Crescent Biopharma Inc SEC Filings

Crescent Biopharma is registering up to 19,710,257 ordinary shares for resale by existing investors, not for a new capital raise. These “Resale Shares” include 13,664,251 shares sold in a December 8, 2025 private placement, 131,434 shares underlying related pre-funded warrants, and additional shares held by Fairmount Healthcare Fund II L.P., including stock underlying pre-funded warrants and Series A convertible preferred shares.

The company will not receive proceeds from any resale of these shares, but will receive nominal cash if the pre-funded warrants are exercised. As of December 31, 2025, Crescent had 27,556,767 ordinary shares outstanding and 2,890 Series A non-voting convertible preferred shares outstanding. Crescent is a clinical-stage oncology-focused biotechnology company developing a PD-1 x VEGF bispecific antibody (CR-001) and antibody drug conjugates, with extensive risk disclosures around its early-stage pipeline, ongoing losses, and need for future financing.

Crescent Biopharma, Inc. is registering 19,710,257 ordinary shares for resale by existing investors who participated in prior private financings. These “Resale Shares” include ordinary shares already outstanding, as well as shares issuable from pre-funded warrants and Series A non-voting convertible preferred shares held by Fairmount Healthcare Fund II L.P. and other accredited investors.

The company itself is not selling shares in this offering and will not receive proceeds from resales, other than the nominal cash exercise price if holders exercise pre-funded warrants. As of December 31, 2025, Crescent had 27,556,767 ordinary shares outstanding and 2,890 Series A non-voting convertible preferred shares outstanding.

Crescent is a clinical-stage oncology company developing CR-001, a PD-1 x VEGF bispecific antibody intended as a next-generation immunotherapy backbone, alongside antibody-drug conjugates CR-002 and CR-003, with multiple Phase 1/2 trials planned to begin in 2026. The prospectus highlights that the company has a limited operating history, significant accumulated losses, no approved products, and expects to continue incurring substantial losses while advancing its pipeline.

Crescent Biopharma’s Chief Scientific Officer reports new equity grants. On December 15, 2025, the officer acquired 17,507 and 5,000 Ordinary Shares, for a total of 22,507 Ordinary Shares beneficially owned directly after the transactions.

The filing also discloses a stock option grant for 70,025 Ordinary Shares at an exercise price of $13.21 per share, expiring on December 15, 2035. These options vest in 1/48th monthly installments from December 15, 2025, while the related Restricted Stock Units vest in approximately equal three‑month installments over four years, in each case contingent on continued service.

Crescent Biopharma, Inc. reported new equity awards to its Chief Business Officer, Christopher Doughty. On December 15, 2025, he acquired 14,714 and 8,000 ordinary shares through awards of restricted stock units (RSUs). Each RSU represents a right to receive one ordinary share, vesting in roughly equal three‑month installments over four years from December 15, 2025, as long as he continues to work for the company or its subsidiaries.

On the same date, Doughty also received a stock option covering 58,855 ordinary shares at an exercise price of $13.21 per share, expiring on December 15, 2035. This option vests in monthly installments, with 1/48th of the option vesting on each monthly anniversary of December 15, 2025, subject to continued service. After these transactions, he beneficially owned 62,194 ordinary shares and 58,855 options, all held directly.

Crescent Biopharma, Inc. reported new equity awards to its Chief Executive Officer and director, Joshua T. Brumm, as of December 15, 2025. He acquired 45,117 Ordinary Shares and an additional 10,000 Ordinary Shares, bringing his total beneficial ownership to 323,517 Ordinary Shares held directly.

Brumm also received a stock option giving him the right to buy 180,467 Ordinary Shares at an exercise price of $13.21 per share, expiring on December 15, 2035. The option vests in equal monthly installments of 1/48th each month starting from December 15, 2025, while the related Restricted Stock Units vest in approximately equal three‑month installments over four years from that same date, in each case conditioned on his continued service to Crescent Biopharma or its subsidiaries.

Crescent Biopharma, Inc. reported an equity compensation grant to its Chief Financial Officer, who is an officer and reporting person of the company. On December 15, 2025, the officer received 14,422 Ordinary Shares in the form of Restricted Stock Units (RSUs), each representing the right to receive one Ordinary Share as they vest. The RSUs are scheduled to vest in approximately equal three‑month installments over four years from December 15, 2025, conditioned on continued service.

On the same date, the officer was also granted a stock option to purchase 57,688 Ordinary Shares at an exercise price of $13.21 per share, expiring on December 15, 2035. This option vests as to 1/48th of the option on each monthly anniversary of December 15, 2025, also subject to continued employment or service with Crescent Biopharma or its subsidiaries.

Crescent Biopharma, Inc. reported an insider equity grant for its President and COO, Jonathan McNeill. On December 15, 2025, he acquired 19,507 and 6,000 Ordinary Shares as awards of restricted stock units (RSUs), and now directly beneficially owns 159,707 Ordinary Shares.

The RSUs each represent a right to receive one Ordinary Share and will vest in approximately equal three-month installments over four years from December 15, 2025, contingent on continued service. He also received a stock option for 78,029 Ordinary Shares at an exercise price of $13.21 per share, expiring on December 15, 2035. This option vests as to 1/48th of the grant on each monthly anniversary of December 15, 2025, subject to continued employment or service.

Crescent Biopharma, Inc. reported new equity awards to its Chief Medical Officer, Ellie Im. On December 15, 2025, she acquired a total of 21,298 Ordinary Shares in the form of Restricted Stock Units (RSUs), shown as two grants of 16,298 and 5,000 shares. Each RSU represents a contingent right to receive one Ordinary Share, vesting in approximately equal three-month installments over four years from December 15, 2025, as long as she continues to work for the company or its subsidiaries.

She also received a stock option covering 65,190 Ordinary Shares at an exercise price of $13.21 per share. This option vests as to 1/48th of the grant on each monthly anniversary of December 15, 2025, subject to continued service, and is exercisable until December 15, 2035.

Crescent Biopharma, Inc. reported new equity awards to officer Ryan Lynch, who serves as Treasurer, Senior Vice President of Finance and Chief Accounting Officer. On December 15, 2025, Lynch acquired 8,378 Ordinary Shares and an additional 4,000 Ordinary Shares through awards of Restricted Stock Units (RSUs), bringing his directly held Ordinary Shares to 12,378.

Each RSU represents a contingent right to receive one Ordinary Share, vesting in approximately equal three‑month installments through the four‑year anniversary of December 15, 2025, contingent on continued service. Lynch also received a stock option for 33,512 Ordinary Shares at an exercise price of $13.21 per share, exercisable until December 15, 2035. This option vests as to 1/48th of the grant on each monthly anniversary of December 15, 2025, also conditioned on continuous employment or service.