Welcome to our dedicated page for Gyre Therapeutics SEC filings (Ticker: GYRE), 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.
Gyre Therapeutics, Inc. filings document a commercial-stage biopharmaceutical issuer with U.S. and China operations, revenue from Gyre Pharmaceuticals, and a pipeline centered on anti-fibrotic therapies and targeted protein degradation assets. Form 8-K reports cover operating results, business updates, CDE/NMPA regulatory disclosures for F351, and clinical-program updates for Hydronidone and pirfenidone.
Proxy and material-event filings describe governance matters, shareholder voting items, material agreements, capital-structure disclosures and the completed Cullgen acquisition, including preferred-stock and common-stock conversion mechanics. The record also includes Regulation FD disclosures addressing commercial products, research spending and pipeline development.
GYRE THERAPEUTICS, INC. executive vice president and general manager Jialiang Wang has reported initial holdings of stock options for the company’s common stock. The Form 3 shows options covering 47,530 underlying shares at an exercise price of $5.98 per share expiring on November 12, 2034, 42,777 underlying shares at $2.00 expiring on April 16, 2031, 38,024 underlying shares at $0.93 expiring on January 12, 2030, and 95,060 underlying shares at $0.32 expiring on June 7, 2028, all held directly. A footnote states that one of these options is fully vested, while another vests over time starting on November 13, 2025, subject to continued service.
GYRE THERAPEUTICS, INC. Chief Scientific Officer Xiong Yue reports initial ownership of 2,376,500 shares of Series B Preferred Stock. These shares were received in the merger where a Gyre subsidiary combined with Cullgen Inc., with Cullgen becoming a wholly owned subsidiary effective as of May 4, 2026.
Each share of Series B Preferred Stock will be convertible, following stockholder approval and subject to a Beneficial Ownership Limitation, into five shares of common stock. The Series B Preferred Stock has no expiration date.
GYRE THERAPEUTICS, INC. chief executive officer Luo Ying filed a Form 3 that lists existing equity holdings in the company. The filing shows indirect ownership through a spouse of 2,575,541 shares of common stock, plus multiple stock option awards held both directly and indirectly with exercise prices between $0.32 and $5.98 and expirations from 2028 through 2034.
Gyre Therapeutics investors Songjiang Ma and Yueying Zhu report beneficial ownership of 7,342,131 shares, representing 6.33% of the company’s common stock. Their stake consists of 4,536,047 shares underlying options held by Mr. Ma that are exercisable within 60 days and 2,806,084 shares held directly by Ms. Zhu. The amendment is triggered by a change in Gyre’s shares outstanding following its all-stock acquisition of Cullgen Inc., which was valued at approximately $300 million and added 14,450,527 new shares. Ma and Zhu did not receive additional Gyre securities in the merger. The deal includes Series B Preferred Stock convertible into common shares, subject to a 19.99% issuance cap until stockholders vote on a Conversion Proposal at a meeting scheduled for June 10, 2026.
Ying Luo and Ping Lan report beneficial ownership of 10,211,387 shares of Gyre Therapeutics common stock, representing 8.6% of the class. This includes 5,373,091 shares underlying Mr. Luo’s options, 2,575,541 shares held directly by Ms. Lan, and 2,262,755 shares underlying Ms. Lan’s options, all exercisable within 60 days.
The amendment reflects Gyre’s all‑stock acquisition of Cullgen Inc., which valued Cullgen at approximately $300 million and added 14,450,527 Gyre common shares issued in the merger. Cullgen holders received either common stock or Series B Preferred Stock, each preferred share being convertible into five common shares after stockholder approval of a Conversion Proposal, subject to a 19.99% cap and individual beneficial ownership limits.
Series B Preferred Stock carries voting rights and dividend participation similar to common stock and is subject to protective provisions until conversion is approved. Certain executives, directors and stockholders entered lock‑up agreements restricting transfers of one‑third of their shares for 180 days, one‑third for 12 months and one‑third for 18 months after closing. A registration rights agreement requires Gyre to file a resale registration statement for Cullgen holders’ shares and related conversion shares within 45 days of closing and to use reasonable best efforts to have it declared effective within specified timeframes.
GNI USA, Inc. and GNI Group Ltd. report beneficial ownership of 86,323,015 shares of Gyre Therapeutics common stock, representing 69.1% of the company’s equity on an as-converted basis. This stake includes issued common shares plus stock underlying Series X and Series B preferred shares.
The filing reflects Gyre’s all-stock acquisition of Cullgen Inc., which valued Cullgen at approximately $300 million and closed on May 4, 2026. Cullgen shareholders received a mix of Gyre common stock and Series B Preferred Stock, each Series B share being convertible into five common shares once stockholders approve a Conversion Proposal.
The Series B Preferred Stock carries dividend and voting rights aligned with common stock, but key corporate actions affecting these preferred shares require approval from their holders until conversion is approved. Certain executives, directors and stockholders are subject to lock-up agreements that restrict transfers of portions of their holdings for 180 days, 12 months and 18 months after closing, and a registration rights agreement requires Gyre to file a resale registration statement for Cullgen holders.
GYRE THERAPEUTICS, INC. disclosed that GNI Group Ltd. and GNI USA, Inc., each a ten percent owner, received Series B Preferred Stock in connection with Gyre’s merger with Cullgen Inc., which became a wholly-owned subsidiary effective May 4, 2026.
GNI Group Ltd. holds 2,143,706 shares of Series B Preferred Stock, representing 10,718,530 underlying common shares, and GNI USA holds 458,120 shares, representing 2,290,600 underlying common shares. Each preferred share will be convertible into five common shares following stockholder approval, subject to a Beneficial Ownership Limitation, and the Series B Preferred Stock has no expiration date.
Eastling Thomas Wilson reported acquisition or exercise transactions in this Form 4 filing.
GYRE THERAPEUTICS, INC. reported that Chief Financial Officer Thomas Wilson received multiple stock option awards on May 4, 2026. These derivative transactions are all coded as grants and reflect compensation, not open‑market buying or selling of common shares.
The awards include options to purchase 92,683 shares of common stock at $5.98 per share expiring on November 12, 2034, and other options covering 95,060 shares at $2.34, 47,530 shares at $0.93, and additional grants at $2.00 and $0.32 per share with expirations between 2028 and 2031. One option for 33,271 shares at $0.32 is held indirectly through his spouse, and one option is already fully vested, while another 92,683‑share grant vests over time starting November 13, 2025.
Gyre Therapeutics reported first quarter 2026 revenue of $22.5 million, up slightly from $22.1 million a year earlier, while shifting to a GAAP net loss of $9.9 million versus prior net income of $3.7 million as operating expenses rose sharply.
Marketing, research and development, and general and administrative costs all increased, and the company recorded $2.5 million in transaction costs related to its approximately $300 million all-stock acquisition of Cullgen. Gyre affirmed its full-year 2026 revenue guidance of $100.5 to $111.0 million and ended the quarter with $79.2 million in total cash and deposits. The company advanced its pipeline with a New Drug Application for F351 in China under priority review and enrolled the first patient in a Phase 2/3 trial of pirfenidone for radiation-induced lung injury.
Gyre Therapeutics has completed its previously announced all-stock acquisition of Cullgen Inc., valuing Cullgen at approximately $300 million. Cullgen is now a wholly owned subsidiary, and the deal is treated as a combination of entities under common control because both companies are controlled by GNI Group Ltd.
Former Cullgen CEO Ying Luo, Ph.D. has become Gyre’s Chief Executive Officer, President and a director, while Ping Zhang remains Chairman. Cullgen shareholders received Gyre common stock or Series B Convertible Preferred Stock, with each preferred share convertible into five common shares after stockholders vote on a conversion proposal on June 10, 2026, subject to a 19.99% ownership cap.
The combined company now pairs Gyre’s commercial fibrosis drug ETUARY and late-stage candidate F351 with Cullgen’s targeted protein degrader and degrader-antibody conjugate pipeline, operating as a fully integrated biopharmaceutical group across the U.S. and China.