Sensei Biotherapeutics, Inc.

Sensei Biotherapeutics, Inc. has entered into a Sales Agreement with TD Securities (USA) LLC to establish an At-The-Market (ATM) offering program. This program allows the company to sell shares of its common stock with an aggregate offering price of up to $150,000,000. Additionally, 24,435.594 shares of Series B Non-Voting Convertible Preferred Stock automatically converted into an equal number of common shares, increasing the total outstanding common stock to 25,778,754 shares as of June 15, 2026.

Sensei Biotherapeutics, Inc. announced its rebranding to Faeth Therapeutics, Inc., effective June 15, 2026, with its common stock set to trade under the new ticker "FTH" on Nasdaq from June 16, 2026. The company also appointed Anand Parikh as Chairman, President, and CEO, and Brian Stephenson as CFO, effective June 13, 2026, and strengthened its board with two new directors. This follows stockholder approval for the conversion of Series B preferred stock, which brought in approximately $200 million from a private placement, and the termination of a prior sales agreement with Jefferies LLC. The company is now focused on advancing PIKTOR, an oral therapy, with Phase 2 data expected in H2 2026.

Sensei Biotherapeutics' stockholders approved a significant increase in authorized common stock from 12.5 million to 300 million shares. They also approved the 2026 Equity Incentive Plan, reserving 2,671,981 shares initially, and the 2026 Employee Stock Purchase Plan, reserving 267,198 shares initially, both with annual evergreen increases. Additionally, stockholders ratified the appointment of Deloitte & Touche LLP as auditor, re-elected two directors, and approved the issuance of shares for the conversion of Series B Non-Voting Convertible Preferred Stock, which could result in a change of control.

Sensei Biotherapeutics filed an Amendment No. 1 to its Annual Report on Form 10-K, primarily to update its business section following SEC comments. The company completed the acquisition of Faeth Therapeutics on February 17, 2026, and secured $200 million in private placement financing. Its lead program, PIKTOR, a multi-node inhibitor for the PI3K/AKT/mTOR pathway, is advancing with topline data from a Phase 2 endometrial cancer trial expected by year-end 2026 and a Phase 1b breast cancer trial recently initiated. The company highlights PIKTOR's differentiated profile, including its oral formulation, potentially improved tolerability, and broad anti-tumor impact.

Sensei Biotherapeutics, Inc. announced an update regarding the reconstitution of its board of directors. Dr. Karen Vousden's appointment to the Board will be delayed until later in 2026 due to personal reasons, with the Board intending to consider her appointment in the third or fourth quarter. Pending stockholder approval at the Annual Meeting on June 10, 2026, Bob Holmen is intended to be appointed as chair of the Nominating and Corporate Governance Committee, effective June 12, 2026. The Board has also approved a size of five directors as of that date.

Sensei Biotherapeutics, Inc. announced its Annual Meeting on June 10, 2026, where stockholders will vote on the conversion of Series B Non-Voting Convertible Preferred Stock into common stock. This conversion is significant as it will represent over 20% of outstanding common stock and trigger a change of control under Nasdaq Listing Rules. The company also filed unaudited pro forma financial information for the quarter ended March 31, 2026, reflecting this conversion, which shows a pro forma net loss of $(170.2) million and a pro forma net loss per common share of $(6.62).

Sensei Biotherapeutics acquired Faeth Therapeutics on February 17, 2026, for $145.8 million, concurrently raising $200 million in gross proceeds through a private placement of Series B Preferred Stock. This strategic move significantly bolstered the company's cash position to $202.8 million. However, the acquisition led to a substantial increase in net loss to $170.2 million for Q1 2026, primarily due to a $132.9 million expense for acquired in-process research and development. Despite the improved liquidity, the company disclosed substantial doubt about its ability to continue as a going concern.

Sensei Biotherapeutics reported a net loss of $170.2 million for the first quarter ended March 31, 2026, a significant increase from $6.9 million in the prior year, primarily due to $133.0 million in acquired IPR&D expenses related to the Faeth Therapeutics acquisition. The company's cash, cash equivalents, and marketable securities increased to $202.8 million, bolstered by a $200 million private placement. Sensei also provided a corporate update, including the dosing of the first patient in a Phase 1b/2 trial for PIKTOR in advanced breast cancer and anticipated topline Phase 2 data for PIKTOR in advanced endometrial cancer in the second half of 2026.

Sensei Biotherapeutics held its Annual Meeting to approve proposals related to its acquisition of Faeth Therapeutics, Inc. on February 17, 2026. The acquisition involved issuing Series B Preferred Stock convertible into 10,497,098 common shares. Concurrently, Sensei completed a $200 million private placement, issuing 14,440.395 Series B Preferred Stock shares. Post-transactions, Faeth equityholders and PIPE investors will own 40.6% and 54.5% of the common stock, respectively. The company plans to rebrand as Faeth Therapeutics, Inc. and trade under "FTH" upon stockholder and Nasdaq approval.

Sensei Biotherapeutics (SNSE) acquired Faeth Therapeutics on February 17, 2026, issuing Series B Preferred Stock convertible into 10.5M common shares. Concurrently, SNSE completed a $200 million private placement, issuing 14.4M Series B Preferred shares. Stockholders will vote on converting these shares, increasing authorized common stock to 300M, and approving new equity plans. If approved, the company plans to rebrand as Faeth Therapeutics, Inc. and trade under the symbol FTH.