Welcome to our dedicated page for Generation Bio Co. SEC filings (Ticker: GBIO), 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.
Generation Bio Co. filings document the regulatory record for GBIO’s biotechnology business and subsequent public-company status changes. Form 8-K disclosures cover quarterly operating results, material agreements, executive and governance changes, lease termination matters, equity compensation actions, and capital-structure items including the reverse stock split.
Form 25 and Form 15 records document exchange-listing and Exchange Act registration matters for the company’s common stock. Those filings address the removal of the common stock from Nasdaq listing and the certification and notice process for termination of registration or suspension of reporting duties.
Generation Bio director Anthony G. Quinn reported the cash-out of his equity as part of the company’s merger with XOMA Royalty Corporation. Common shares of Generation Bio were exchanged for a cash price of $4.2913 per share plus one non-tradeable contingent value right (CVR) per share, with each CVR having an estimated maximum contingent consideration of $25.01. Quinn reported 29,928 shares of common stock held directly and 7,283 shares held indirectly through the Quinn Family Irrevocable Trust of 2021. All reported stock options were cancelled at the merger effective time: in-the-money options were converted into a cash payment based on the excess of the cash amount over the exercise price, while options with an exercise price at or above the cash amount were cancelled for no consideration.
Generation Bio Co. has been acquired by XOMA Royalty Corporation under a Merger Agreement dated December 15, 2025. Common shareholders who tendered their shares received $4.2913 in cash per share plus one non-tradeable contingent value right (CVR) per share, with an estimated maximum contingent payment of $25.01 per CVR. At the February 9, 2026 effective time, director Donald William Nicholson’s 21,357 common shares and multiple stock option grants were cancelled or cashed out as specified in the merger terms, leaving no reported remaining holdings.
Generation Bio Co. director Geoff McDonough reported changes in his holdings following the completion of a merger with XOMA Royalty Corporation. Common shares of Generation Bio were exchanged for $4.2913 per share in cash plus one non-tradeable contingent value right (CVR) per share, with an estimated maximum contingent cash consideration of up to $25.01 per CVR under a contingent value rights agreement.
The Form 4 shows 138,492 shares of common stock held directly and additional shares held indirectly through the McDonough Family 2018 and 2020 Irrevocable Trusts being impacted by the transaction. It also reports that, under the merger agreement, stock options with exercise prices at or above the cash amount of $4.2913 per share were automatically cancelled for no consideration immediately prior to the merger’s effective time on February 9, 2026.
Generation Bio Co. completed a merger in which XRA 7 Corp. was merged into the company, effective February 9, 2026. After this transaction, Generation Bio continues as the surviving corporation and a wholly owned subsidiary of XOMA Royalty Corporation.
In connection with the merger, director Jonas Jeffrey M reported the disposition of several stock options. Under the Merger Agreement, each outstanding, unexercised option with an exercise price below the defined cash amount of $4.2913 became fully vested and was cancelled in exchange for a cash payment based on that spread. Options with exercise prices at or above $4.2913 were automatically cancelled for no consideration, leaving him with no remaining options of these series.
Generation Bio Co. insider Yalonda Howze, interim CEO and President, reported the end of her equity position following the company’s acquisition by XOMA Royalty Corporation. On February 9, 2026, her remaining 3,759 shares of common stock were exchanged under the merger terms, leaving zero shares beneficially owned.
Under the merger agreement, each tendered share of Generation Bio common stock was exchanged for $4.2913 in cash per share plus one contingent value right (CVR) per share, with an estimated maximum contingent cash consideration of $25.01 per CVR. After the tender offer, XOMA’s merger subsidiary was combined with Generation Bio, which continued as a wholly owned subsidiary of XOMA.
Immediately before the merger became effective, each outstanding, unexercised stock option with an exercise price per share equal to or above the $4.2913 cash amount was automatically cancelled for no consideration. In this filing, Howze reports the disposition and resulting cancellation of multiple stock option grants, each going from thousands of options outstanding to zero following the transaction.
Generation Bio Co. has been acquired by XOMA Royalty Corporation, with its subsidiary merging into Generation Bio on February 9, 2026. Under the merger agreement, each share of common stock was exchanged for $4.2913 in cash per share, plus one non-tradeable contingent value right (CVR) per share.
The CVR gives holders the right to receive certain future cash payments, with an estimated maximum contingent amount of $25.01 per CVR, subject to a separate CVR agreement. Director Ronald Harold Wilfred Cooper reported the disposition of 950 common shares in the offer, leaving him with no directly held shares.
In addition, several stock options were affected. Options with exercise prices below the cash amount became fully vested and were cancelled in exchange for a cash payment based on the spread between the cash amount and the exercise price times the optioned shares. Options with exercise prices at or above the cash amount were cancelled for no consideration.
Generation Bio Co.'s chief financial officer, Kevin John Conway, reported merger-related changes to his holdings. On February 9, 2026, 2,072 shares of common stock were exchanged in a tender offer for $4.2913 per share in cash plus one contingent value right (CVR) per share, as provided in the merger agreement with XOMA Royalty Corporation. The CVR carries an estimated maximum contingent cash consideration of $25.01 per CVR. At the merger’s effective time, multiple outstanding stock options with exercise prices at or above the cash amount were automatically cancelled for no consideration, leaving zero options and common shares reported as beneficially owned after the transactions.
Generation Bio Co. director Gustav Christensen reported the final treatment of his equity in the company following its acquisition by XOMA Royalty Corporation. On February 9, 2026, all 13,142 shares of common stock shown in the filing ceased to be beneficially owned after being exchanged under the merger terms.
Each share of Generation Bio common stock tendered to the acquiror’s subsidiary was exchanged for $4.2913 in cash per share plus one non-tradeable contingent value right (CVR) per share, with an estimated maximum contingent cash payment of $25.01 per CVR. After the tender offer, the acquiror’s subsidiary merged into Generation Bio, which became a wholly owned subsidiary.
Outstanding stock options were also settled. Options with an exercise price below the cash amount became fully vested and were cancelled in exchange for a cash payment based on the spread between $4.2913 and the exercise price, multiplied by the underlying shares. Options with an exercise price at or above $4.2913 were cancelled for no consideration, leaving Christensen with zero options and zero shares beneficially owned after the transaction.
Generation Bio Co. completed its merger with XOMA Royalty Corporation, with tendered shares exchanged for a cash payment of $4.2913 per share plus one non-tradeable contingent value right (CVR) per share. Each CVR carries an estimated maximum contingent cash consideration of $25.01, subject to specified conditions.
Director Dannielle Appelhans reported that, at the merger’s effective time, 1,263 shares of common stock held directly and 736 shares held indirectly through a spouse were disposed of, leaving no remaining beneficial ownership. Outstanding stock options covering 3,000, 3,840, 2,500 and 6,000 shares were cancelled, with in-the-money options converted into cash and those with exercise prices at or above the cash amount cancelled without payment.
Generation Bio Co. filed a post-effective amendment to its Form S-3 shelf registration to formally end a prior securities program after being acquired. The original shelf had registered up to $600,000,000 of common stock, preferred stock, debt securities, warrants and units, including up to $237,000,000 of common stock under a sales agreement with TD Securities (USA), LLC.
On February 9, 2026, XRA 7 Corp., a wholly owned subsidiary of XOMA Royalty Corporation, merged with and into Generation Bio, leaving Generation Bio as a wholly owned subsidiary of XOMA Royalty Corporation. Because of this merger, Generation Bio terminated all offerings under the shelf registration and, through this amendment, deregistered all securities that had been registered but remained unsold. After this change, no securities remain registered under that S-3 registration statement.