Welcome to our dedicated page for Celularity SEC filings (Ticker: CELU), 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.
Celularity Inc. (NASDAQ: CELU) files a range of documents with the U.S. Securities and Exchange Commission that provide detailed information on its regenerative and aging-related cellular medicine business. These SEC filings include annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and proxy statements, along with registration statements and other materials related to its capital structure and corporate actions.
For Celularity, periodic reports such as the 10-K and 10-Q describe its focus on advanced biomaterial products and placental-derived cell therapies, outline risk factors, and summarize its financial condition and results of operations. Current reports on Form 8-K disclose material events, including financing arrangements like private placements of Series A Convertible Preferred Stock with accompanying warrants, security agreements, and registration rights agreements, as well as balance sheet restructuring transactions involving the monetization and licensing of intellectual property assets.
Definitive proxy statements, such as the company’s DEF 14A, provide information on matters submitted to stockholders, including the election of directors, ratification of the independent registered public accounting firm, and amendments to equity incentive plans. These documents also discuss Celularity’s capital stock, governance practices, and executive compensation. Together, they offer a structured view of how the company manages its corporate affairs as a Nasdaq-listed issuer.
On this page, Celularity’s SEC filings are presented with real-time updates from EDGAR. Users can access 10-K and 10-Q reports for deeper insight into the company’s regenerative medicine platform and business units, review 8-K filings for recent financing and strategic transactions, and examine proxy materials for governance and equity plan details. AI-powered summaries help explain key terms in complex filings, highlight important provisions in instruments such as preferred stock designations and warrants, and make it easier to understand how specific disclosures may relate to Celularity’s placental-derived products, clinical programs, and financial position.
Celularity Inc. (CELU) entered a financing agreement to sell Series A Convertible Preferred Stock and accompanying warrants in up to three private placement tranches with an aggregate stated value of up to $6,666,667. The preferred shares are sold at 90% of stated value, and the related warrants are issued for no additional consideration.
The company closed the Initial Tranche on October 24, 2025 for gross proceeds of approximately $2,000,000, with two additional tranches of $2,000,000 each available, one contingent on resale registration effectiveness and one at the investor’s option. The preferred stock is convertible at the lower of 110% of the prior close or 95% of the lowest seven-day closing VWAP, subject to a $1.60 per share floor and NASDAQ’s 19.99% cap absent shareholder approval. Dividends accrue at 5% per annum, rising to 18% during a Triggering Event.
The warrants initially carry a $3.00 per share exercise price and a size formula tied to 25% of each tranche’s purchase price. A registration rights agreement requires filing within 30 days and effectiveness within 90 days for resale of conversion and warrant shares. The investor received a first-priority security interest, and redemption terms permit company-initiated redemption at 120% of stated value plus accrued dividends.