Every 8-K that Lisata Therapeutics Inc (LSTA) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow LSTA and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full LSTA filings page.
On July 24, 2026, Lisata Therapeutics, Inc. terminated its Agreement and Plan of Merger with Kuva Labs Inc. and Kuva Acquisition Corp. after the buyers failed to accept and pay for common shares tendered into their offer following its expiration on July 20, 2026.
The original tender offer contemplated $4.00 in cash per common share plus one contingent value right with up to an additional $3.00 in cash, followed by a merger on the same terms. Kuva Labs informed Lisata it could not obtain sufficient financing and will instruct the depositary to return all tendered shares. Under the merger agreement, Kuva Labs must pay Lisata a $2,000,000 termination fee, and Lisata may seek further damages, though recovery is uncertain. Lisata’s board plans a broad review of strategic alternatives, including a reverse merger, other business combinations, asset sales or dissolution, with no timetable or assurance that any transaction will occur.
Lisata Therapeutics, Inc. entered into an amendment with Kuva Labs Inc. and Kuva Acquisition Corp. to their existing Agreement and Plan of Merger originally dated March 6, 2026. The amendment extends the contractual Outside Date from July 17, 2026 to July 21, 2026.
The transaction is being pursued through a tender offer, for which Kuva Labs and Kuva Acquisition Corp. have filed a tender offer statement on Schedule TO, and Lisata has filed a Solicitation / Recommendation Statement on Schedule 14D-9. Investors and security holders are urged to read these documents carefully before deciding whether to tender their shares.
Lisata Therapeutics amended its merger agreement with Kuva Labs to adjust the planned tender offer for Lisata’s common stock. The amendment moves the offer commencement deadline to June 10, 2026 and extends the transaction “Outside Date” from July 1, 2026 to July 17, 2026, with a further extension to August 17, 2026 available if Kuva Labs pays a non‑refundable $1.5 million fee.
Lisata agreed to certain covenants not to sue and waivers of claims related to Kuva’s delayed offer launch and missed $250,000 interim operating payment, in exchange for staged payments of $150,000 on June 12, 2026 and $100,000 on June 26, 2026. These protections fall away if Kuva fails to make required payments or materially breaches the amendment. Kuva’s acquisition vehicle acknowledged that it does not yet have committed financing and agreed this is material information for Lisata stockholders that will be disclosed and updated in its tender offer filings.
Lisata Therapeutics, Inc. reports that Kuva Labs’ subsidiary, which agreed to launch a tender offer to acquire all Lisata common stock, did not commence the offer on June 1, 2026 as expected under the amended merger agreement. Parent is negotiating with potential financing sources and is reevaluating the timing of the tender offer, and there is no assurance that the offer will commence. The company highlights that, if the tender offer begins, investors will receive detailed tender offer materials and a related Lisata recommendation statement to help them decide whether to tender their shares.
Lisata Therapeutics, Inc. amended its merger agreement with Kuva Labs, changing the tender offer consideration structure for its common stock. The upfront cash component per share is reduced from $5.00 to $4.00, while the contingent value right now allows for up to $3.00 in milestone-based cash payments.
Each CVR can pay $1.25 upon a defined Phase 2a GBM trial milestone and $1.75 upon regulatory filing or acceptance of a marketing application for certepetide. The parties also extended the tender offer commencement deadline to June 1, 2026 and pushed the merger "Outside Date" to July 6, 2026.
Lisata Therapeutics, Inc. entered into an amendment and waiver with Kuva Labs Inc. and Kuva Acquisition Corp. to modify their existing Merger Agreement. The change extends the deadline for Kuva’s subsidiary to commence its tender offer for all outstanding Lisata common shares from April 13, 2026 to May 29, 2026, or another mutually agreed date.
Under the amendment, Kuva Labs agrees to pay certain Lisata expenses up to $1.1 million in total until the tender offer begins. In return, Lisata agrees not to pursue specified claims related to the Merger Agreement until May 29, 2026, and to waive certain claims tied to the earlier missed tender-offer start date once the offer begins and agreed payments are made, subject to termination rights if Kuva defaults or materially breaches the amendment.
Lisata Therapeutics, Inc. reports that Kuva Labs Inc. has not yet commenced the planned tender offer to acquire all outstanding Lisata common shares under their March 6, 2026 Merger Agreement. The deadline for Kuva’s acquisition subsidiary to begin the offer was previously extended to April 13, 2026.
Lisata states that Kuva is seeking alternative, more favorable financing to fund the tender offer and intends to launch the offer once that financing is finalized. Lisata and Kuva are in discussions about the financing and timing, but there is no assurance the tender offer will commence or the transaction will close.
Lisata Therapeutics, Inc. disclosed that it has agreed with Kuva Labs Inc. to extend the deadline for Kuva Acquisition Corp. to commence its tender offer to buy all outstanding Lisata common shares. The commencement date was moved from April 3, 2026 to April 13, 2026, or another date agreed by the parties.
The change is implemented through a waiver to the existing Agreement and Plan of Merger dated March 6, 2026, which is filed as an exhibit. The filing reiterates that the tender offer has not yet started and urges Lisata stockholders to carefully review the forthcoming Schedule TO and Schedule 14D‑9 once available before deciding whether to tender their shares.
Lisata Therapeutics, Inc. agreed to be acquired by Kuva Labs Inc. through a cash tender offer and follow-on merger. Lisata stockholders are expected to receive $5.00 in cash per common share at closing plus one non‑tradable contingent value right (CVR) per share.
Each CVR offers a potential $1.00 per share cash payment if a regulatory filing for the certepetide drug candidate is made or accepted for review before the seventh anniversary of the closing date or earlier termination of the CVR agreement. Lisata’s board unanimously approved the deal and recommends that stockholders tender their shares. The transaction is subject to customary conditions, including a majority of shares being tendered, and is expected to close in the second quarter of 2026, after which Lisata will become a private company and its stock will be delisted from Nasdaq.
Lisata Therapeutics, Inc. entered into an amendment to its existing binding term sheet with Kuva Labs Inc. covering a potential acquisition of Lisata by Kuva. The amendment, dated February 27, 2026, extends the term sheet’s expiration date to March 7, 2026.
The contemplated transaction structure involves Kuva commencing a tender offer to acquire, on a fully diluted basis, all outstanding shares of Lisata common stock, followed by a short-form merger under Section 251(h) of Delaware law. The tender offer has not yet commenced, and a definitive purchase agreement has not yet been executed.
Lisata Therapeutics, Inc. has terminated its licensing partnership with Qilu Pharmaceutical covering certepetide (formerly CEND-1) in Greater China. The Mutual Termination Agreement, signed on January 23, 2026, ends the prior Exclusive License and Collaboration Agreement under which Qilu held a royalty-bearing exclusive license for research, development and commercialization of certepetide in Mainland China, Hong Kong, Macau and Taiwan. Under the now-terminated agreement, Lisata had been eligible to receive up to $200 million in development and commercial milestone payments and royalties of 10% to 15% on sales of licensed products. The termination is effective as of January 23, 2026, although obligations that accrued before that date and certain specified provisions continue to remain in force.
Lisata Therapeutics, Inc. entered into a binding term sheet with Kuva Labs Inc. for a potential acquisition via a negotiated tender offer and short-form merger. Kuva plans to commence a tender offer to acquire all Lisata common shares on a fully diluted basis at $4.00 per share in cash.
Each share tendered in the offer or converted in the merger would also receive two non-tradeable contingent value rights, each potentially paying $1.00 per share, one within 12 months of rights to certepetide in Greater China reverting to Lisata and one upon filing an NDA or similar approval filing for certepetide in any jurisdiction. Lisata’s board unanimously determined the term sheet and contemplated transactions are advisable, fair and in the best interests of stockholders.
The parties must still negotiate and sign a definitive purchase agreement on terms materially consistent with the term sheet, with a target date of February 27, 2026, and agreed to mutual $2,000,000 breakup fees in specified failure or superior-offer scenarios. The tender offer has not yet commenced and will be subject to customary conditions, including a majority of voting power being tendered.
Lisata Therapeutics (LSTA) furnished an 8-K announcing a press release with financial results for the third quarter ended September 30, 2025, and a corporate presentation. The materials are included as Exhibits 99.1 and 99.2.
These disclosures were provided under Regulation FD and are being furnished, not filed, and therefore are not subject to Section 18 of the Exchange Act nor incorporated by reference except as expressly stated.
Lisata Therapeutics furnished an investor slide presentation under Item 7.01 (Regulation FD). The presentation, dated October 14, 2025, is attached as Exhibit 99.1 and will be used at investor and industry conferences.
The materials are expressly furnished, not filed, under the Exchange Act and are not subject to Section 18 liabilities. They are not incorporated by reference into Securities Act filings unless expressly stated.
Lisata Therapeutics entered into a worldwide non-exclusive license agreement with Catalent, Inc. to allow Catalent to use Lisata's iRGD cyclic peptide, certepetide, as an antibody drug conjugate (ADC) payload on Catalent's SMARTag4 ADC platform. Catalent will assume full responsibility for research, development and commercialization costs, while Lisata is eligible for pre-determined development milestone payments of up to $10.5 million, tiered revenue sharing on future sales and/or partnerships, and a portion of any sublicense consideration. The agreement runs product-by-product and country-by-country until the end of the royalty term and may be terminated for material breach, bankruptcy/insolvency, or by Catalent on 30 days' notice. Catalent granted Lisata a right of first negotiation if Catalent initiates an organized out-licensing process for an asset arising from the collaboration. The company will file the full agreement as an exhibit to its Annual Report for the fiscal year ending December 31, 2025.
Lisata Therapeutics (Nasdaq:LSTA) filed an 8-K (Item 7.01 Regulation FD) announcing preliminary cohort B data from its Phase 2 ASCEND trial evaluating certepetide plus standard chemotherapy in metastatic pancreatic ductal adenocarcinoma. The company furnished a press release (Ex. 99.1) and investor slide deck (Ex. 99.2); the 8-K itself contains no numerical efficacy or safety results. Because the information is furnished, it is not deemed “filed” under the Exchange Act and carries no Section 18 liability. The disclosure is potentially material given certepetide’s status as the lead asset targeting a high-mortality cancer, yet the market impact depends on data contained only in the exhibits.