Welcome to our dedicated page for Sana Biotechnology SEC filings (Ticker: SANA), 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.
Sana Biotechnology, Inc. filings document the regulatory record for a public biotechnology company developing engineered-cell medicines. Recent 8-K reports disclose operating results, corporate presentations, program updates for UP421, SC451, and SG293, at-the-market common stock sales arrangements, executive appointments, and board-class governance matters.
Proxy materials describe annual meeting voting items, director elections, board structure, executive compensation, and stockholder governance procedures. The company’s filings also capture material agreements, capital-structure disclosures, Regulation FD presentations, and other event reports tied to its cell-therapy pipeline and public-company obligations.
Sana Biotechnology, Inc. director Joshua H. Bilenker received a grant of stock options covering 90,000 shares of common stock. The options have an exercise price of $2.9600 per share and expire on June 3, 2036.
These options vest and become exercisable in full on the earlier of June 4, 2027 or immediately before Sana’s 2027 annual meeting of stockholders, provided he continues to serve the company through that date. Following this grant, he holds 90,000 derivative securities directly.
Sana Biotechnology director Robert Nelsen received a grant of stock options covering 90,000 shares of Common Stock. The options have an exercise price of $2.96 per share and expire on June 3, 2036. They vest 100% on the earlier of June 4, 2027 or immediately before Sana’s 2027 annual stockholder meeting, assuming continuous service. Following this grant, Nelsen holds options for 90,000 shares directly.
Sana Biotechnology, Inc. reported the results of its 2026 annual meeting of stockholders held on June 4, 2026. Stockholders elected three Class II directors to three-year terms expiring at the 2029 annual meeting. Hans E. Bishop received 117,452,573 votes for and 57,148,432 withheld, Robert Nelsen received 160,384,193 votes for and 14,216,812 withheld, and Alise S. Reicin, M.D. received 149,865,546 votes for and 24,735,459 withheld, with 30,606,441 broker non-votes recorded for each nominee.
Stockholders also ratified the appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with 203,932,500 votes for, 831,419 against, and 443,527 abstentions.
RA Capital Management and affiliated filers reported beneficial ownership of 18,750,000 shares of Sana Biotechnology common stock in a joint Schedule 13G filing. The filing states this equals 6.3% of the class based on 278,291,590 shares outstanding as of April 30, 2026 and an additional 21,607,878 shares issued under an at-the-market offering as of May 14, 2026.
The Fund directly holds the reported shares and RA Capital, Dr. Peter Kolchinsky and Rajeev Shah disclose shared voting and dispositive power through advisory and general partner relationships; the filing includes standard disclaimers about beneficial ownership attribution.
Sana Biotechnology, Inc. reported that it sold 21,607,878 shares of its common stock, generating aggregate net proceeds of approximately $69.0 million. The shares were sold under the company’s amended and restated sales agreement with TD Securities (USA) LLC, which acted as sales agent.
Sana Biotechnology reported a Q1 2026 net loss of $47.2 million, slightly improved from $49.4 million a year earlier, driven by lower research and development spending. Research and development expenses fell to $28.7 million, partly from suspending certain allogeneic CAR T programs, while general and administrative costs held steady at $11.5 million.
Cash, cash equivalents, and marketable securities totaled $101.1 million as of March 31, 2026. Management concluded these resources may not fund operations for 12 months, creating “substantial doubt” about the company’s ability to continue as a going concern.
After quarter-end, Mayo Clinic purchased 7,507,507 shares at $3.33 per share for about $25.0 million, with an option to buy an additional 7,507,507 shares on the same terms. Sana also has an at-the-market facility allowing it to sell up to $150.0 million of common stock, though no shares were sold in Q1.
Sana Biotechnology reported first quarter 2026 results and significant pipeline progress. The company ended March 31, 2026 with cash, cash equivalents, and marketable securities of $101.1 million and highlighted a pro forma cash position of $128.9 million, supporting an expected cash runway into 2027.
Sana announced a strategic collaboration with Mayo Clinic around SC451 for type 1 diabetes, including an approximately $25.0 million equity investment and an option for an additional similar investment. The company also reported positive 14‑month data from an investigator‑sponsored UP421 study without immunosuppression in a type 1 diabetes patient.
GAAP research and development expenses were $28.7 million, down from $37.2 million a year earlier, while general and administrative expenses were stable at $11.5 million. GAAP net loss was $47.2 million, or $0.17 per share, and non‑GAAP net loss was $38.8 million, or $0.14 per share. Non‑GAAP operating cash burn was $37.0 million, down from $46.6 million in the prior‑year quarter.
Sana Biotechnology, Inc. is holding its 2026 annual stockholder meeting as a virtual-only audio webcast at 9:00 a.m. Pacific Time on June 4, 2026. Stockholders of record at the close of business on April 6, 2026, when 269,991,753 common shares were outstanding, may vote.
Investors are being asked to elect three Class II directors—Hans E. Bishop, Robert Nelsen, and Alise S. Reicin, M.D.—for terms ending at the 2029 annual meeting, and to ratify Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026. The Board unanimously recommends voting “FOR” all director nominees and “FOR” ratification of EY.
The proxy also describes Sana’s classified Board structure, committee composition, director and executive biographies, related‑person transaction policies, and a pay‑for‑performance focused executive compensation program. For 2025, President and CEO Steven D. Harr, M.D. received total compensation of $2,903,010, largely from equity and incentive awards.
Sana Biotechnology, Inc. adjusted the classification of one board seat to comply with its Amended and Restated Certificate of Incorporation. On April 22, 2026, director Steven D. Harr, M.D. resigned as a Class I director and was immediately re-appointed as a Class III director.
The filing states this change was made solely to rebalance the three director classes, and that Dr. Harr’s board service is considered continuous. Following this reclassification, the Board now has three directors in each of Class I, Class II, and Class III.