Welcome to our dedicated page for Centessa Pharmaceuticals Plc SEC filings (Ticker: CNTA), 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.
Centessa Pharmaceuticals plc filings document the regulatory record of a clinical-stage pharmaceutical issuer with American Depositary Shares listed on Nasdaq, each representing one ordinary share. Disclosures cover its orexin receptor 2 (OX2R) agonist focus, operating and financial results, corporate presentations, risk and capital-structure matters, and securities registered in connection with the ADS program.
Centessa's SEC filings also include Form 8-K material-event reports for underwriting and at-the-market sales agreements, public offerings of ADSs, executive and board changes, employment and advisory arrangements, and Regulation FD materials. Proxy filings describe governance, shareholder voting matters, compensation topics, and related public-company controls.
Centessa Pharmaceuticals plc (CNTA) is asking shareholders to approve a court‑sanctioned scheme of arrangement under which LDH XV Corporation (a Lilly subsidiary) will acquire all issued and to be issued Centessa shares for $38.00 in cash per share plus one non‑transferable CVR per share entitling holders to contingent payments up to $9.00 per share upon achievement of specified milestones. The Company Board (excluding one recused director) recommends that shareholders vote FOR the Scheme Proposal and the related shareholder resolutions. The scheme and related court sanction, antitrust clearances and customary conditions must be satisfied before closing.
Centessa Pharmaceuticals outlines its orexin-focused neurology strategy and a planned acquisition by Eli Lilly. Lilly agreed to acquire all Centessa shares for $38.00 in cash per share plus up to $9.00 per share in contingent value rights tied to future milestones.
The company is a clinical-stage biotech developing small-molecule orexin receptor 2 agonists, led by cleminorexton for narcolepsy types 1 and 2 and idiopathic hypersomnia. Follow-on candidates ORX142 and ORX489 target broader neurodegenerative and neuropsychiatric indications. Centessa also licenses its LockBody oncology platform to Genmab and highlights extensive development, funding, regulatory, manufacturing and IP risks typical of early-stage biotech.
Centessa Pharmaceuticals agreed to be acquired by Eli Lilly via a UK court-sanctioned scheme of arrangement. Centessa shareholders will receive $38.00 in cash per share plus one contingent value right (CVR) worth up to an additional $9.00 per share tied to U.S. FDA approval milestones for cleminorexton (ORX750) or ORX142. The upfront cash implies an equity value of about $6.3 billion, with CVRs adding up to $1.5 billion of potential value and a stated 40.5% premium to Centessa’s 30‑day volume‑weighted average ADS price. The deal requires Centessa shareholder approval, High Court sanction, antitrust clearances and other customary conditions, and includes a ~$63 million termination fee payable by Centessa to Lilly in specified scenarios.
Centessa Pharmaceuticals plc to be acquired by Eli Lilly. Eli Lilly will acquire all issued and to be issued Centessa shares for $38.00 in cash per share plus one non-transferable contingent value right (CVR) entitling holders to up to an additional $9.00, for potential total consideration of $47.00 per share.
The upfront cash consideration implies an aggregate equity value of approximately $6.3B and the CVR represents up to an additional aggregate equity value of approximately $1.5B. The transaction is expected to be effected by a scheme of arrangement under English law and is expected to close in the third quarter, subject to Centessa shareholder approval, High Court sanction and customary closing conditions, including regulatory approvals. The cash consideration represents a premium of approximately 40.5% to the 30-day VWAP ended March 30, 2026. Shareholders holding roughly 24.1% of Centessa ordinary shares have signed voting and support agreements.
Centessa Pharmaceuticals Chief People Officer Karen M. Anderson exercised options and sold shares in a planned transaction. She exercised options to acquire 41,076 Ordinary Shares at an exercise price of $8.01 per share, then sold 41,076 Ordinary Shares in open‑market trades at a weighted average price of $30.1242 per share, with individual sale prices ranging from $29.99 to $30.44. The sale was carried out under a pre‑arranged Rule 10b5‑1 trading plan adopted on November 12, 2025. After these transactions, Anderson directly holds 62,085 Ordinary Shares, which may be represented by American Depositary Shares on a one‑for‑one basis.
Centessa Pharmaceuticals’ Chief Business Officer Gregory M. Weinhoff exercised stock options and sold shares in a routine, pre-planned transaction. He exercised options to acquire 23,998 Ordinary Shares at $3.85 per share, then sold 23,998 Ordinary Shares at $30.00 per share in an open‑market transaction.
The sale was executed under a Rule 10b5‑1 trading plan adopted on November 12, 2025, indicating it was pre‑scheduled rather than timed discretionarily. Following these transactions, Weinhoff directly holds 65,925 Ordinary Shares.
CNTA affiliate filed a Form 144 to sell 23,998 shares of Common Stock on 03/26/2026, reported as resulting from an exercise of stock options for cash. Shares outstanding were 134,447,836 as of 03/26/2026. The filing also shows prior sales of 73,196 shares on 03/13/2026 for $1,927,131.93.
CNTA affiliate files a Form 144 to sell ADRs. The notice lists a proposed sale of 41,076 ADRs on 03/26/2026, described as resulting from an exercise of stock options with proceeds to be received in CASH. The filing also reports prior sales in the past three months: 120,029, 64,768, and 10,043 ADRs on 03/13/2026, 03/16/2026, and 03/17/2026, respectively.
Centessa Pharmaceuticals plc Chief People Officer Karen M. Anderson exercised stock options and sold shares in a planned transaction. On March 16–17, 2026, she exercised options for 74,811 Ordinary Shares at an exercise price of $4.01 per share and received the same number of shares.
She then sold 64,768 shares at a weighted average price of $28.2079 on March 16, 2026 and 10,043 shares at a weighted average price of $28.1002 on March 17, 2026, totaling 74,811 shares sold. After these transactions, she directly owns 62,085 Ordinary Shares. The sales were made under a pre-arranged Rule 10b5-1 trading plan adopted on November 12, 2025.
CNTA filed a Form 144 reporting proposed sales of American Depositary Receipts (ADRs). The notice lists an ADR sale tied to an exercise of stock options for cash with an action date of 03/17/2026. The filing also discloses prior disposals by Karen M. Anderson on 03/13/2026 of 120,029 ADRs for $3,150,680.17 and on 03/16/2026 of 64,768 ADRs for $1,826,969.27.