Welcome to our dedicated page for Carisma Therapeutics SEC filings (Ticker: CARM), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Carisma Therapeutics Inc. (CARM) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures, which document both its historical operations as a clinical-stage biopharmaceutical company and its later transition toward delisting, deregistration, and wind down activities.
Through current reports on Form 8-K, Carisma has reported material events such as strategic restructuring, workforce reductions, program reprioritizations, amendments to its collaboration and license agreement with Moderna, and the termination of a planned merger with OrthoCellix, a subsidiary of Ocugen. These filings also describe the company’s efforts to monetize assets, its assessment of strategic alternatives, and its expectation that there may be limited or no meaningful cash available for distribution to stockholders in a potential wind down or dissolution.
Filings under Item 3.01 of Form 8-K outline Carisma’s noncompliance with Nasdaq listing standards, including bid price and market value requirements, the granting of temporary listing exceptions, and subsequent developments that led to the suspension of trading on Nasdaq and transfer to the OTCID market tier under the symbol CARM.
Two key documents on this page are the Form 25 and Form 15. The Form 25, filed in December 2025, notifies the SEC of the removal of Carisma’s common stock from listing and registration on Nasdaq, reflecting the company’s voluntary delisting decision. The Form 15, filed later in December 2025, certifies the termination of registration under Section 12(g) of the Securities Exchange Act of 1934 and the suspension of Carisma’s duty to file periodic reports under Sections 13 and 15(d). Together, these filings mark the company’s transition away from being an Exchange Act reporting issuer.
Investors can also review Carisma’s periodic reports (such as Forms 10-K and 10-Q, referenced in the 8-Ks) for historical details on its macrophage and monocyte engineering platform, oncology and fibrosis programs, collaboration revenues, and operating expenses. While those full reports are not reproduced here, the 8-Ks and other filings frequently summarize key elements of the company’s financial position and strategic direction.
Stock Titan’s interface is designed to surface these filings in chronological order and to pair them with AI-generated highlights, helping readers quickly identify disclosures related to delisting, deregistration, collaboration amendments, executive changes, and other significant corporate events associated with the CARM ticker.
Carisma Therapeutics Inc. has submitted a Form 25 titled “Notification of Removal from Listing and/or Registration under Section 12(b) of the Securities Exchange Act of 1934” for its common stock on The Nasdaq Stock Market LLC. The filing identifies the affected security as common stock with $0.001 par value per share and is signed by Interim Chief Executive Officer Steven Kelly, dated December 15, 2025.
Carisma Therapeutics Inc. plans to fully exit public markets and wind down its business. The board approved a voluntary delisting of its common stock from Nasdaq and intends to file a Form 25 with the SEC on or about December 10, 2025, with delisting expected to become effective 10 days later. After that, the company plans to file a Form 15 to suspend and ultimately terminate its SEC reporting obligations.
The company is transitioning leadership to support an orderly wind down. Steven Kelly was appointed interim Chief Executive Officer and principal executive officer on a consulting basis through December 31, 2025, at a rate of $350 per hour. Effective January 1, 2026, Craig R. Jalbert will become Chief Executive Officer, President, Treasurer, Secretary, and the company’s principal executive, financial, and accounting officer, and a director, with compensation of $50,000 per year. Several directors and the Vice President of Finance are resigning, and the company highlights risks related to preserving cash, continuing as a going concern, and executing its planned orderly wind down.
Carisma Therapeutics (CARM) filed its Q3 report, highlighting a wind down strategy and going‑concern risk. The company reported $45.3 million in collaboration revenue in Q3, driven by recognition of deferred amounts and a $4.0 million one‑time payment from a September 16, 2025 amendment to its Moderna agreement. This produced net income of $44.7 million (EPS $1.07) for the quarter.
Cash and cash equivalents were $2.8 million as of September 30, 2025, and management stated substantial doubt about continuing as a going concern. Deferred revenue fell to zero from $45.0 million, total liabilities were $7.4 million, and stockholders’ deficit narrowed to $0.9 million.
The planned merger with OrthoCellix was terminated on September 16, 2025; Carisma recorded a $1.3 million receivable for a termination fee and expense reimbursement. Trading of its common stock on Nasdaq was suspended October 13, 2025, and shares now trade on the OTCID market. Carisma has ceased R&D, is pursuing asset monetizations, and is preparing an orderly wind down; it may file a Form 15 to suspend SEC reporting and notes it is unlikely a meaningful cash amount will be available for stockholder distribution.
Carisma Therapeutics (CARM) announced leadership changes aligned with an orderly wind down and asset monetization plan. The Company will terminate CEO Steven Kelly without cause effective November 15, 2025, and CSO Michael Klichinsky, Pharm.D., Ph.D., effective October 15, 2025. Each entered into separation agreements providing 12 months of base salary, a lump sum equal to 100% of 2025 target bonus pro‑rated to their departure dates, and taxable monthly payments for up to 12 months to offset health insurance costs: $3,757 for Mr. Kelly and $2,245 for Dr. Klichinsky.
The Company expects to appoint a consultant to serve as chief executive officer to manage remaining wind‑down activities. Directors John Hohneker, M.D., Briggs Morrison, M.D., and David Scadden, M.D., resigned effective October 15, 2025, and Mr. Kelly will resign from the Board effective November 15, 2025; the resignations were not due to disagreements with Company policies or practices.