Welcome to our dedicated page for Cargo Therapeutics SEC filings (Ticker: CRGX), 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.
The CRGX SEC filings archive documents the regulatory history of CARGO Therapeutics, Inc., a former Nasdaq-listed, clinical-stage biotechnology company focused on developing next-generation cell therapies for cancer patients. These filings provide insight into CARGO’s clinical programs, platform technologies, financial position, governance, and the corporate actions that led to its acquisition and delisting.
For this company, Forms 10‑K, 10‑Q and 8‑K historically detailed progress in its CAR T‑cell pipeline, including firicabtagene autoleucel (firi‑cel), an autologous CD22 CAR T‑cell therapy candidate studied in large B‑cell lymphoma after CD19 CAR T‑cell therapy, and CRG‑023, a tri‑specific CAR T targeting CD19, CD20 and CD22. Filings also described CARGO’s novel allogeneic platform, characterized as a universal vector solution designed to limit immune‑based rejection and enable durable responses of CAR T‑cell therapy.
Later-period Form 8‑K reports are especially important for understanding CARGO’s strategic transition. They include disclosures about the discontinuation of the FIRCE‑1 Phase 2 study, the decision to cease development operations, workforce reductions, and the company’s exploration of strategic alternatives. Subsequent 8‑K filings outline the Agreement and Plan of Merger with Concentra Biosciences, LLC, the completion of the tender offer and merger, and the resulting change in control under which CARGO became a wholly owned subsidiary of Concentra.
Trading and registration changes are captured in Form 25, filed by The Nasdaq Stock Market LLC, which notifies the SEC of the removal of CARGO’s common stock from listing and registration under Section 12(b) of the Exchange Act, and in Form 15‑12G, filed by CARGO to terminate registration under Section 12(g) and suspend reporting obligations under Sections 13 and 15(d). Together, these documents confirm that CRGX is a defunct public listing.
On Stock Titan, these historical filings are paired with AI‑powered summaries that explain the key points of each document in accessible language. Users can quickly understand major clinical disclosures, strategic decisions, and the mechanics of the merger and deregistration, while still having access to the full original SEC texts for deeper review.
CARGO Therapeutics insider transactions tied to a completed merger. Anup Radhakrishnan, an officer serving as Interim Chief Executive Officer, Chief Financial Officer and Chief Operating Officer, reported disposition of 63,436 shares of CARGO Therapeutics common stock through a tender offer and merger. The reported cash consideration per share was $4.379 and each share also conveys one non-transferable Contingent Value Right (CVR) under the CVR Agreement.
The filing states the tender offer closed on August 18, 2025 and the merger became effective on August 19, 2025. Outstanding restricted stock units accelerated and converted into cash and CVRs; outstanding stock options became fully vested and then were canceled and converted into cash and CVRs (or canceled for no consideration if their exercise price was at or above $4.379). Following the reported transactions, the reporting person shows 0 shares beneficially owned.
CARGO Therapeutics filed multiple Form S-8 registration statements to register a total of 12,769,883 common shares for issuance under its equity plans. The filings cover shares issuable under the 2021 Stock Option and Grant Plan, the 2023 Incentive Award Plan and the Employee Stock Purchase Plan, specifying each allotment by plan. This is a routine registration to reserve shares for employee compensation and benefit programs.
CARGO Therapeutics filed prospectus supplements on Form S-8 to register shares for employee equity plans. The filing registers a total of 15,070,259 shares across multiple prior Form S-8 registrations: 3,395,840 shares under the 2021 Stock Option and Grant Plan, 4,212,860 shares under the 2023 Incentive Award Plan, 386,725 shares under the Employee Stock Purchase Plan, plus additional registrations of 2,060,277 and 412,055 shares (Form S-8 No. 333-278160) and 2,302,126 shares (Form S-8 No. 333-285749). These registrations enable the company to issue shares to employees and service providers under its compensation plans.
CARGO Therapeutics, Inc. (CRGX) filed post-effective amendments to multiple Form S-8 registration statements to register shares issuable under its employee equity plans. The filings register 3,395,840 shares under the 2021 Stock Option and Grant Plan, 4,212,860 shares under the 2023 Incentive Award Plan, and 386,725 shares under the Employee Stock Purchase Plan (ESPP) in one filing. Separate Form S-8 filings also register 2,060,277 additional shares under the 2023 Plan and 412,055 under the ESPP, and another registers 2,302,126 shares under the 2023 Plan. The document lists the company address in Menlo Park, California and contact phone number as provided.
CARGO Therapeutics filed an amended shelf registration to offer up to $300,000,000 of various securities, including common and preferred stock, debt, warrants and units, and separately registered the potential sale of up to $200,000,000 of its common stock under an existing sales agreement. The company also registered the sale of 6,471,000 shares held by selling stockholders. These registrations create capacity for future capital raises and secondary share sales.
CARGO Therapeutics, Inc. (CRGX) amended its shelf registration to cover a base prospectus authorizing up to $300,000,000 of securities, and separately registers the sale of up to $200,000,000 of common stock that may be sold under a sales agreement with TD Securities (USA) LLC (filed December 6, 2024). The filing also references a prior registration for the sale of up to 6,471,000 shares held by selling stockholders (filed June 17, 2024).
CARGO Therapeutics, Inc. completed a merger-related transaction under an Agreement and Plan of Merger dated
CARGO Therapeutics amended its previously filed Schedule 14D-9 to add a new subsection following the "Regulatory Approvals" section. The filing reiterates the terms of the pending tender offer by Concentra Biosciences, LLC to acquire all outstanding shares of CARGO common stock for $4.379 per share in cash plus one non-transferable contingent value right (CVR) per share. The Offer is governed by the Offer to Purchase dated July 21, 2025, and the related Letter of Transmittal, each as may be amended or supplemented. The amendment is signed by Anup Radhakrishnan in his capacity as Interim Chief Executive Officer, Chief Financial Officer and Chief Operating Officer.
CARGO Therapeutics, Inc. Schedule 13G/A discloses that a group of affiliated investment entities led by Madison Avenue International LP and related parties beneficially own 4,193,626 shares of common stock, representing approximately 9.1% of the company's outstanding common stock based on 46,110,228 shares outstanding as of April 21, 2025. The ownership is reported as shared voting and shared dispositive power rather than sole control.
The filing identifies the reporting persons (Madison Avenue International LP; Madison Avenue Partners, LP; EMAI Management, LLC; Madison Avenue GP, LLC; Caraway Jackson Investments LLC; and Eli Samaha) and states the holdings are not intended to influence or change control of the issuer, consistent with a passive Schedule 13G filing.
The Schedule 13G/A shows that RTW Investments, LP and Roderick Wong report joint beneficial ownership of 3,055,063 shares of CARGO Therapeutics common stock, equal to 6.4% of the outstanding shares. The filing states the reported position reflects shared voting power and shared dispositive power of 3,055,063 shares and that sole voting and dispositive power are reported as zero. The percentage is calculated using 46,113,353 shares outstanding as of May 2, 2025 and assumes exercise of warrants held by the RTW Funds. RTW Investments is identified as a Delaware investment adviser and Dr. Wong as its managing partner. The filing includes a certification that the securities were acquired and are held in the ordinary course of business.
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