Serina Therapeutics 8-K Filings

Serina Therapeutics, Inc. (SER) entered into a Common Stock Purchase Agreement and related Registration Rights Agreement with Roth Principal Investments, LLC, giving Serina the right, in its sole discretion, to sell up to $25,000,000 of newly issued common stock over up to 36 months after a resale registration statement is declared effective. Purchases are structured as Market Open, Intraday, Pre‑Market, or Post‑Market Purchases, each priced off the stock’s VWAP with tiered discounts via an “Applicable Multiplier” ranging from 0.93 to 0.97 depending on cumulative amounts sold and purchase timing.

Under NYSE American rules, issuances to Roth are capped at 5,077,554 shares, equal to 19.99% of shares outstanding before the agreement, unless pricing meets or exceeds a $2.7695 Base Price or stockholder approval lifts the cap, and Roth cannot exceed 4.99% beneficial ownership. Serina agrees to a standstill on other equity issuances until the registration statement is effective and to avoid most other variable‑rate financing during the term, while reimbursing Roth’s legal fees ($100,000 upfront plus up to $7,500 per quarter) and paying Compass Point Research & Trading up to $50,000 as qualified independent underwriter. Net proceeds, if Serina elects to draw on the facility, are planned for working capital and general corporate purposes.

Serina Therapeutics, Inc. reported second-quarter 2026 results and business updates centered on its lead Parkinson’s disease candidate SER-252. Enrollment and dosing of all eight patients in Cohort 1 of the Phase 1b registrational study were completed in July 2026, ahead of prior guidance, with top-line data from the single-ascending-dose arm targeted for the first half of 2027. Serina also entered a development partnership with Gannet BioChem to support process development, scale-up and manufacturing for SER-252 and appointed Farrell Simon, Pharm.D., to its Board and key committees.

For the quarter ended June 30, 2026, Serina reported no revenue and operating expenses of $6.8 million, mainly from $3.8 million in research and development and $3.0 million in general and administrative costs. Net loss was $6.4 million, with net loss attributable to common stockholders of $8.9 million, or $(0.55) per share. Cash and cash equivalents were $23.0 million as of June 30, 2026, supported by $31.3 million of net cash provided by financing activities in the first half of 2026. The company highlights typical clinical, regulatory, financing and ability to continue as a going concern risks in its forward-looking statements disclosure.

Serina Therapeutics, Inc. entered into an Amended and Restated Employment Agreement with Chief Executive Officer Steve Ledger, providing an annual base salary of $500,000 and a target annual bonus equal to 50% of base salary, based on goals established by the Board of Directors.

For a termination by the company without Cause or a resignation for Good Reason outside a Change in Control, Ledger is entitled to 12 months of base salary, a prorated target bonus, and up to 12 months of reimbursed COBRA premiums, subject to signing and not revoking a release of claims.

If this type of termination occurs in connection with a Change in Control, he instead receives 1.5 times base salary, 1.5 times target annual bonus, a prorated target bonus, up to 18 months of COBRA reimbursement, and full accelerated vesting of then-unvested time-based equity awards. The agreement includes confidentiality, a two‑year post-termination non-competition covenant, 18‑month non-solicitation and no-hire restrictions, non-disparagement, and a Section 280G “best-net” reduction rather than an excise tax gross-up.

Serina Therapeutics, Inc. appointed Farrell Simon, Pharm.D. to its Board of Directors, effective July 22, 2026, and named him to the Board’s Audit and Compensation Committees. Simon is currently Chief Commercial Officer at Trevi Therapeutics, where he has supported financings totaling more than $400 million and led commercial strategy and business development.

The company highlights its POZ Platform drug-optimization technology and lead candidate SER-252, an apomorphine therapy for Parkinson’s disease. The SER-252-1b registrational Phase 1b trial is randomized, double-blind and placebo-controlled, with single- and multiple-ascending-dose cohorts evaluating safety, tolerability, pharmacokinetics and exploratory motor outcomes across sites in the United States, Australia, and planned sites in South Korea and Taiwan.

Serina Therapeutics, Inc. reported that stockholders approved a major amendment to its charter, increasing authorized common stock from 40,000,000 to 125,000,000 shares effective June 17, 2026. This gives the company significantly more capacity to issue new shares in the future.

At the 2026 Annual Meeting, stockholders elected three directors to terms ending at the 2029 meeting. They also approved adding 2,000,000 shares to the 2024 Equity Incentive Plan, authorized issuances of common stock tied to conversion of Series A Preferred Stock and certain private placement securities, supported executive compensation and annual say‑on‑pay votes, and ratified Frazier & Deeter, LLC as auditor for 2026.

Serina Therapeutics reported a wider first-quarter 2026 net loss but significantly strengthened its balance sheet and advanced its lead Parkinson’s program. Net loss attributable to common stockholders was $6.9 million, or $0.58 per share, compared with $4.8 million, or $0.49 per share, a year earlier, driven partly by a $1.6 million non-cash loss tied to amending a convertible note.

The company closed a $21.2 million private placement of common stock and warrants in March and April 2026, helping lift cash and cash equivalents to $24.5 million as of March 31, 2026, up from $3.1 million at year-end 2025. Stockholders’ equity shifted from a small deficit to $17.6 million. The financing also triggered automatic conversion of all Series A preferred stock into common shares.

Serina’s Phase 1b registrational clinical study of SER-252 in advanced Parkinson’s disease is underway, with the first patient dosed in February 2026. The company expects to complete enrollment and dosing of Cohort 1 by the end of the third quarter of 2026 and is targeting TFL data from the single-ascending-dose study arm in the first half of 2027.

Serina Therapeutics, Inc. reported leadership and governance updates. Its subsidiary, Serina Therapeutics (AL), Inc., promoted Srini Tenjarla, Ph.D., to Chief Technology Officer, increasing his annual base salary to $425,000, effective back to March 15, 2026. The Company also raised Chief Executive Officer Steve Ledger’s annual base salary to $500,000, effective as of September 9, 2024, and paid the retroactive amount in a lump sum in April 2026.

The Board approved amended and restated bylaws effective April 15, 2026. The bylaws add detailed provisions for appointing Co-Chairs of the Board, allowing a Chair or any Co-Chair to call special stockholder meetings and preside over Board and stockholder meetings, with each Co-Chair holding the same authority and powers, subject to coordination expectations.

Serina Therapeutics, Inc. reported full-year 2025 results and highlighted progress for its neurology pipeline and financing. Grant revenue was $130,000 while operating expenses rose to $24.2 million, leading to a net loss attributable to common stockholders of $19.4 million, or $1.91 per share. Cash and cash equivalents were $3.1 million as of December 31, 2025.

In January 2026 the FDA cleared the IND for lead Parkinson’s candidate SER-252, and in February 2026 the first patient was dosed in a Phase 1b registrational trial. Serina also agreed to a private placement of common stock and pre-funded warrants of at least $15 million and up to $30 million, with 50% warrant coverage that could add up to $33.3 million upon exercise; by March 23, 2026, gross proceeds of $16.0 million had been received. In addition, the company’s at-the-market program has raised $12.9 million in gross proceeds to date.

Serina Therapeutics, Inc. entered into a private placement led by director Greg Bailey to raise up to $30 million through common stock and pre-funded warrants priced at $2.25 per share. The first tranche of $15 million closed around March 20, 2026, with a second tranche of up to $15 million anticipated by April 30, 2026.

Investors also receive redeemable warrants covering 50% of purchased shares at an exercise price of $5.00 per share and a four-year term, which, if fully exercised, could add up to $33.3 million in proceeds. Proceeds are intended to fund the SER‑252 Phase 1b registrational study for advanced Parkinson’s disease and related milestones. In connection with the financing, Greg Bailey will serve as Co‑Chairman of the Board, and investors gain the right to designate an additional non‑executive director once specified funding thresholds are met, while certain note funding obligations under an existing senior unsecured convertible promissory note have been removed.

Serina Therapeutics, Inc. announced that the U.S. Food and Drug Administration has cleared its Investigational New Drug (IND) application for SER-252, an investigational therapy for advanced Parkinson’s disease. This clearance permits the company to move forward with regulatory and site-level preparations.

The IND enables Serina to begin a planned Phase 1b registrational clinical study of SER-252 in patients with advanced Parkinson’s disease, a stage aimed at generating data that could ultimately support a future marketing application if successful.

Serina Therapeutics, Inc. reported that it received a notice from NYSE American stating the company no longer meets the exchange’s minimum stockholders’ equity standards. As of September 30, 2025, Serina had stockholders’ equity of $1.6 million and has recorded losses in three of its four most recent fiscal years, below the NYSE American thresholds tied to companies with recurring losses.

Serina has until February 8, 2026 to submit a plan showing how it will regain compliance by July 9, 2027, an 18‑month cure period. If the plan is accepted, the stock can continue trading while the exchange monitors progress; if not, delisting proceedings could begin, though the company would be able to appeal. For now, Serina’s shares remain listed and its business operations and SEC reporting continue unchanged.

Serina Therapeutics, Inc. reported that it has submitted a complete response to the U.S. Food and Drug Administration’s clinical hold letter for SER-252, its lead program for advanced Parkinson's disease. The company disclosed that the FDA’s clinical hold letter for SER-252 was dated November 25, 2025, and that its response was submitted on December 10, 2025. Serina also issued a press release on this regulatory update, which is included as an exhibit to the report and incorporated by reference.

Serina Therapeutics furnished an 8-K announcing its financial results for the quarter ended September 30, 2025. The results are provided in a press release attached as Exhibit 99.1.

The company stated this information is furnished, not filed, under the Exchange Act and is not incorporated by reference except as specifically set forth. The filing lists the company’s common stock trading on NYSE American under the symbol SER.

Serina Therapeutics (SER) reported results from its 2025 Annual Meeting held on November 7, 2025. A quorum was present.

Shareholders elected two directors: Steve Ledger (For: 4,165,885; Withheld: 93,287; Broker non-votes: 2,681,141) and Karen J. Wilson (For: 4,169,893; Withheld: 89,279; Broker non-votes: 2,681,141) to serve until the 2028 meeting.

Shareholders ratified Frazier & Deeter, LLC as independent auditor for 2025 (For: 6,544,850; Against: 377,827; Abstain: 17,636). They also approved the issuance of common stock in connection with the exercise of the Convertible Note and Warrants (For: 4,149,038; Against: 108,481; Abstain: 1,653; Broker non-votes: 2,681,141).

Serina Therapeutics (SER) reported that the U.S. Food and Drug Administration has placed a clinical hold on the company’s IND application for SER-252, its lead development program for advanced Parkinson’s disease. The update was announced on November 3, 2025.

The company furnished a press release as Exhibit 99.1 providing the regulatory update on the SER-252 program.

Serina Therapeutics, Inc. reported that on October 6, 2025 it received the first $5 million of funding under a previously announced unsecured convertible note dated September 9, 2025. This funding provides the company with additional cash through a debt instrument that can convert into equity under terms described in an earlier disclosure filed on September 15, 2025. The company also issued a press release on October 6, 2025 describing this development.

Serina Therapeutics entered into an unsecured convertible note of up to $20 million with director Gregory H. Bailey, M.D., providing flexible funding in five tranches tied to milestones in its SER-252-1b registrational clinical study through April 30, 2026. The note bears 10% annual interest, matures five years after initial funding, is prepayable without penalty, and can be converted at the holder’s option into common stock at $5.18 per share, subject to standard anti-dilution adjustments.

On each funding date, Serina will issue warrants with an exercise price of $5.44 per share for a number of shares equal to 100% of the shares issuable upon conversion of that tranche, with warrants generally expiring no later than September 30, 2026. The company will not issue common stock under the note and warrants in excess of 19.99% of shares outstanding as of September 9, 2025 without stockholder approval, and plans to seek this approval at its 2025 annual meeting. A special committee of independent directors evaluated and approved the related-party financing.

Serina Therapeutics, Inc. filed a current report to furnish, rather than file, a press release dated September 9, 2025 under Item 7.01 (Regulation FD Disclosure). The press release is attached as Exhibit 99.1.

The company states that this information is not deemed filed or automatically incorporated by reference into any Securities Act registration statement unless specifically identified. The report clarifies that inclusion of the press release does not represent a determination that its contents are material or complete for investment decisions.

Serina Therapeutics reported that the U.S. Food and Drug Administration provided written feedback after a recent Type B meeting supporting advancement of its drug candidate SER-252 (POZ-apomorphine) into a registrational clinical study program for advanced Parkinson’s disease. The program is expected to proceed under the 505(b)(2) New Drug Application pathway, which allows reliance on certain existing data for approval. The company communicated this update through a press release that is attached as an exhibit to the report.

Serina Therapeutics, Inc. reported that its Board of Directors amended the company’s Amended and Restated Bylaws on August 18, 2025. The changes add safe harbor procedures for company actions or transactions where directors, officers, controlling stockholders, or control groups have interests or relationships that could make them “interested” or not independent for that matter. The amendment also supplements the existing forum selection clause in the certificate of incorporation, extending it to stockholder claims, when acting as stockholders or on behalf of the corporation, that relate to the company’s business, affairs, or the rights or powers of the company, its stockholders, directors, or officers.

Serina Therapeutics furnished a press release announcing its financial results for the quarter ended June 30, 2025. The current report states the press release is provided as Exhibit 99.1 and that the information is furnished, not filed, meaning it is not automatically incorporated by reference into other SEC filings.

This 8-K does not include the text of the financial results within the report itself; readers must consult Exhibit 99.1 for detailed revenue, expense, profitability or other performance metrics.