Senti Biosciences, Inc.

Senti Holdings, a wholly owned subsidiary of Senti Biosciences Holdings, Inc., issued and sold $10.0 million in aggregate principal amount of Senior Secured Convertible Notes to Celadon Partners SPV 24 on May 20, 2026. This transaction was pursuant to a previously announced Securities Purchase Agreement. In connection with the notes, the company also entered into a Registration Rights Agreement, a Guarantee, and Voting Agreements, and appointed Acquiom Agency Services LLC as collateral agent. The filing also alludes to a potential future merger with a Celadon affiliate and a contingent value right for stockholders, potentially worth up to $60.0 million tied to SENTI-202 milestones.

Senti Biosciences reported its first quarter 2026 financial results, alongside significant business updates. The company received positive FDA feedback supporting a single-arm pivotal trial for potential registration of SENTI-202 in Relapsed/Refractory Acute Myeloid Leukemia (R/R AML). Senti Bio also secured a strategic financing vehicle for up to $40 million in senior secured convertible notes, with an initial $10 million tranche expected in May. Operational streamlining contributed to a substantially reduced quarterly net loss of $4.2 million and a lower cash burn of $7.5 million.

Senti Biosciences announced the successful completion of a Type B RMAT meeting with the FDA for SENTI-202, its CAR-NK cell therapy for relapsed/refractory acute myeloid leukemia (R/R AML). Following the meeting, the company plans to proceed with a single-arm, multi-center pivotal trial for potential registration. Exploratory analysis of Phase 1 data identified a "Donor X" attribute correlating with improved efficacy, showing a 50% composite complete remission (cCR) rate in patients receiving Donor X-derived cells, leading to a decision to use only Donor X material for future manufacturing. The therapy continues to show durable MRD-negative responses.

Senti Biosciences, Inc. entered into a Securities Purchase Agreement to issue and sell up to $40.0 million in aggregate principal amount of Senior Secured Convertible Notes in a private placement. The financing includes an initial $10.0 million tranche and a potential second tranche of up to $30.0 million, subject to Celadon's election and a contingent value right (CVR) transaction. The notes, issued to an investor affiliated with Celadon, the company's largest stockholder, mature in six months and require a 200% payment on outstanding principal. Proceeds will be used for general corporate purposes and to advance CMC and clinical trials for their product candidate, SENTI-202.

Senti Biosciences, Inc. completed a holding company reorganization on April 24, 2026, making the Company the successor registrant to Former Senti. This Amendment No. 1 to the Form 10-K updates and restates Items 10 through 14 of Part III, covering directors, executive officers, corporate governance, executive compensation, security ownership, related transactions, and principal accountant fees. New certifications from the CEO and CFO are filed as exhibits.

Senti Biosciences, Inc. filed Amendment No. 1 to its Form 10-K to include Part III information (Items 10, 11, 12, 13, and 14) as its definitive proxy statement will not be filed within 120 days of the fiscal year-end. The filing also notes the previously disclosed holding company reorganization on April 24, 2026, which made the Company the successor registrant. New certifications from the CEO and CFO are included, and the amendment details the company's corporate governance structure, executive compensation, and director compensation policies.

Senti Biosciences, Inc. filed a Form 10-K/A to amend its annual report, primarily to reflect a holding company reorganization completed on April 24, 2026. Under this reorganization, the former Senti Biosciences became a wholly-owned subsidiary of Senti Holdings, which is now a wholly-owned subsidiary of the Company. The amendment also updates details on directors, executive officers, corporate governance, and non-employee director compensation, including cash retainers and equity awards.

Senti Biosciences, Inc. completed its previously announced holding company reorganization on April 24, 2026. This involved a merger where Senti Biosciences became a wholly-owned subsidiary of Senti Holdings, which is a wholly-owned subsidiary of Senti Biosciences Holdings, Inc. As a result, Senti Biosciences Holdings, Inc. is now the successor issuer to Senti Biosciences, Inc.