Every S-3 that Senti Biosciences Holdings, Inc. (SNTI) has filed with the SEC in the last 12 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 S-3 covers the shelf registration that lets an established company sell over time, so if you follow SNTI 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 SNTI filings page.
Senti Biosciences Holdings, Inc. (SNTI) filed an amended shelf registration on Form S-3 to register 25,555,024 shares of common stock for resale by existing investors. These Resale Shares are issuable upon exchange of Senior Secured Convertible Notes issued by subsidiary Senti Holdings, Inc. (Midco) and represent 82.1% of common stock outstanding as of June 30, 2026.
The Notes total $16.0 million in principal outstanding (up to $40.0 million may be issued), carry no cash interest unless in default, and are exchangeable at an initial price of $0.6261 per SNTI share, maturing on November 23, 2026 with a 200% cash repayment of principal and accrued interest if not converted or exchanged. A pending merger will move most of the operating business into a private entity while public SNTI retains early-stage Regulator Dial programs and issues contingent value rights tied to SENTI-202 milestones. The company discloses recurring losses, negative operating cash flows and an accumulated deficit that raise substantial doubt about its ability to continue as a going concern.
Senti Biosciences Holdings, Inc. is registering 15,971,890 shares of common stock for resale by a selling securityholder. These shares are issuable upon exchange of Senior Secured Convertible Notes issued in a May 2026 private placement, from which Senti has already received about $9.7 million in net proceeds; Senti will receive no cash from the resale itself.
The registered shares equal about 51.3% of common stock outstanding as of March 31 2026, and the company states that exchanges of the Notes could be significantly dilutive and may pressure its share price. A Merger Agreement with an affiliate of the selling securityholder would move most of Senti’s existing business into a private entity, while current stakeholders receive contingent value rights that may pay up to $60 million if SENTI‑202 milestones are met. Senti also discloses recurring losses, negative operating cash flows and an accumulated deficit, and its auditor has included a going‑concern explanatory paragraph for 2025.
Senti Biosciences Holdings, Inc. registers 15,971,890 shares of Common Stock for resale by a selling securityholder. These Resale Shares are issuable upon exchange of Senior Secured Convertible Notes issued May 20, 2026, and represent roughly half of the Company’s outstanding common stock.
The Company states it will receive no proceeds from resale of the Resale Shares and that it received approximately $9.7 million in net proceeds from the Note issuance. The Notes bear no interest unless an event of default occurs, mature on November 23, 2026, and include an initial exchange price of $0.6261 per share. Nasdaq rules presently limit issuance on exchange to 19.99% of outstanding shares absent shareholder approval; the company has agreed to call a meeting to seek approval not later than August 31, 2026.