SANA Files 8-K Attaching Q2 2025 Financial Results Press Release

Rhea-AI Filing Summary

Sana Biotechnology announced it has issued a press release reporting its financial results for the quarter ended June 30, 2025, which is attached as Exhibit 99.1 to this Form 8-K. The company states the press release is being furnished and not filed, so it is not subject to Section 18 liabilities and is not incorporated by reference into other filings unless explicitly stated. The 8-K lists Exhibit 99.1 and an Inline XBRL cover page, identifies the registrant as an emerging growth company, and is signed by Acting Chief Financial Officer Susan Wyrick. The company trades on Nasdaq under the ticker SANA.

Insights

Securities Analyst

TL;DR: Routine earnings release furnished via 8-K; the filing itself contains no financial figures.

The Form 8-K notifies investors that Sana has furnished a press release containing quarterly financial results for the period ended June 30, 2025, but does not include the press release text or financial metrics in this filing. Because the company expressly states the release is furnished, not filed, the disclosure limits Section 18 liability and avoids automatic incorporation by reference into other filings. Investors must consult Exhibit 99.1 for actual revenue, expense, or earnings details.

Corporate Governance Expert

TL;DR: Disclosure is procedurally standard and governed by "furnished" treatment; governance implications are minimal.

The 8-K follows common practice of furnishing an earnings press release and documenting the exhibit list and signatory. The filing confirms the signatory is the Acting Chief Financial Officer, which is an appropriate officer-level attestation for this type of disclosure. There are no governance actions, restatements, officer departures, or material transactions disclosed in this document itself.

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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 11, 2025

SANA BIOTECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-39941		83-1381173
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification Number)

188 East Blaine Street, Suite 400

Seattle, Washington 98102

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (206) 701-7914

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:

	☐	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 class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.0001 par value per share		SANA		The Nasdaq Stock Market LLC

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 11, 2025, Sana Biotechnology, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended June 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1.

The information in this Item 2.02, including the attached Exhibit 99.1, is being furnished and shall not be deemed “filed” for the 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 incorporated by reference into any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press release of Sana Biotechnology, Inc. dated August 11, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SANA BIOTECHNOLOGY, INC.
Date: August 11, 2025	By:	/s/ Susan Wyrick
		Susan Wyrick
		Acting Chief Financial Officer
		(Principal Accounting Officer)

FAQ

What did Sana Biotechnology (SANA) disclose in this 8-K?

The company furnished a press release announcing its financial results for the quarter ended June 30, 2025, attached as Exhibit 99.1.

Is the press release in the 8-K considered "filed" under the Exchange Act?

No. The 8-K states the press release is furnished, not filed, so it is not subject to Section 18 liabilities and is not incorporated by reference into other filings unless explicitly stated.

Who signed the Form 8-K for Sana?

The Form 8-K is signed on the company’s behalf by Susan Wyrick, Acting Chief Financial Officer and Principal Accounting Officer.

Where is Sana Biotechnology registered and what is its ticker?

The registrant is incorporated in Delaware and its common stock trades on The Nasdaq Stock Market under the ticker SANA.

Which exhibits are listed in the 8-K?

The filing lists Exhibit 99.1 (the press release) and Cover Page Interactive Data File (Inline XBRL) as Exhibit 104.