Centessa Pharmaceuticals (CNTA) holders exit after Eli Lilly acquisition closes

Rhea-AI Filing Summary

Farallon Capital Management and related reporting persons have fully exited their position in Centessa Pharmaceuticals plc. In this Amendment No. 1 to their Schedule 13D, they report beneficial ownership of 0 ordinary shares and 0% of the class. The change reflects their disposal of all previously reported Centessa ordinary shares on June 24, 2026, in connection with the closing of Eli Lilly and Company’s acquisition of all outstanding Centessa ordinary shares through its wholly owned subsidiary LDH XV Corporation, as described in Centessa’s Form 8-K.

Insights

Equity ownership and M&A analyst

Farallon’s Schedule 13D amendment confirms a full exit after Centessa’s sale to Eli Lilly.

The filing shows Farallon Capital Management and affiliated reporting persons now hold 0 Centessa ordinary shares and 0% of the class. This formalizes their exit following the closing of Eli Lilly’s acquisition of all outstanding Centessa ordinary shares via LDH XV Corporation on June 24, 2026.

This amendment is largely administrative, documenting that a former significant holder no longer has voting or dispositive power over any Centessa shares after the transaction closed. The economic terms of Eli Lilly’s acquisition are not detailed here; those are referenced to Centessa’s Form 8-K.

Key Figures

Beneficial ownership Farallon: 0.00 shares Beneficial ownership percentage Farallon: 0 % Event date: June 24, 2026 +1 more

4 metrics

Beneficial ownership Farallon 0.00 shares Farallon Capital Management, L.L.C. current holding

Beneficial ownership percentage Farallon 0 % Percent of Centessa ordinary shares class

Event date June 24, 2026 Date of event requiring amendment filing

CUSIP 152309100 Centessa Pharmaceuticals ordinary shares identifier

Key Terms

Schedule 13D, beneficially owned, Ordinary Shares, percent of class, +1 more

5 terms

Schedule 13D regulatory

"If the filing person has previously filed a statement on Schedule 13D to report the acquisition"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

beneficially owned financial

"Number of Shares Beneficially Owned by Each Reporting Person With:"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

Ordinary Shares financial

"Ordinary Shares, nominal value GBP 0.002 per share (the "Ordinary Shares")"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

percent of class financial

"Percent of class represented by amount in Row (11) 0 %"

Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.

acquisition financial

"in connection with the closing of the acquisition by Eli Lilly and Company"

An acquisition is when one company buys control of another by purchasing its shares or assets and brings that business into its own operations. For investors, acquisitions matter because they can reshape a company’s future cash flow, growth and risk profile—like a homeowner adding an extension to increase space and value; a well-priced, well-integrated deal can boost returns, while an expensive or poorly merged one can hurt earnings and raise debt.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 06/26/2026 - 08:59 AM Accepted by SEC EDGAR 06/26/2026 - 08:58 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Centessa Pharmaceuticals plc

(Name of Issuer)

Ordinary Shares, nominal value GBP 0.002 per share (the "Ordinary Shares")

(Title of Class of Securities)

152309100

(CUSIP Number)

Hannah E. Dunn
Farallon Capital Management, L.L.C., One Maritime Plaza, Suite 2100
San Francisco, CA, 94111
(415) 421-2132

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

06/24/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

FARALLON CAPITAL MANAGEMENT, L.L.C.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Dapice Joshua J.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Dreyfuss, Philip D.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Dunn Hannah E.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Gehani, Varun N.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Giauque, Nicolas

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

FRANCE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Husen, Avner A.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Kim, David T.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Linn, Michael G.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Luo Patrick (Cheng)

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CHINA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Roberts, Jr., Thomas G.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Saito Edric C.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Short Daniel S.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Spokes, Andrew J. M.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Warren, John R.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 152309100

1

Name of reporting person

Wehrly, Mark C.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares, nominal value GBP 0.002 per share (the "Ordinary Shares")
(b)	Name of Issuer: Centessa Pharmaceuticals plc
(c)	Address of Issuer's Principal Executive Offices: 3rd Floor, 1 Ashley Road, Altrincham, Cheshire, UNITED KINGDOM , WA14 2DT.
Item 5.	Interest in Securities of the Issuer
(a)	This Amendment No. 1 to Schedule 13D (this "Amendment") hereby amends and restates Item 5(a) in its entirety, to read as follows: "On June 24, 2026, the Reporting Persons disposed of all previously reported Ordinary Shares in connection with the closing of the acquisition by Eli Lilly and Company, through its wholly owned subsidiary LDH XV Corporation, of all outstanding Ordinary Shares of the Issuer, as described by the Issuer in its Form 8-K filed with the Securities and Exchange Commission on June 24, 2026."
(c)	This Amendment hereby amends and restates Item 5(c) in its entirety, to read as follows: "The disclosure set forth in Item 5(a) above is hereby incorporated by reference in this Item 5(c)."

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

FARALLON CAPITAL MANAGEMENT, L.L.C.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, Managing Member
Date:	06/26/2026

Dapice Joshua J.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Dreyfuss, Philip D.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Dunn Hannah E.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn
Date:	06/26/2026

Gehani, Varun N.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Giauque, Nicolas

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Husen, Avner A.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Kim, David T.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Linn, Michael G.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Luo Patrick (Cheng)

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Roberts, Jr., Thomas G.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Saito Edric C.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Short Daniel S.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Spokes, Andrew J. M.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Warren, John R.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

Wehrly, Mark C.

Signature:	/s/ Hannah E. Dunn
Name/Title:	Hannah E. Dunn, as attorney-in-fact
Date:	06/26/2026

FAQ

What does Farallon’s Schedule 13D/A say about its CNTA holdings?

The amendment states that Farallon Capital Management and related reporting persons now beneficially own 0 Centessa ordinary shares, representing 0% of the class. This confirms they no longer hold any CNTA equity after Eli Lilly’s acquisition closed on June 24, 2026.

Why did Farallon file Amendment No. 1 to its Centessa (CNTA) Schedule 13D?

Farallon filed Amendment No. 1 to update Item 5 and report that, as of June 24, 2026, all previously reported Centessa ordinary shares were disposed of. The change occurred when Eli Lilly, through LDH XV Corporation, acquired all outstanding Centessa ordinary shares.

What percentage of Centessa (CNTA) shares does Farallon now own?

The filing reports that each Farallon-related reporting person beneficially owns 0 ordinary shares of Centessa Pharmaceuticals plc, representing 0% of the class. It also shows 0 shares with sole or shared voting and dispositive power for every listed reporting person in the group.

How is Eli Lilly involved in the changes reported for Centessa (CNTA)?

The amendment explains that Farallon’s disposal of all previously reported Centessa ordinary shares occurred upon closing of an acquisition by Eli Lilly and Company. Eli Lilly completed the transaction through its wholly owned subsidiary LDH XV Corporation, which acquired all outstanding Centessa ordinary shares.

Which security is covered by this Centessa (CNTA) Schedule 13D/A amendment?

The amendment relates to Centessa Pharmaceuticals plc’s ordinary shares, which have a nominal value of GBP 0.002 per share. These ordinary shares are identified in the filing as the relevant class of securities for which Farallon and other reporting persons now report 0 beneficial ownership.