Celularity (NASDAQ: CELU) appoints John Sprague as acting CFO

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Celularity Inc. reported a leadership change in its finance organization. On February 27, 2026, Joseph DosSantos, who was serving as Senior Vice President of Finance and Acting Chief Financial Officer, left the company for personal reasons. On the same date, the company appointed John Sprague as its new Acting Chief Financial Officer. Celularity’s Class A common stock and warrants continue to trade on The Nasdaq Stock Market under the symbols CELU and CELUW.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Understanding 8-K Material Events →

03/05/2026 - 05:00 PM

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 27, 2026

Celularity Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-38914

83-1702591

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

170 Park Ave

Florham Park, New Jersey

07932

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (908) 768-2170

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock, $0.0001 par value per share	CELU	The Nasdaq Stock Market LLC
Warrants, each exercisable for one-tenth of one share of Class A Common Stock at an exercise price of $11.50 per share	CELUW	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

On February 27, 2026, Joseph DosSantos, the SVP, Finance and Acting Chief Financial Officer of Celularity Inc. (the “Company”) left the Company for personal reasons. On February 27, 2026, the Company appointed John Sprague as Acting Chief Financial Officer of the Company.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CELULARITY INC.
Dated: March 5, 2026
	By:	/s/ Robert J. Hariri
	Name:	Robert J. Hariri, M.D., Ph.D.
	Title:	Chairman and CEO

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Source: View Original Filing on SEC EDGAR

FAQ

What executive change did Celularity (CELU) disclose on February 27, 2026?

Celularity disclosed that Joseph DosSantos left his role as SVP, Finance and Acting Chief Financial Officer on February 27, 2026. On the same day, the company appointed John Sprague as its new Acting Chief Financial Officer.

Who is the new Acting Chief Financial Officer of Celularity (CELU)?

Celularity appointed John Sprague as Acting Chief Financial Officer effective February 27, 2026. He replaces Joseph DosSantos, who left the company for personal reasons according to the company’s current report on this leadership change.

Why did Joseph DosSantos leave Celularity (CELU)?

Celularity stated that Joseph DosSantos left the company for personal reasons. He had been serving as Senior Vice President, Finance and Acting Chief Financial Officer prior to his departure on February 27, 2026, when the change in leadership became effective.

What roles did Joseph DosSantos hold at Celularity (CELU) before leaving?

Before leaving Celularity, Joseph DosSantos served as Senior Vice President, Finance and Acting Chief Financial Officer. His departure for personal reasons on February 27, 2026 prompted the company to appoint John Sprague as the new Acting Chief Financial Officer.

When did John Sprague become Acting CFO of Celularity (CELU)?

John Sprague became Acting Chief Financial Officer of Celularity on February 27, 2026. His appointment occurred the same day that former Acting CFO and SVP, Finance, Joseph DosSantos left the company, according to the company’s current report filing.

On which exchange does Celularity (CELU) list its common stock and warrants?

Celularity’s Class A common stock trades on The Nasdaq Stock Market under the symbol CELU. Its warrants, each exercisable for one-tenth of a share of Class A common stock at $11.50 per share, trade under the symbol CELUW.

Filing Exhibits & Attachments

4 documents