STOCK TITAN

Gossamer Bio (GOSS) swings to Q2 profit, slashes debt and advances seralutinib NDA

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Gossamer Bio reported second-quarter 2026 results and a major strategic refocus around seralutinib. Revenue from its Chiesi collaboration was $9.2 million, down from $11.5 million a year earlier, while research and development expenses fell to $26.4 million from $41.6 million. Net income was $16.9 million, compared with a net loss of $38.3 million in 2025, driven largely by a $43.8 million gain on debt extinguishment and remeasurement gains.

Cash, cash equivalents and marketable securities totaled $57.0 million as of June 30, 2026, which the company expects will fund operations into the first quarter of 2027. Gossamer exchanged $181.1 million of its 5.00% 2027 convertible notes for new 7.50% secured notes and equity, reducing debt principal by $115.9 million. It also reacquired worldwide rights to seralutinib from Chiesi, receiving a $5 million payment and retaining the substantial majority of global economics, and plans an NDA submission for seralutinib in PAH in September 2026 following a Pre‑NDA Type B FDA meeting.

Positive

  • Swung to profitability: Net result improved from a $38.3 million loss in Q2 2025 to $16.9 million net income in Q2 2026, aided by a $43.8 million gain on debt extinguishment and other remeasurement gains.
  • R&D spending significantly lower: Research and development expenses declined to $26.4 million from $41.6 million year over year, reflecting reduced clinical trial costs for seralutinib.
  • Meaningful debt reduction: The exchange of 5.00% 2027 convertible notes reduced aggregate principal by approximately $115.9 million, leaving about $18.9 million of the 2027 notes outstanding.
  • Seralutinib rights consolidated: Gossamer reacquired worldwide rights to seralutinib, received a $5 million payment from Chiesi, and now retains the substantial majority of global economics.
  • Regulatory path clarified: Following a Pre‑NDA Type B FDA meeting, Gossamer plans to submit an NDA for seralutinib in PAH in September 2026, with a potential FDA decision in the third quarter of 2027 if the application is accepted.

Negative

  • Collaboration revenue declined: Revenue from contracts with collaborators fell to $9.2 million in Q2 2026 from $11.5 million in Q2 2025.
  • Balance sheet remains weak: As of June 30, 2026, working capital was a negative $65.1 million and total stockholders’ deficit was $94.0 million, with total liabilities of $170.9 million exceeding total assets of $76.9 million.

Insights

Analyzing...

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 revenue $9,238,000 Revenue from contracts with collaborators for the quarter ended June 30, 2026
Q2 2025 revenue $11,489,000 Revenue from contracts with collaborators for the quarter ended June 30, 2025
Q2 2026 R&D expenses $26,412,000 Research and development expenses for the quarter ended June 30, 2026
Q2 2026 net income $16,900,000 Net income for the quarter ended June 30, 2026
Debt principal reduction $115,900,000 Reduction in aggregate principal from exchange of 5.00% Convertible Senior Notes due 2027
Cash and securities $57,026,000 Cash, cash equivalents and marketable securities as of June 30, 2026
Working capital -$65,058,000 Working capital balance as of June 30, 2026
Total liabilities $170,896,000 Total liabilities as of June 30, 2026
Pre-NDA Type B meeting regulatory
"The Company held a Pre-NDA Type B meeting with the U.S. Food and Drug Administration"
A pre-NDA Type B meeting is a formal discussion between a drug sponsor and the U.S. Food and Drug Administration held before submitting a New Drug Application to seek feedback on whether the planned package of data and analyses will support approval. It matters to investors because the meeting can reveal potential gaps, clarify required studies or labeling expectations, and reduce the chance of a surprise rejection or delay—think of it as a dress rehearsal that improves the odds and timing of regulatory approval.
New Drug Application regulatory
"intends to submit an NDA supported by one adequate and well-controlled study"
A new drug application is a formal request submitted to government regulators seeking approval to market a new medicine. It is like a detailed proposal that shows the drug has been tested for safety and effectiveness. For investors, receiving approval signals that the drug may soon become available for sale, potentially leading to revenue growth and impacting the company's value.
pulmonary arterial hypertension medical
"development and commercialization of seralutinib for the treatment of pulmonary arterial hypertension"
Pulmonary arterial hypertension is a progressive medical condition in which the arteries that carry blood from the heart to the lungs become narrowed or stiff, causing high pressure in the lung circulation and extra strain on the heart — like a pump working against clogged pipes. For investors, it matters because the condition defines the need, market size, clinical trial design, regulatory hurdles and potential revenue or risk for companies developing drugs, devices or diagnostics to treat or manage it.
Convertible Senior Notes financial
"exchange of its 5.00% Convertible Senior Notes due 2027"
Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.
reverse stock split financial
"authorized the Board to effect a reverse stock split, with the timing and final ratio"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
warrant liability financial
"Remeasurement of warrant liability | 1,602"
Warrant liability is the financial obligation a company records when it grants warrants—special options giving the holder the right to buy company shares at a set price in the future. It matters to investors because changes in this liability can affect a company's reported earnings and overall financial health, similar to how a pending contract can influence a company's future value.
Revenue from contracts with collaborators $9,238,000 decreased from $11,489,000 in the quarter ended June 30, 2025
Research and development expenses $26,412,000 decreased from $41,575,000 in the quarter ended June 30, 2025
Net income (loss) $16,900,000 net income improved from a net loss of $38,273,000 in the quarter ended June 30, 2025
Cash, cash equivalents and marketable securities $57,026,000 down from $136,932,000 as of December 31, 2025
Guidance

The company expects current cash, cash equivalents and marketable securities to fund operating and capital expenditures into the first quarter of 2027.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What were GOSS (Gossamer Bio) revenues in the second quarter of 2026?

Gossamer Bio reported $9.2 million in revenue from contracts with collaborators in Q2 2026, primarily from its Chiesi collaboration, compared with $11.5 million for the same quarter in 2025, reflecting lower collaboration-related activity.

Did GOSS (Gossamer Bio) report a profit or loss for Q2 2026?

Gossamer Bio reported net income of $16.9 million for Q2 2026, versus a $38.3 million net loss in Q2 2025. The improvement was mainly driven by a debt extinguishment gain and remeasurement gains in addition to lower research and development expenses.

How much cash does GOSS (Gossamer Bio) have, and how long will it last?

As of June 30, 2026, Gossamer Bio held $57.0 million in cash, cash equivalents and marketable securities. The company expects this, combined with its current plan, will fund operating and capital expenditures into the first quarter of 2027.

What capital structure changes did GOSS (Gossamer Bio) make to its convertible notes?

Gossamer exchanged approximately $181.1 million of its 5.00% Convertible Senior Notes due 2027 for about $65.2 million of new 7.50% Convertible Senior Secured First Lien Notes due 2030 plus equity and warrants, cutting total debt principal by roughly $115.9 million.

What is the status of GOSS (Gossamer Bio)’s seralutinib NDA plans?

Following a Pre‑NDA Type B meeting and receipt of FDA minutes, Gossamer intends to submit an NDA for seralutinib in PAH in September 2026. If accepted for filing, an FDA approval decision could occur in the third quarter of 2027.

What did GOSS (Gossamer Bio) change in its collaboration with Chiesi?

Gossamer and Chiesi terminated their Collaboration and License Agreement, with Gossamer reacquiring worldwide rights to seralutinib. Chiesi will pay a one-time $5 million to Gossamer and receive capped royalties and milestone payments on future seralutinib sales.

Did GOSS (Gossamer Bio) obtain stockholder approval for a reverse stock split?

At a special meeting on July 14, 2026, Gossamer stockholders approved proposals related to the convertible note exchange and authorized the Board to effect a reverse stock split, with timing and final split ratio left to Board determination.
0001728117FALSE00017281172026-08-132026-08-13

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 13, 2026
GOSSAMER BIO, INC.
(Exact name of Registrant as Specified in Its Charter)
 
Delaware001-3879647-5461709
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)(IRS Employer
Identification No.)
3115 Merryfield Row, Suite 120
San Diego, California, 92121

(Address of Principal Executive Offices) (Zip Code)
(858) 684-1300
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)
Name of each exchange on which registered
Common Stock, $0.0001 par value per shareGOSSNasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  



Item 2.02. Results of Operations and Financial Condition.
On August 13, 2026, Gossamer Bio, Inc. (the "Company") issued a press release reporting its financial results for the quarter ended June 30, 2026. The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information contained or incorporated herein, including the press release attached as Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, whether made before or after the date hereof, except as expressly set forth by specific reference in such filing to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
 
Exhibit
Number
Description
99.1
Press release dated August 13, 2026
 104Cover page interactive data file (embedded within the inline XBRL document)




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
GOSSAMER BIO, INC.
Date: August 13, 2026
By:/s/ Bryan Giraudo
Bryan Giraudo
Chief Financial Officer and Chief Operating Officer


Exhibit 99.1
newgosslogo.jpg
Gossamer Bio Announces Second Quarter 2026 Financial Results and Provides Business Update
- NDA Submission for Seralutinib in PAH On Track for September 2026 Following Receipt of Pre-NDA Type B Meeting Minutes -
- Gossamer Reacquired Worldwide Development and Commercial Rights to Seralutinib from Chiesi, Consolidating Global Control and Economics -
- Stockholders Approved Proposals Related to Convertible Note Exchange and Reverse Stock Split, Supporting a Strengthened Capital Structure -
- Cash, Cash Equivalents and Marketable Securities Totaled $57.0 Million as of June 30, 2026 -

SAN DIEGO—(BUSINESS WIRE)— August 13, 2026Gossamer Bio, Inc. (Nasdaq: GOSS) (the “Company” or “Gossamer”), a clinical-stage biopharmaceutical company focused on the development and commercialization of seralutinib for the treatment of pulmonary arterial hypertension (PAH) and pulmonary hypertension associated with interstitial lung disease (PH-ILD), today announced its financial results for the second quarter ended June 30, 2026, and provided a business update.
“We have worked hard to strengthen Gossamer and prepare the Company for what comes next,” said Faheem Hasnain, Chairman, Co-Founder, and CEO of Gossamer. “We completed a productive Pre-NDA Type B meeting with the FDA, received the official minutes and remain on track to submit our NDA for seralutinib in PAH in September. We also reacquired worldwide rights to seralutinib and completed a convertible note exchange that substantially reduced our debt. We are in a better position today, and our focus remains on the work required to move seralutinib forward.”
Seralutinib (GB002): Inhaled PDGFR, CSF1R and c-KIT Inhibitor
Regulatory Interactions: Pre-NDA Type B Meeting, Receipt of FDA Meeting Minutes and Planned NDA Submission
•    The Company held a Pre-NDA Type B meeting with the U.S. Food and Drug Administration (FDA) in mid-June 2026 and has since received the official meeting minutes. Based on those minutes, the FDA characterized the degree of statistical significance and the magnitude of the treatment effect observed in PROSERA as review issues rather than filing issues, and provided feedback on the format and content of the planned submission.
•    On that basis, the Company intends to submit an NDA supported by one adequate and well-controlled study (Phase 3 PROSERA) plus confirmatory evidence (Phase 2 TORREY and supportive analyses) in September 2026. If accepted for filing, seralutinib could be eligible for an FDA approval decision in the third quarter of 2027.



•    While the meeting minutes reflect FDA feedback as of the meeting date, the FDA’s ultimate determination on approvability will be made upon review of the complete NDA.
Reacquisition of Worldwide Commercial and Development Rights for Seralutinib from Chiesi
•    Gossamer and Chiesi agreed to terminate their Collaboration and License Agreement, and Gossamer has reacquired worldwide development and commercial rights to seralutinib ahead of the planned NDA submission. The termination dissolves the prior U.S. 50/50 profit share and returns ex-U.S. rights to Gossamer, giving the Company full operational control of development, manufacturing, commercialization, pricing and lifecycle strategy across all geographies.
• The termination agreement required Chiesi to make a one-time $5 million payment to Gossamer, settling all outstanding and future obligations under the prior collaboration, including second quarter 2026 costs. Gossamer made no upfront cash payment to reacquire the rights.
•     In exchange, Chiesi is entitled to a capped royalty on worldwide net sales of seralutinib, with no further royalty obligation once the cap is reached, as well as payments upon the achievement of specified regulatory and commercial milestones. As a result, Gossamer retains the substantial majority of seralutinib’s global economics versus its prior shared U.S. economics and ex-U.S. royalty.
Special Meeting: Approval of Proposals Related to Convertible Note Exchange and Reverse Stock Split
•    At a special meeting held on July 14, 2026, Gossamer’s stockholders approved the proposals related to the previously completed exchange of its 5.00% Convertible Senior Notes due 2027 (the “2027 Notes”) and authorized the Board to effect a reverse stock split.

•    Through the exchange, Gossamer exchanged approximately $181.1 million, or 90.5%, of the $200.0 million aggregate principal amount of 2027 Notes outstanding for approximately $65.2 million of new 7.50% Convertible Senior Secured First Lien Notes due 2030, together with equity securities and warrants, reducing the aggregate principal amount of the Company’s debt by approximately $115.9 million and the outstanding balance of the 2027 Notes to approximately $18.9 million.
•    Additionally, Gossamer’s stockholders authorized the Board to effect a reverse stock split, with the timing and final ratio subject to Board approval.
Financial Results for the Quarter Ended June 30, 2026
Cash, Cash Equivalents and Marketable Securities: Cash, cash equivalents and marketable securities totaled $57.0 million as of June 30, 2026. Gossamer expects the combination of current cash, cash equivalents and marketable securities will be sufficient to fund its operating and capital expenditures into the first quarter of 2027.
Revenue from contracts with collaborators: For the quarter ended June 30, 2026, revenue associated with Gossamer's collaboration with Chiesi was $9.2 million, including $6.1 million of cost reimbursement revenue, compared to $11.5 million of revenue for the same period in 2025.



Research and Development (R&D) Expenses: For the quarter ended June 30, 2026, R&D expenses were $26.4 million, compared to $41.6 million for the same period in 2025. The decrease was primarily driven by lower costs associated with clinical trials for seralutinib.
General and Administrative Expenses (G&A): For the quarter ended June 30, 2026, G&A expenses were $8.9 million, compared to $8.7 million for the same period in 2025.
Net Income (Loss): Net income for the quarter ended June 30, 2026, was $16.9 million, or $0.05 basic net income per share and $0.08 diluted net loss per share, compared to a net loss of $38.3 million, or $0.17 basic and diluted net loss per share, for the same period in 2025.
About Gossamer Bio
Gossamer Bio is a clinical-stage biopharmaceutical company focused on the development and commercialization of seralutinib for the treatment of pulmonary arterial hypertension and pulmonary hypertension associated with interstitial lung disease. Its goal is to be an industry leader in, and to enhance the lives of patients living with, pulmonary hypertension.
Forward-Looking Statements
Gossamer cautions you that statements contained in this press release regarding matters that are not historical facts are forward-looking statements. These statements are based on the Company’s current beliefs and expectations. Such forward-looking statements include, but are not limited to, statements regarding: the Company’s interpretation of the FDA minutes from its Pre-NDA Type B meeting; the timing and potential submission, and potential acceptance for filing and approval, of an NDA for seralutinib in PAH; the potential significance, interpretation and implications of data from the Phase 3 PROSERA study and Phase 2 TORREY study and supportive analyses; the development potential and market opportunity of seralutinib in PAH, PH-ILD and other indications; the anticipated benefits of the termination of the Company’s Collaboration and License Agreement with Chiesi; the anticipated benefits of the Company’s exchange of its previously outstanding 5.00% convertible senior notes due 2027; the anticipated benefits of any reverse stock split, and the timing of the completion of any such reverse stock split; and the expected timeframe for funding the Company’s operating plan with current cash, cash equivalents and marketable securities. The inclusion of forward-looking statements should not be regarded as a representation by Gossamer that any of its plans will be achieved. Actual results may differ from those set forth in this press release due to the risks and uncertainties inherent in Gossamer’s business, including, without limitation: the risk that the Company’s planned NDA submission is based in part on its views following its recent meeting with the FDA and the official minutes therefrom, and later feedback from the FDA may be inconsistent with such meeting or the Company’s views from such meeting; the FDA may determine that the planned NDA does not qualify for filing; the results of the Company’s clinical trials, including the Phase 3 PROSERA and Phase 2 TORREY studies, may not be deemed sufficient by the FDA to serve as the basis for regulatory approval of seralutinib, including the risk that the FDA determines that the overall benefit-risk assessment of seralutinib is not favorable; any path forward may require additional capital and other resources, which may not be available on reasonable terms, if at all, or may limit the commercial opportunity for seralutinib; the Company’s future performance is dependent entirely on the success of seralutinib; whether the anticipated benefits of the exchange of the 2027 Notes or the termination of the Company’s Collaboration and License Agreement with Chiesi are realized; a reverse stock split, if effected, may



not result in a sustained increase in the price of the Company’s common stock and may not satisfy the Nasdaq minimum bid price requirement or provide a better share capital structure; potential delays in the commencement, enrollment and completion of clinical trials; disruption to our operations from unexpected events, including clinical trial delays; the Company’s dependence on third parties in connection with product manufacturing, research and preclinical and clinical testing; the results of preclinical studies and early clinical trials with seralutinib are not necessarily predictive of future results; regulatory developments in the United States and foreign countries; adverse side effects or inadequate efficacy of seralutinib that may limit its development, regulatory approval and/or commercialization, or may result in clinical holds, recalls or product liability claims; Gossamer’s ability to obtain and maintain intellectual property protection for seralutinib; Gossamer’s ability to comply with its obligations in collaboration agreements with third parties or the agreements under which it licenses intellectual property rights from third parties; unstable market and economic conditions and changes in healthcare legislation, tariffs and trade policies may adversely affect the Company’s business and financial condition and the broader economy and biotechnology industry; Gossamer may use its capital resources sooner than it expects; and other risks described in the Company’s prior press releases and the Company’s filings with the Securities and Exchange Commission (SEC), including under the heading “Risk Factors” in the Company’s annual report on Form 10-K and any subsequent filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and Gossamer undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement, which is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.





Gossamer Bio Statement of Operations
Condensed Consolidated Statement of Operations
(in thousands, except share and per share amounts)
(unaudited)
Three months ended June 30,
Six months ended June 30,
2026
2025
2026
2025
Revenue:
     Revenue from contracts with collaborators
9,238 
11,489 
$
26,193 
$
21,378 
Total revenue
9,238 
11,489 
26,193 
21,378 
Operating expenses:
Research and development
26,412 
41,575 
69,487 
79,616 
General and administrative
8,900 
8,679 
27,646 
17,337 
Total operating expenses
35,312 
50,254 
97,133 
96,953 
Loss from operations
(26,074)
(38,765)
(70,940)
(75,575)
Other income (expense)
Interest income
268 
542 
622 
836 
Interest expense
(2,705)
(2,744)
(5,460)
(5,490)
Remeasurement of warrant liability
1,602 
— 
1,602 
— 
Remeasurement of derivative liability
4,113 
— 
4,113 
— 
Gain on debt extinguishment
43,846 
— 
43,846 
— 
Other income (expense), net
(4,150)
2,694 
(3,547)
5,318 
Total other income, net
42,974 
492 
41,176 
664 
Net Income (Loss)
$
16,900 
$
(38,273)
$
(29,764)
$
(74,911)
Net income (loss) per share, basic
$
0.05 
$
(0.17)
$
(0.11)
$
(0.33)
Net loss per share, diluted
$
(0.08)
$
(0.17)
$
(0.24)
$
(0.33)
Weighted average common shares outstanding, basic
320,014,255 
227,275,466 
277,313,038 
227,048,022 
Weighted average common shares outstanding, diluted
328,776,495 
227,275,466 
287,855,108 
227,048,022 



Condensed Consolidated Balance Sheet
(in thousands)

BALANCE SHEET DATA:
June 30, 2026
December 31, 2025
(unaudited)
Cash, cash equivalents, and marketable securities
$
57,026 
$
136,932 
Working capital
(65,058)
104,209 
Total assets
76,867 
172,249 
Total liabilities
170,896 
295,009 
Accumulated deficit
(1,468,702)
(1,438,938)
Total stockholders' deficit
(94,029)
(122,760)



For Investors and Media:
Bryan Giraudo, Chief Financial Officer & Chief Operating Officer
Gossamer Bio Investor Relations
ir@gossamerbio.com


Filing Exhibits & Attachments

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