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 Co.'s Chief Financial Officer, Kevin John Conway, reported routine equity compensation activity. On January 15, 2026, 59 restricted stock units converted into 59 shares of common stock, reflecting vesting of a prior equity grant. On the same date, 17 shares of common stock were disposed of at $5.64 per share in a transaction coded "F", which typically indicates shares withheld to cover taxes on the vesting event.
After these transactions, Conway beneficially owned 1,909 shares of common stock directly and 235 restricted stock units. The underlying grant of 9,390 restricted stock units was originally made on January 20, 2023 and vests over four years, with 25% having vested on January 15, 2024 and the remainder vesting in equal quarterly installments.
Generation Bio Co. director Geoff McDonough reported changes in his holdings of the company’s common stock on January 15, 2026. A block of 395 restricted stock units converted into the same number of common shares, reflecting previously granted equity that is now vested.
To cover taxes on this vesting, 137 common shares were withheld at a price of $5.64 per share. After these transactions, McDonough directly holds 137,460 common shares, with additional indirect holdings of 22,646 shares through the McDonough Family 2018 Irrevocable Trust and 27,500 shares through the McDonough Family 2020 Irrevocable Trust.
Generation Bio Co. chief legal officer Yalonda Howze reported equity award activity involving company stock. On January 15, 2026, 335 restricted stock units vested and were converted into 335 shares of common stock at an exercise price of $0. After this transaction, she directly held 2,680 shares of Generation Bio common stock.
On the same date, she disposed of 99 shares of common stock in a transaction coded "F" at a price of $5.64 per share, typically used to indicate shares withheld or sold to cover taxes. Following these transactions, she directly owned 2,581 shares of common stock and 1,673 restricted stock units. Each restricted stock unit represents the right to receive one share of common stock, and the original 53,550-unit grant from April 5, 2023 vests over four years with an initial 25% vesting on April 15, 2024 and the remainder vesting in equal quarterly installments.
XOMA Royalty Corporation, through its subsidiary XRA 7 Corp., is conducting a tender offer to acquire all outstanding shares of Generation Bio Co. (GBIO) common stock. Each share is being offered $4.2913 in cash, without interest and less any applicable tax withholding, plus one non-tradable contingent value right (CVR) that may provide additional cash payments under a CVR agreement.
This amendment updates only the timing of the offer. The expiration has been changed from one minute after 11:59 p.m. Eastern Time on February 8, 2026 to one minute after 11:59 p.m. Eastern Time on February 6, 2026. All other terms and conditions of the tender offer remain the same as previously described in the offer materials.
Generation Bio Co. has agreed to be acquired by XOMA Royalty Corporation through its subsidiary XRA 7 Corp. via a cash tender offer followed by a merger. Holders of Generation Bio common stock are offered $4.2913 in cash per share, less any tax withholding, plus one non-tradeable contingent value right (CVR) per share, which may pay additional cash based on future proceeds from defined assets, lease recoveries and the Moderna collaboration; there is no assurance any CVR payment will be made.
After the tender offer closes, XRA 7 Corp. will merge into Generation Bio under Section 251(h) of Delaware law, making the company a wholly owned subsidiary of XOMA Royalty without a stockholder vote. The board unanimously determined the merger agreement and related transactions are fair and in the best interests of stockholders and recommends that stockholders accept the offer and tender their shares.
The merger agreement includes standard conditions, a minimum tender requirement, an outside date of April 15, 2026 for extending the offer, and an $840,000 termination fee payable by Generation Bio to XOMA Royalty in specified circumstances involving alternative transactions.
XOMA Royalty Corporation and its wholly owned subsidiary XRA 7 Corp. plan to launch a cash tender offer to acquire all issued and outstanding shares of common stock of Generation Bio Co. under an Agreement and Plan of Merger dated December 15, 2025. The communication explains that the offer has not yet commenced and that full terms will be provided in formal tender offer materials on Schedule TO and a related Schedule 14D-9 recommendation statement to be filed with the SEC.
It also contains extensive forward-looking statements and risk disclosures, noting that the transactions may be delayed or may not close due to factors such as competing offers, the level of stockholder tenders, legal proceedings, failure to satisfy closing conditions, possible termination of the merger agreement and uncertainty around any contingent value rights payments to Generation Bio stockholders.
Generation Bio Co. entered into a definitive agreement to be acquired by XOMA Royalty Corporation through a tender offer. Stockholders will be offered $4.2913 in cash plus one contingent value right (CVR) for each share of common stock, with the CVR providing potential future cash payments under a separate CVR agreement.
After the tender offer, a follow-on merger under Delaware law is expected to make Generation Bio a wholly owned subsidiary of XOMA Royalty, with closing anticipated in or around February 2026, subject to customary conditions including more than 50% of shares being tendered. Support agreements have been signed by holders of about 15.38% of the shares, and the board unanimously approved the transaction and recommends that stockholders tender into the offer. The merger agreement includes a termination fee of $840,000 payable by Generation Bio in certain circumstances.
Generation Bio Co. (GBIO) director and former Chief Executive Officer & President reported equity transactions tied to the acceleration of restricted stock unit vesting upon resignation on 10/31/2025. A total of 659 shares of common stock were acquired through RSU vesting, with 293 shares disposed of at $5.51 per share, typically reflecting shares withheld to cover taxes. Following these transactions, the reporting person directly owns 137,202 shares of common stock, with additional indirect holdings of 22,646 shares through the McDonough Family 2018 Irrevocable Trust and 27,500 shares through the McDonough Family 2020 Irrevocable Trust.
Generation Bio (GBIO) filed its Q3 report, highlighting a major restructuring alongside quarterly results. Collaboration revenue was $1.594 million and net loss was $5.520 million, helped by a $25.5 million net gain on termination of a facility lease following a $31.0 million settlement that extinguished remaining lease liabilities.
The company began exploring strategic alternatives in August 2025 and executed a workforce Reduction of approximately 90% by October 31, 2025. It expects $12–$15 million in restructuring costs. As of September 30, 2025, cash and cash equivalents were $21.940 million and marketable securities were $67.682 million. Management states available liquidity is sufficient to fund operations for at least 12 months. A 1-for-10 reverse stock split became effective on July 21, 2025.
For the nine months, collaboration revenue was $11.082 million and net loss was $41.245 million. Shares outstanding were 6,737,899 as of October 31, 2025.
Generation Bio Co. filed a current report to let investors know it has released its latest quarterly financial results. The company issued a press release covering its results for the quarter ended September 30, 2025, and attached that release as an exhibit to this report.
The press release is furnished, not filed, which means it is provided for information but is not automatically subject to certain legal liabilities or incorporated into other regulatory documents unless specifically referenced. The report is signed by Yalonda Howze, the company’s Interim Chief Executive Officer and President.