27, 2023 |
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): January 27, 2023 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporat |
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| January 27, 2023 |
Sales Agreement, dated January 27, 2023, by and between the Company and SVB Securities LLC EX-1.1 2 d418242dex11.htm EX-1.1 Exhibit 1.1 CENTESSA PHARMACEUTICALS PLC $125,000,000 American Depositary Shares Representing $125,000,000 Ordinary Shares, Nominal Value £0.002 Per Share SALES AGREEMENT January 27, 2023 SVB SECURITIES LLC 1301 Avenue of the Americas, 12th Floor New York, New York 10019 Ladies and Gentlemen: Centessa Pharmaceuticals plc, a public limited company incorporated under |
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| January 27, 2023 |
Ordinary Shares represented by American Depositary Shares Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-265978 PROSPECTUS SUPPLEMENT (To prospectus dated July 12, 2022) $125,000,000 Ordinary Shares represented by American Depositary Shares We have entered into a sales agreement with SVB Securities LLC (“SVB Securities”) relating to the sale of American Depositary Shares (“ADSs”) offered by this prospectus supplement and the acco |
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| January 26, 2023 |
Exhibit 99.1 Centessa Pharmaceuticals Announces FDA Clearance of IND Application for Phase 1/2a Clinical Trial of LB101, First LockBody® Candidate, for Solid Tumors LB101 is a conditionally tetravalent PD-L1xCD47 LockBody bispecific monoclonal antibody, being developed for solid tumors BOSTON & LONDON, January 26, 2023 – Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage pharmaceutical |
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| January 26, 2023 |
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): January 26, 2023 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporat |
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| December 23, 2022 |
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 22, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorpora |
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| December 12, 2022 |
finalashserpinpc121022 SerpinPC in persons with severe hemophilia (PwH): long-term treatment from a multi- center, multi-part, first-in-human study T Baglin*, A Koch, I Mocanu+, L Makhaldiani$, J Huntington* *Centessa Pharmaceuticals plc, 1 Ashley Road, Altrincham, Cheshire, United Kingdom, WA14 2DT, Simbec-Orion Clinical Pharmacology, Merthyr Tydfil, CF48 4DR, United Kingdom, +Arensia Exploratory Medicine, Testemitanu Str. |
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| December 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): December 10, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorpora |
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| December 12, 2022 |
Exhibit 99.2 Centessa Pharmaceuticals Announces Additional 18-Months of Continued Treatment Data from Open-Label Extension (OLE) of Phase 2a Study of SerpinPC for Hemophilia –Oral presentation at American Society of Hematology (ASH) Annual Meeting highlights continued favorable safety and tolerability profile and sustained long-term efficacy results for SerpinPC: •93% reduction in median ABR for b |
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| November 23, 2022 |
CNTA / Centessa Pharmaceuticals plc / EcoR1 Capital, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) Centessa Pharmaceuticals PLC (Name of Issuer) Ordinary Shares, nominal value ?0.002 per share (Title of Class of Securities) 152309100 (CUSIP Number) November 14, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des |
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| November 10, 2022 |
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 10, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorpora |
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| November 10, 2022 |
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) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 10, 2022 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Financial Results and Business Highlights for the Third Quarter of 2022 ? Company highlights three significant near-term milestones ? ? Pivotal program for SerpinPC in hemophilia B advancing; PRESent-5 observation study on track to begin this quarter ? ? Data readout of SerpinPC Phase 2a OLE Study with additional 18-months of continued subcutaneous tre |
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| October 14, 2022 |
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 13, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporat |
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| October 6, 2022 |
Exhibit 3.1 THE COMPANIES ACT 2006 PUBLIC COMPANY LIMITED BY SHARES ARTICLES OF ASSOCIATION of CENTESSA PHARMACEUTICALS PLC (REGISTERED NUMBER: 12973576) (Adopted on 2 June 2021 by a special resolution passed on 20 May 2021) TABLE OF CONTENTS 1. Applicability of the Model Articles 1 2. Definitions and Interpretation 1 3. Form of Resolution 3 4. Capital 4 5. Limited Liability 4 6. Change of Name 4 |
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| October 6, 2022 |
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): October 6, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporati |
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| September 12, 2022 |
Corporate Overview Asset-Centric. Patient-Centric. This presentation has been prepared by Centessa Pharmaceuticals plc (the ?Company?) for informational purposes only and not for any other purpose. This presentation does not contain all the information that is or may be material to investors or potential investors and should not be considered as advice or a recommendation to investors or potential |
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| September 12, 2022 |
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): September 12, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorpor |
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| August 10, 2022 |
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 10, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporati |
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| August 10, 2022 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Financial Results and Business Highlights for the Second Quarter of 2022; Provides Program Update for ZF874 ?Registrational studies of SerpinPC for treatment of Hemophilia B planned for 2H of 2022 ? ?Oncology pipeline advancing with novel LockBody? technology ? ?Announces discontinuation of ZF874 for AATD ? ?Multiple clinical PoC readouts expected acro |
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| August 10, 2022 |
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) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| July 8, 2022 |
Centessa Pharmaceuticals plc 3rd Floor, 1 Ashley Rd, Altrincham, Cheshire, United Kingdom, WA14 2DT Centessa Pharmaceuticals plc 3rd Floor, 1 Ashley Rd, Altrincham, Cheshire, United Kingdom, WA14 2DT July 8, 2022 Via EDGAR Transmission United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| July 8, 2022 |
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 1, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporation) |
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| July 1, 2022 |
As filed with the Securities and Exchange Commission on July 1, 2022 Table of Contents As filed with the Securities and Exchange Commission on July 1, 2022 Registration Statement No. |
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| July 1, 2022 |
Form of Senior Debt Security (included in Exhibit 4.4 hereto) Exhibit 4.4 CENTESSA PHARMACEUTICALS PLC TO Trustee Indenture Dated as of , 20 Senior Debt Securities TABLE OF CONTENTS Page ARTICLE ONE?DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 2 SECTION 101. Definitions 2 SECTION 102. Compliance Certificates and Opinions 8 SECTION 103. Form of Documents Delivered to Trustee 9 SECTION 104. Acts of Holders 9 SECTION 105. Notices, etc., to Trustee an |
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| July 1, 2022 |
Form of Subordinated Debt Security (included in Exhibit 4.6 hereto) Exhibit 4.6 CENTESSA PHARMACEUTICALS PLC TO Trustee Indenture Dated as of , 20 Subordinated Debt Securities TABLE OF CONTENTS Page ARTICLE ONE?DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 2 SECTION 101. Definitions 2 SECTION 102. Compliance Certificates and Opinions 10 SECTION 103. Form of Documents Delivered to Trustee 10 SECTION 104. Acts of Holders 11 SECTION 105. Notices, etc., to T |
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| July 1, 2022 |
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 1, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporation) |
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| July 1, 2022 |
Centessa Pharmaceuticals Announces Appointment of Dr. Mathias Hukkelhoven to its Board of Directors Exhibit 99.1 Centessa Pharmaceuticals Announces Appointment of Dr. Mathias Hukkelhoven to its Board of Directors BOSTON and LONDON, July 1, 2022 ? Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage pharmaceutical company with a Research & Development (?R&D?) innovation engine that aims to discover, develop and ultimately deliver impactful medicines to patients, today announced the appoi |
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| July 1, 2022 |
Exhibit 107.1 CALCULATION OF REGISTRATION FEE Form S-3 (Form Type) Centessa Pharmaceuticals plc (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(2) Proposed Maximum Offering Price Per Share (3) Maximum Aggregate Offering Price Fee Rate Amount of Re |
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| July 1, 2022 |
Exhibit 107.1 CALCULATION OF REGISTRATION FEE Form S-8 (Form Type) Centessa Pharmaceuticals plc (Exact name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Share(5) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Ordinary shares, nom |
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| July 1, 2022 |
As filed with the Securities and Exchange Commission on July 1, 2022 As filed with the Securities and Exchange Commission on July 1, 2022 Registration No. |
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| June 30, 2022 |
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 30, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporation |
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| June 16, 2022 |
Exhibit 99.1 Joint Filing Agreement The undersigned hereby agree that the Statement on Schedule 13G dated June 16, 2022 with respect to the Ordinary Shares, nominal value ?0.002 per share, of Centessa Pharmaceuticals plc, incorporated under the laws of England and Wales, and any further amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersign |
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| June 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )1 Centessa Pharmaceuticals plc (Name of Issuer) Ordinary Shares, nominal value £0.002 per share (Title of Class of Securities) 152309100 (CUS |
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| June 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| June 2, 2022 |
centessacorporateovervie Corporate Overview JUNE 2022 This presentation has been prepared by Centessa Pharmaceuticals plc (the “Company”) for informational purposes only and not for any other purpose. |
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| June 2, 2022 |
Centessa Pharmaceuticals Makes Strategic Decision to Discontinue Clinical Development of Lixivaptan for Autosomal Dominant Polycystic Kidney Disease (ADPKD) - Decision based on reassessment of commercial potential of lixivaptan following recent observation of ALT/AST elevations in ALERT Study - - Discontinuation of lixivaptan development expected to significantly reduce cash burn and extend cash r |
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| June 2, 2022 |
Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, 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 2, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporation) |
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| May 23, 2022 |
cagm-def14a063022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ? 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 Rul |
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| May 16, 2022 |
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) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00 |
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| May 16, 2022 |
Exhibit 99.1 Centessa Pharmaceuticals Reports First Quarter 2022 Financial Results and Provides Business Updates ? Company advances innovative rare disease and immuno-oncology portfolio toward ?4x24? goal of four registrational programs in 2024 ? ? Poster presentation at ASCO 2022 to highlight LB101 preclinical data in solid tumors; IND planned for late 2022 ? ? ZF874 for AATD Phase 1 update on tr |
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| May 16, 2022 |
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 16, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporation) |
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| May 2, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission |
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| March 30, 2022 |
Exhibit 99.1 Centessa Pharmaceuticals Reports Fourth Quarter and 2021 Financial Results and Provides Business Update ? Company strengthens strategic focus on rare disease and immuno-oncology assets and details expected upcoming clinical milestones ? ? SerpinPC registration studies planned to begin in 2H 2022 following recent FDA meeting; initial focus on Hemophilia B with and without inhibitors ? |
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| March 30, 2022 |
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) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-043 |
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| March 30, 2022 |
Employment Agreement, dated as of March 30, 2022, between the registrant and Marella Thorell. Exhibit 10.32 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is made by and between Centessa Pharmaceuticals, Inc. (the ?U.S. Subsidiary?), a wholly owned subsidiary of Centessa Pharmaceuticals plc (?Parent?, with Parent, the U.S. Subsidiary and their respective subsidiaries and other affiliates referred to herein as the ?Company?) and Marella Thorell (the ?Executive?) and is ef |
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| March 30, 2022 |
Corporate Overview MARCH 2022 This presentation has been prepared by Centessa Pharmaceuticals plc (the ?Company?) for informational purposes only and not for any other purpose. |
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| March 30, 2022 |
Exhibit 10.5 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is made by and between Centessa Pharmaceuticals, Inc. (the ?U.S. Subsidiary?), a wholly owned subsidiary of Centessa Pharmaceuticals plc (?Parent?, with Parent, the U.S. Subsidiary and their respective subsidiaries and other affiliates referred to herein as the ?Company?) and Saurabh Saha (the ?Executive?) and is effect |
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| March 30, 2022 |
Exhibit 4.3 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description is a summary of the material terms of Centessa Therapeutics plc (the ?Company,? ?we,? ?us,? and ?our?) American Depositary Shares (?ADSs?), each representing one ordinary share, nominal value ?0.002 per share. This description also summarizes relevant |
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| March 30, 2022 |
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 30, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (State or other jurisdiction of incorporatio |
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| March 30, 2022 |
Exhibit 10.35 LEASE ONE FEDERAL, L.P., a Delaware Limited Partnership Landlord and CENTESSA PHARMACEUTICALS, INC., a Delaware corporation Tenant for Premises on 38th Floor One Federal Street Boston, Massachusetts February 7, 2022 -1- 4831-5426-5083, v. 6 ACTIVE/115967795.2 TABLE OF CONTENTS ARTICLE 1 BASIC LEASE PROVISIONS 1 ARTICLE 2 PREMISES; TERM; RENT 4 ARTICLE 3 USE AND OCCUPANCY 5 ARTICLE 4 |
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| March 30, 2022 |
EX-10.34 6 a202112311034oberlandamend.htm EX-10.34 Exhibit 10.34 AMENDMENT TO NOTE PURCHASE AGREEMENT AND WAIVER This Amendment to the Note Purchase Agreement (as defined below) and Waiver (this “Amendment”) is entered into by and among Centessa Pharmaceuticals plc, a public company incorporated under the laws of England & Wales (“Issuer”), the undersigned Guarantors (together with Issuer, the “Ob |
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| March 30, 2022 |
Exhibit 10.22 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is made by and between Centessa Pharmaceuticals, Inc. (the ?U.S. Subsidiaries?), a wholly owned subsidiary of Centessa Pharmaceuticals plc (?Parent?, with Parent, the US Subsidiary and their respective subsidiaries and other affiliates referred to herein as the ?Company?) and Gregory M. Weinhoff (the ?Executive?) and i |
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| March 14, 2022 |
Regulation FD Disclosure, Unregistered Sales of Equity Securities, Financial Statements and Exhibits 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): February 24, 2022 (February 18, 2022) CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 98-1612294 (St |
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| March 14, 2022 |
Centessa Pharmaceuticals Doses First Subject in Global Phase 3 ACTION Study of Lixivaptan in Autosomal Dominant Polycystic Kidney Disease BOSTON and LONDON, February 24, 2022 ? Centessa Pharmaceuticals plc (Nasdaq: CNTA) (the ?Company?), together with its subsidiary Palladio Biosciences, Inc. |
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| February 24, 2022 |
Regulation FD Disclosure, Unregistered Sales of Equity Securities, 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): February 24, 2022 (February 18, 2022) CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 Not applicable (State or other j |
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| February 24, 2022 |
Centessa Pharmaceuticals Doses First Subject in Global Phase 3 ACTION Study of Lixivaptan in Autosomal Dominant Polycystic Kidney Disease BOSTON and LONDON, February 24, 2022 ? Centessa Pharmaceuticals plc (Nasdaq: CNTA) (the ?Company?), together with its subsidiary Palladio Biosciences, Inc. |
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| February 16, 2022 |
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 16, 2022 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 Not applicable (State or other jurisdiction of incor |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Centessa Pharmaceuticals plc (Name of Issuer) Ordinal Shares, nominal value ?0.02 per share (Title of Class of Securities) 152309100(1) (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d |
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| February 14, 2022 |
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 11, 2022 (October 1, 2021) CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 Not applicable (State or other jur |
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| February 14, 2022 |
EXHIBIT 99.1 JOINT FILING AGREEMENT Each of the undersigned, pursuant to Rule 13d-1(k)(1) under the Act, hereby agrees and acknowledges that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of the Ordinary Shares and the information required by this Schedule 13G, to which this Agreement is attached as an e |
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| February 8, 2022 |
EX-99.1 Exhibit 99.1 Joint Filing Agreement The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each |
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| February 8, 2022 |
CNTA / Centessa Pharmaceuticals plc / Medicxi Growth I LP - SC 13G Passive Investment SC 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* CENTESSA PHARMACEUTICALS PLC (Name of Issuer) Ordinary Shares, nominal value £0.002 per share (Title of Class of Securities) 152309100 (for American Depositary Shares, each representing 1 Ordinary Share) (CUSIP Number) December 31, 2021 (Date of Event which Requ |
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| December 14, 2021 |
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): December 14, 2021 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 Not applicable (State or other jurisdiction of incor |
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| December 14, 2021 |
Centessa Pharmaceuticals Initiates Global Phase 3 ACTION Study of Lixivaptan in Autosomal Dominant Polycystic Kidney Disease, Reports Initial Positive Safety Data from ALERT Study, and Announces Notice of Allowance for Key Lixivaptan U. |
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| November 15, 2021 |
Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. |
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| November 15, 2021 |
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) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 15, 2021 |
Centessa Pharmaceuticals Announces Third Quarter 2021 Financial Results and Business Updates Centessa Pharmaceuticals Announces Third Quarter 2021 Financial Results and Business Updates ~ Announced positive topline data from proof-of-concept study of SerpinPC in severe hemophilia A and B subjects not on prophylaxis, demonstrating 88% reduction in median Annualized Bleeding Rate (?ABR?) for all bleeds and 94% reduction in median ABR for spontaneous joint bleeds in highest dose tested ~ ~ A |
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| November 15, 2021 |
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 15, 2021 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 Not applicable (State or other jurisdiction of incor |
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| November 1, 2021 |
Update for ZF874 Phase 1 Part B November 1, 2021 This presentation has been prepared by Centessa Pharmaceuticals plc (the ?Company?) for informational purposes only and not for any other purpose. |
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| November 1, 2021 |
Exhibit 99.1 Centessa Pharmaceuticals Demonstrates Proof-of-Mechanism from First Three PiMZ Subjects Dosed in Part B of Phase 1 Study Evaluating ZF874 ~ First demonstration that a pharmacological chaperone can provide sufficient functional Z-A1AT increases to potentially achieve greater than 11 micromolar levels in individuals with PiZZ genotype ~ ~ One subject with two-fold higher exposure experi |
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| November 1, 2021 |
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 1, 2021 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 Not applicable (State or other jurisdiction of incorp |
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| October 4, 2021 |
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 4, 2021 (October 1, 2021) CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 Not applicable (State or other juris |
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| October 4, 2021 |
Centessa Pharmaceuticals Announces $300 Million Financing Agreement with Oberland Capital ~ New $300 million facility, combined with Company?s cash balance as of June 30, 2021, provides access to over $900 million to advance development programs and enable pursuit of strategic business development opportunities ~ BOSTON & LONDON, October 4, 2021? Centessa Pharmaceuticals plc (?Centessa? or ?Company?) (Nasdaq: CNTA), a clinical-stage company leveraging its innovative asset-centric business model to discover, develop and ultimately deliver impactful medicines to patients, today announced that it has entered into a $300 million financing agreement with funds managed by Oberland Capital Management LLC (?Oberland Capital?). |
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| September 9, 2021 |
Centessa Pharmaceuticals Announces Positive Topline Data from Proof-of-Concept Study of SerpinPC in Severe Hemophilia A and B Patients Not on Prophylaxis ~ 88% reduction in median Annualized Bleeding Rate (ABR) for all bleeds and 94% reduction in median ABR for spontaneous joint bleeds in highest dose tested ~ ~ SerpinPC observed to be well-tolerated ~ ~ Company has initiated planning for global registrational program ~ ~ Conference call and webcast scheduled for today at 8:30 a. |
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| September 9, 2021 |
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): September 9, 2021 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 Not applicable (State or other jurisdiction of incor |
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| September 9, 2021 |
SEPTEMBER 9, 2021 SerpinPC Phase 2a Results Disclaimer This presentation has been prepared by Centessa Pharmaceuticals plc (the ?Company?) for informational purposes only and not for any other purpose. |
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| August 16, 2021 |
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) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| August 16, 2021 |
Centessa Pharmaceuticals Announces Second Quarter 2021 Financial Results and Business Updates ~ Successful completion of an initial public offering of American Depositary Shares raising gross proceeds of $379. |
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| August 16, 2021 |
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 16, 2021 CENTESSA PHARMACEUTICALS PLC (Exact name of Registrant, as specified in its charter) England and Wales 001-04321 Not applicable (State or other jurisdiction of incorpo |
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| June 11, 2021 |
As filed with the Securities and Exchange Commission on June 11, 2021 As filed with the Securities and Exchange Commission on June 11, 2021 Registration No. |
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| June 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Centessa Pharmaceuticals plc (Name of Issuer) Ordinary shares, par value UK?0.002 per share (Title of Class of Securities) 152309100 (CUSIP Number) Michael Gosk c/o General Atlantic Service Company, L.P. 55 East 52nd Street, 33rd Floor New York, New York 10055 (212) 715-40 |
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| June 1, 2021 |
16,500,000 American Depositary Shares Representing 16,500,000 Ordinary Shares Table of Contents Filed Pursuant to Rule 424(b)(4) Registration Nos. 333-255393 and 333-254739 16,500,000 American Depositary Shares Representing 16,500,000 Ordinary Shares This is an initial public offering of the American Depositary Shares, or the ADSs, of Centessa Pharmaceuticals plc. We are offering 16,500,000 ADSs. Each ADS represents one ordinary share, nominal value ?0.002 per share. Prior |
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| May 27, 2021 |
As filed with the Securities and Exchange Commission on May 27, 2021. S-1MEF 1 d123754ds1mef.htm S-1MEF As filed with the Securities and Exchange Commission on May 27, 2021. Registration No. 333- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CENTESSA PHARMACEUTICALS PLC (Exact Name of Registrant as Specified in Its Charter) England and Wales 2834 Not Applicable (State or Other Jurisdiction |
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| May 26, 2021 |
May 26, 2021 VIA EDGAR AND FEDERAL EXPRESS Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street N. |
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| May 26, 2021 |
As filed with the Securities and Exchange Commission on May 26, 2021. S-1/A 1 d123754ds1a.htm S-1/A As filed with the Securities and Exchange Commission on May 26, 2021. Registration No. 333-255393 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CENTESSA PHARMACEUTICALS PLC (Exact Name of Registrant as Specified in Its Charter) England and Wales 2834 Not Applicable (State o |
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| May 26, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 CENTESSA PHARMACEUTICALS PLC [?] AMERICAN DEPOSITARY SHARES REPRESENTING [?] ORDINARY SHARES, NOMINAL VALUE ?0.002 PER SHARE UNDERWRITING AGREEMENT [?], 2021 [?], 2021 Morgan Stanley & Co. LLC Goldman Sachs & Co. LLC Jefferies LLC Evercore Group L.L.C. c/o Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 c/o Goldman Sachs & Co. LLC 200 West Street, New York, New York 10282-219 |
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| May 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Centessa Pharmaceuticals plc (Exact name of registrant as specified in its charter) England and Wales Not applicable (State or other jurisdiction of Incorporation or organization) (I. |
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| May 25, 2021 |
VIA EDGAR May 25, 2021 Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street N. |
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| May 25, 2021 |
[Remainder of page left intentionally blank] CORRESP 1 filename1.htm VIA EDGAR May 25, 2021 Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: Irene Paik, Joe McCann, Tara Harkins and Dan Gordon Re: Centessa Pharmaceuticals plc Acceleration Request for Registration Statement on Form S-1 File No. 333-255393 Requested Date: May 27, 2021 Request |
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| May 24, 2021 |
Exhibit 4.1 DEPOSIT AGREEMENT by and among CENTESSA PHARMACEUTICALS PLC and CITIBANK, N.A., as Depositary, and THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of , 2021 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.1 ?ADS Record Date? 1 Section 1.2 ?Affiliate? 1 Section 1.3 ?American Depositary Receipt(s)?, ?ADR(s)? and ?Receipt(s)? 2 Section 1.4 ?Am |
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| May 24, 2021 |
EXHIBIT 10.33 Marella Thorell December 8, 2020, revised on December 11, 2020 Re: Offer of Employment Dear Marella: On behalf of United Medicines, I am pleased to confirm our offer to employ you as Senior Vice President?Finance, United Medicines Biopharma Limited (?Parent?) is a to-be-formed U.K. corporation that will be the parent company of a subsidiary that will be formed in the United States (t |
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| May 24, 2021 |
Exhibit 10.4 CENTESSA PHARMACEUTICALS PLC AMENDED AND RESTATED 2021 STOCK OPTION AND INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Centessa Pharmaceuticals plc Amended and Restated 2021 Stock Option and Incentive Plan (the ?Plan?). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of C |
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| May 24, 2021 |
Form of Deed of Indemnity between the registrant and each of its directors and executive officers. Exhibit 10.7 CENTESSA PHARMACEUTICALS PLC [Name of Director or Officer] [Address] [?] 2021 Dear [Name of Director or Officer], Centessa Pharmaceuticals plc (the ?Company?) and your role as a director/officer of the Company As you are aware the articles of association of the Company (the ?Articles?) contain provisions, at Article 143, granting an indemnity to the directors and officers of the Compa |
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| May 24, 2021 |
Exhibit 10.2 CENTESSA PHARMACEUTICALS PLC SENIOR EXECUTIVE CASH INCENTIVE BONUS PLAN 1. Purpose This Senior Executive Cash Incentive Bonus Plan (the ?Incentive Plan?) is intended to provide an incentive for superior work and to motivate eligible executives of Centessa Pharmaceuticals plc (company number 12973576) (the ?Company?) and its subsidiaries toward even higher achievement and business resu |
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| May 24, 2021 |
Exhibit 10.3 CENTESSA PHARMACEUTICALS PLC 2021 EMPLOYEE SHARE PURCHASE PLAN The purpose of the Centessa Pharmaceuticals plc 2021 Employee Share Purchase Plan (?the Plan?) is to provide eligible employees of Centessa Pharmaceuticals plc (formerly United Medicines Biopharma Limited) (company number 12973576) (the ?Company?) and each other Designated Company (as defined in Section 11) with opportunit |
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| May 24, 2021 |
As filed with the Securities and Exchange Commission on May 24, 2021. Table of Contents As filed with the Securities and Exchange Commission on May 24, 2021. |
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| May 21, 2021 |
Exhibit (a) DEPOSIT AGREEMENT by and among CENTESSA PHARMACEUTICALS PLC and CITIBANK, N. |
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| May 21, 2021 |
Exhibit (d) May 21, 2021 Citibank, N.A. ? ADR Department 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: We refer to the Registration Statement on Form F-6 (the ?Registration Statement?) to be filed with the Securities and Exchange Commission (the ?SEC?) by the legal entity created by the Deposit Agreement (as hereinafter defined) for the purpose of registering under the United |
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| May 21, 2021 |
As filed with the Securities and Exchange Commission on May 21, 2021 Registration No. |
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| May 20, 2021 |
Goodwin Procter LLP 100 Northern Avenue Boston, MA 02210 goodwinlaw.com +1 617 570 1000 FOIA CONFIDENTIAL TREATMENT REQUEST The entity requesting confidential treatment is Centessa Pharmaceuticals Limited CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. OMIT |
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| May 12, 2021 |
Exhibit 10.32 ASSIGNMENT AND BILL OF SALE THIS ASSIGNMENT AND BILL OF SALE (this ?Agreement?) is made as of December 20, 2017, by and among Advent Private Equity Fund III A, Advent Private Equity Fund III B, Advent Private Equity Fund III C, Advent Private Equity Fund III D, Advent Private Equity Fund III & Co KG, Advent Private Equity Fund III Affiliates, Advent Management III Limited Partnership |
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| May 12, 2021 |
Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), is made as of the 29 day of January, 2021, by and among United Medicines Biopharma Limited, a private company limited by shares incorporated in England with company number 12973576 and with its registered office at The Dorothy Hodgkin Building, Babraham Research Campus, Babraham, Cambridge, United Kin |
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| May 12, 2021 |
Exhibit 10.27 EXECUTION VERSION STOCK PURCHASE AGREEMENT BY AND AMONG CHIESI USA, INC., PALLADIO ACQUISITION SUB, INC. and PALLADIO BIOSCIENCES, INC. July 26, 2016 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 ARTICLE II PURCHASE AND SALE OF THE SHARES 13 Section 2.1 Agreement to Sell and Purchase 13 Section 2.2 Closing; Closing Deliveries 13 Section 2.3 Closing Consider |
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| May 12, 2021 |
Subsidiaries of the registrant. EX-21.1 12 d123754dex211.htm EX-21.1 Exhibit 21.1 SUBSIDIARIES Subsidiary Jurisdiction of Incorporation Centessa Limited England and Wales Centessa Pharmaceuticals, Inc. Delaware Palladio Biosciences, Inc. Delaware ApcinteX Limited England and Wales Pega-One S.A.S. France Z Factor Limited England and Wales Morphogen-IX Limited England and Wales Capella Bioscience Ltd England and Wales LockBody The |
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| May 12, 2021 |
Exhibit 10.31 ASSIGNMENT AND BILL OF SALE THIS ASSIGNMENT AND BILL OF SALE (this ?Agreement?) is made as of November 7, 2017, by and among Healthcare Ventures VII, L.P. (the ?Assignor??), and Palladio Biosciences, Inc., a Delaware corporation (the ?Assignee?). Capitalized terms used herein without definition shall have the respective meanings set forth in the Purchase Agreement (defined below). Ba |
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| May 12, 2021 |
Exhibit 10.29 EXECUTION VERSION ASSIGNMENT AND BILL OF SALE THIS ASSIGNMENT AND BILL OF SALE (this ?Agreement?) is made as of February 24, 2017, by and among Care Capital Investments II, LP and Care Capital Offshore Investments II, LP (collectively, the ?Assignors?), and Palladio Biosciences, Inc., a Delaware corporation (the ?Assignee?). Capitalized terms used herein without definition shall have |
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| May 12, 2021 |
Articles of Association of the registrant, as currently in effect. Exhibit 3.1 Private & Confidential THE COMPANIES ACT 2006 COMPANY LIMITED BY SHARES NEW ARTICLES OF ASSOCIATION of UNITED MEDICINES BIOPHARMA LIMITED (Company No. 12973576) (Adopted by a special resolution passed on 28 January 2021) TABLE OF CONTENTS Page 1. Introduction 3 2. Definitions 4 3. Share capital 13 4. Dividends 13 5. Liquidation preference 14 6. Exit provisions 15 7. Votes in general me |
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| May 12, 2021 |
Exhibit 10.28 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among CORNERSTONE THERAPEUTICS INC., COHESION MERGER SUB, INC., CARDIOKINE, INC. and SHAREHOLDER REPRESENTATIVE SERVICES LLC Dated as of December 28, 2011 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 1.1 Effective Time of the Merger 1 1.2 Closing 1 1.3 Effects of the Merger 2 1.4 Directors and Officers of the Surviving Corporatio |
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| May 12, 2021 |
Power of Attorney (included on signature page to this registration statement). Table of Contents As filed with the Securities and Exchange Commission on May 12, 2021. |
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| May 12, 2021 |
Exhibit 3.2 THE COMPANIES ACT 2006 PUBLIC COMPANY LIMITED BY SHARES ARTICLES OF ASSOCIATION of CENTESSA PHARMACEUTICALS PLC (REGISTERED NUMBER: 12973576) (Adopted by a special resolution passed on 2021) TABLE OF CONTENTS 1. Applicability of the Model Articles 1 2. Definitions and Interpretation 1 3. Form of Resolution 4 4. Capital 4 5. Limited Liability 4 6. Change of Name 4 7. Power to Attach Rig |
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| May 12, 2021 |
Exhibit 10.5 Saurabh Saha, MD, PhD November 19, 2020, revised on December 2, 2020 Re: Offer of Employment Dear Saurabh: On behalf of United Medicines, I am pleased to confirm our offer to employ you as Chief Executive Officer. United Medicines Biopharma Limited (?Parent?) is a to-be-formed U.K. corporation that will be the parent company of a subsidiary that will be formed in the United States (th |
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| May 12, 2021 |
Exhibit 10.30 EXECUTION VERSION ASSIGNMENT AND BILL OF SALE THIS ASSIGNMENT AND BILL OF SALE (this ?Agreement?) is made as of June, 2017, by and among Perseus-Soros BioPharmaceutical Fund Liquidating Trust (the ?Assignor?), and Palladio Biosciences, Inc., a Delaware corporation (the ?Assignee?). Capitalized terms used herein without definition shall have the respective meanings set forth in the Pu |
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| May 12, 2021 |
May 12, 2021 VIA EDGAR AND FEDERAL EXPRESS Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street N. |
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| May 11, 2021 |
CONFIDENTIAL TREATMENT REQUESTED BY CENTESSA PHARMACEUTICALS LIMITED Goodwin Procter LLP 100 Northern Avenue Boston, MA 02210 goodwinlaw.com +1 617 570 1000 FOIA CONFIDENTIAL TREATMENT REQUEST The entity requesting confidential treatment is Centessa Pharmaceuticals Limited CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. OMIT |
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| April 21, 2021 |
License Agreement dated January 2, 2020 (as amended) between Pega-One and Hoffman-la Roche. Exhibit 10.10 [####] Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. Execution Version License Agreement This Agreement is entered into with effect as of the Effective Date (as defined below) by and between F. Hoffmann-La Roche Ltd with an office and place of business at Grenz |
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| April 21, 2021 |
CORRESP 1 filename1.htm April 21, 2021 VIA EDGAR AND FEDERAL EXPRESS Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: Irene Paik, Joe McCann, Tara Harkins and Dan Gordon Re: Centessa Pharmaceuticals Ltd Draft Registration Statement on Form S-1 Submitted March 15, 2021 CIK No. 0001847903 Ladies an |
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| April 21, 2021 |
S-1 1 d123754ds1.htm S-1 Table of Contents As filed with the Securities and Exchange Commission on April 21, 2021. Registration No. 333- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CENTESSA PHARMACEUTICALS LIMITED* (Exact Name of Registrant as Specified in Its Charter) England and Wales 2834 Not Applicable (State or Oth |
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| April 21, 2021 |
Exhibit 10.12 EXHIBIT C Contingent Value Rights Agreement This CONTINGENT VALUE RIGHTS AGREEMENT, dated as of January 23, 2021 (this ?Agreement?), is entered into by and among Palladio Biosciences, Inc., a Delaware corporation ( ?Palladio?), Srini Akkaraju, solely in his capacity as the representative of the holders of the CVRs (the ?Holder Representative?), and United Medicines Biopharma Limited, |
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| April 21, 2021 |
Exhibit 10.14 [####] Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. Private & Confidential Dated 23 January 2021 CAPELLA BIOSCIENCE LTD AND THE SELLERS AND UNITED MEDICINES BIOPHARMA LIMITED CONTRIBUTION AGREEMENT TABLE OF CONTENTS Page 1. DEFINITIONS AND INTERPRETATION 1 2. |
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| April 21, 2021 |
[####] Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. |
