Every 8-K that SYNLOGIC INC (SYBX) has filed with the SEC in the last 24 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 8-K covers material events a company has to report between its quarterly reports, so if you follow SYBX 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 SYBX filings page.
Synlogic, Inc. has agreed to combine with Caldera Therapeutics, Inc. in an all-stock transaction in which both companies become wholly owned subsidiaries of a new holding company that will operate as Caldera Therapeutics and seek listing on Nasdaq under the symbol “CALD.” At Closing, pre-merger Caldera equityholders are expected to own 62.8% of the combined company, pre-merger Synlogic equityholders 2.3%, and investors in a concurrent financing 34.9%, based on a $500.0 million valuation for Caldera and $18.0 million for Synlogic (assuming $6.0 million Synlogic net cash), with percentages subject to adjustment.
Caldera has entered into a Securities Purchase Agreement for a concurrent private placement of approximately $278.0 million of Caldera common stock, with proceeds and existing cash expected to fund CLD-423 through Phase 2 trials in ulcerative colitis and Crohn’s disease and provide cash runway into 2029. Stockholders holding about 50.9% of Synlogic and 72.6% of Caldera have signed support agreements, and certain Caldera insiders agreed to 180‑day lock-ups on Parent stock.
Conditions to Closing include Synlogic and Caldera stockholder approvals, effectiveness of a Form S‑4 registration statement, listing approval for Parent common stock on Nasdaq, completion of the Concurrent Financing with at least $278.0 million in cash proceeds, maintenance of Synlogic’s OTC Pink quotation, and absence of continuing material adverse effects. Caldera may owe a $5.0 million termination fee and Synlogic a $1.0 million fee in specified deal-failure scenarios. Separately, Synlogic amended warrants on 7,394,363 shares to cut the exercise price from $3.408 to $0.70 and removed holders’ cash redemption right on a fundamental transaction.
Synlogic, Inc. filed an amended current report updating investors on its Nasdaq delisting and trading plans. The company withdrew its request for a Nasdaq hearing on January 16, 2026, and Nasdaq notified Synlogic that trading in its common stock would be suspended at the open of business on January 21, 2026, with a Form 25 to follow.
Synlogic states that, under Nasdaq rules, it believes it is a “public shell.” The company expects its common stock to be quoted on the OTC Markets Group, specifically the OTCQB Venture Market, and has submitted an application. Synlogic will remain a reporting company under the Exchange Act and does not expect the move to OTC to affect its business operations.
Synlogic, Inc. is voluntarily ending its effort to keep its common stock listed on The Nasdaq Capital Market after Nasdaq staff previously indicated they view the company as a “public shell.” The company withdrew its request for a Nasdaq hearings panel review, and Nasdaq has notified Synlogic that trading in its shares will be suspended at the open of business on January 21, 2026, with a Form 25 to follow to formally delist the stock. Synlogic expects its common stock to be quoted on the OTC Markets platform after delisting. The company states it will remain an SEC reporting company under the Securities Exchange Act of 1934 and that moving to OTC is not expected to affect its business operations, with further details on post-suspension trading to be disclosed when available.
Synlogic, Inc. held its 2025 annual meeting of stockholders on December 15, 2025, with a quorum of 10,292,327 shares, representing 87.97% of common stock outstanding as of the October 24, 2025 record date. Stockholders re-elected James Flynn and Richard P. Shea as Class I directors to serve until the 2028 annual meeting.
Stockholders approved, on a non-binding basis, the compensation of the company’s named executive officers and adopted the Synlogic, Inc. 2025 Equity Incentive Plan, which authorizes 1,000,000 shares of common stock plus 332,468 additional shares that may be issued if certain 2015 Plan awards are cancelled or expire. The prior 2015 Equity Incentive Award Plan is closed to new awards, while existing awards continue under their original terms. Stockholders also ratified KPMG LLP as independent registered public accounting firm for the fiscal year ending December 31, 2025.