Nantahala Capital Management, LLC and its principals Wilmot B. Harkey and Daniel Mack report that, as of June 30, 2026, they beneficially own 0 shares of Quince Therapeutics, Inc. common stock, representing 0.00% of the outstanding class. They report no sole or shared voting or dispositive power over any Quince shares and indicate ownership of 5 percent or less of the class.
Quince Therapeutics, Inc. reports second-quarter 2026 results reflecting a major strategic shift and complex capital actions. The company abandoned its prior eDSP program after a Phase 3 failure, recording a $67.8 million intangible impairment and eliminating related contingent consideration liabilities of $64.3 million.
In May 2026 Quince completed the asset acquisition of Orphai, obtaining lead asset LAM-001 and recording $59.0 million of acquired in-process R&D expense and a $1.3 million gain on acquisition. Concurrently, it raised $115.0 million gross via a private placement of Series C non-voting convertible preferred stock and warrants, plus $20.3 million net through an ATM program, and settled its EIB debt for $5.5 million, removing $18.0 million of debt from the balance sheet.
Cash and cash equivalents rose to $116.0 million at June 30, 2026, but the Series C Preferred Stock’s potential cash-settlement feature means these proceeds cannot fully alleviate liquidity risk. With an accumulated deficit of $500.0 million and a six-month net loss of $39.6 million, management concludes that substantial doubt about continuing as a going concern exists over the next year.
Cormorant Asset Management, LP and Bihua Chen report beneficial ownership of Quince Therapeutics, Inc. common stock. They report beneficial ownership of 108,029 shares of common stock, representing 9.99% of the class, with shared voting and dispositive power over all reported shares.
The ownership relates to common stock issuable upon conversion or exercise of various instruments described as Acquisition Conversion Shares, Acquisition Warrant Conversion Shares, Private Placement Conversion Shares, and Private Placement Warrant Conversion Shares, collectively the Convertible Shares and Warrants. These securities are subject to a 9.99% beneficial ownership limitation on exercise. Cormorant-related funds in total hold 5,498 shares of common stock and Convertible Shares and Warrants to purchase up to 1,057,426 shares, but the limitation caps reportable ownership at 9.99%, based on approximately 977,963 shares of common stock outstanding after a reverse stock split.
Quince Therapeutics reported second-quarter 2026 results highlighted by the completed acquisition of Orphai Therapeutics, which added LAM-001, an inhaled rapamycin candidate for multiple serious pulmonary diseases, to its pipeline. The company has initiated a Phase 2b trial of LAM-001 for pulmonary hypertension associated with interstitial lung disease (PH-ILD) with data anticipated in the first quarter of 2028, and a Phase 2 trial in bronchiolitis obliterans syndrome (BOS) with data expected in the first quarter of 2027, and plans a Phase 2 study in sarcoidosis-associated pulmonary hypertension (SAPH) in late 2026.
To fund these programs, Quince closed a private placement that generated $115 million in gross upfront proceeds and $103.6 million in net proceeds, with up to an additional $83 million possible upon warrant exercises. Cash and cash equivalents were $116 million as of June 30, 2026, and the company expects this to fund operations through the end of 2028. The quarter included significant non-recurring charges: $59.0 million of acquired in-process R&D and a $67.8 million intangible asset impairment (year-to-date), as well as a sharp increase in G&A expenses driven by $9.1 million in non-cash stock-based compensation and $4.4 million in professional fees. Net loss for the quarter was $75.5 million (or $12.31 per share).
Balyasny Asset Management L.P. and affiliated entities reported a significant ownership position in Quince Therapeutics, Inc. common stock. The group, including BAM GP LLC, Balyasny Asset Management Holdings LP, Dames GP LLC, and Dmitry Balyasny, collectively may be deemed to beneficially own 97,699 shares.
This position represents approximately 9.99% of Quince’s common shares, based on 977,963 shares outstanding as of June 29, 2026. The reported amount includes 69,281 common shares and 28,418 shares issuable upon exercise of 9,405 warrants and conversion of 13,780 Series C Preferred shares, all subject to a 9.99% Beneficial Ownership Limitation.
Each reporting person has sole voting and dispositive power over 97,699 shares and no shared power. The underlying securities are held for investment management clients Atlas Diversified Master Fund, Ltd., Atlas Private Holdings (Cayman) Ltd, Atlas Private Holdings VIII, LLC, and AEF Plus Privates Fund, LLC, which are entitled to dividends and sale proceeds.
Quince Therapeutics, Inc. filed Amendment No. 1 to its Form S-3 registration statement primarily to add a legal opinion as Exhibit 5.1, leaving the substantive terms of the existing shelf registration unchanged. The amendment includes an updated Part II with an itemized estimate of offering-related expenses totaling $498,600, including a $38,600 SEC registration fee, legal, accounting, printing, and transfer agent costs, which will be borne by the company rather than the selling stockholders.
The company restates its Delaware-law–based indemnification and liability-limitation protections for directors and officers, and confirms standard SEC shelf undertakings regarding post-effective amendments, incorporation by reference, and treatment of indemnification for Securities Act liabilities. The filing is executed on behalf of Quince by Chief Executive Officer and Chief Medical Officer Dirk Thye, M.D., with a power of attorney authorizing designated officers to sign future amendments.
Quince Therapeutics, Inc. has a significant shareholder group associated with Squadron Capital reporting holdings of its common stock. Squadron Master Fund LP, Squadron Capital Management, LLC, and individuals Matthew Sesterhenn and William Blank each report beneficial ownership of 55,173 shares of common stock, representing 5.6% of the class.
The ownership percentage is based on 977,963 shares outstanding following a June 29, 2026 reverse stock split. All four reporting persons indicate shared voting and dispositive power over 55,173 shares and no sole power. The shares are held by private funds advised by Squadron Capital Management, and the adviser and its partners expressly disclaim beneficial ownership under Rule 13d‑4. The funds have the right to receive dividends and sale proceeds from these shares.
Quince Therapeutics announced that Chief Executive Officer, Chief Medical Officer and director Dirk Thye and Chief Operating, Business and Compliance Officer Brendan Hannah have tendered conditional resignations. Their departures would become effective two business days after the conclusion of a Special Meeting of Stockholders anticipated on September 25, 2026, contingent on stockholder approval of three proposals: the Conversion Proposal, Minimum Price Proposal and Authorized Share Proposal.
Subject to the same effective time, the board conditionally appointed Brigette Roberts as Chief Executive Officer and Principal Executive Officer, John Militello as Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer, and Keith R. Fandrick as Chief Operating Officer. Thye and Hannah will remain eligible for previously disclosed retention bonuses and severance if employed through the Special Meeting date. The board approved reducing its size from five to four directors upon Thye’s resignation and intends to add an independent director.
Quince Therapeutics, Inc. is asking stockholders to approve several proposals tied to its May 2026 acquisition of Orphai Therapeutics and a concurrent private financing. The company issued 67,101.235 shares of Series C Preferred Stock and related warrants in the acquisition and 144,200.633 Series C Preferred plus PIPE warrants in a $115 million private placement, with up to about $72 million more upon warrant exercise.
Each preferred share converts into 52 shares of common stock, and, together with warrants and assumed Orphai options, could result in up to 16,615,932 new common shares versus 1,017,063 currently outstanding as of July 29, 2026, a large potential dilution. After the PIPE closing, legacy Quince holders represented about 6.9%, Orphai holders 31.9%, and PIPE investors 61.2% of common stock on a fully diluted, as-converted basis.
Stockholders are being asked to approve: conversion-related issuances that may exceed 20% and be deemed a Nasdaq “change of control,” PIPE-related issuances at prices potentially below Nasdaq’s minimum price, an increase in authorized common shares from 250,000,000 to 275,000,000, new 2026 equity and ESPP plans, and a possible meeting adjournment. Failure to approve key proposals could force Quince to cash-settle Series C Preferred for its fair value per share, which the company states could materially affect its business and financial condition.
Quince Therapeutics, Inc. is registering up to 15,470,099 shares of Common Stock for resale by existing selling stockholders, consisting of Acquisition Shares, Series C preferred conversion shares and warrant conversion shares from its Orphai Therapeutics acquisition and a 2026 private placement.
The company will not receive proceeds from stockholder resales, but may receive cash if Acquisition and Financing Warrants are exercised. The May 2026 private placement issued 144,200.633 Series C Non-Voting Convertible Preferred shares at $797.50 each for approximately $115 million, each preferred share automatically convertible into 52 Common shares upon stockholder approvals and subject to ownership caps.
Quince recently acquired Orphai, making inhaled rapamycin candidate LAM-001 its lead asset, with ongoing Phase 2 trials in PH-ILD and BOS and a planned SAPH trial. Two reverse stock splits in April and June 2026 created a cumulative 1-for-200 adjustment, reducing common shares outstanding to 278,627 as of June 29, 2026.