[8-K] TScan Therapeutics, Inc. Reports Material Event

Rhea-AI Filing Summary

TScan Therapeutics announced it has furnished a press release reporting its financial results for the quarter ended June 30, 2025. The Current Report states the press release is furnished as Exhibit 99.1 and that the information is furnished, not filed, so it is not subject to Section 18 liability or automatically incorporated by reference into other filings. The filing identifies the company as an emerging growth company and confirms its common stock trades under the symbol TCRX on the Nasdaq Global Market. The report is signed on the company’s behalf by Chief Executive Officer Gavin MacBeath.

Positive

• Press release announcing second-quarter 2025 results was furnished as Exhibit 99.1, providing investors with disclosed results.
• Company explicitly states disclosure is furnished, which is a clear and standard reporting practice.

Negative

• The 8-K does not include any financial metrics or results within the filing text, requiring review of Exhibit 99.1 for details.
• Information is furnished rather than filed, meaning it is not subject to Section 18 liability and not automatically incorporated by reference into other filings.

Insights

Financial Analyst

TL;DR: Routine earnings press release furnished; 8-K contains no financial line items, limiting immediate assessment.

The report notifies investors that a press release announcing second-quarter results for the period ended June 30, 2025 has been furnished as Exhibit 99.1, but the 8-K itself does not include revenue, profit, guidance, or other numeric results. From an analytical perspective, the filing is informational and should prompt review of Exhibit 99.1 for material metrics. The filing’s statement that the information is furnished (not filed) is important for legal liability but does not change the substantive need for the underlying press release.

Corporate Governance Expert

TL;DR: Standard disclosure practice observed; furnishing a press release is routine and preserves limited reporting liability.

The Current Report follows common governance procedures by furnishing the press release as an exhibit and explicitly stating that the materials are furnished rather than filed. The document identifies the company as an emerging growth company and is signed by the CEO, indicating appropriate executive attestation. No governance red flags or material corporate actions are disclosed in this filing; its primary purpose is timely public dissemination of quarterly results.

false000178332800017833282025-08-122025-08-12

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 12, 2025

TSCAN THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

Delaware			001-40603	82-5282075
(State or other jurisdiction of incorporation)			(Commission File Number)	(IRS Employer Identification No.)
830 Winter Street
Waltham, Massachusetts				02451
(Address of principal executive offices)				(Zip Code)

Registrant’s telephone number, including area code 857 399-9500

Not Applicable

(Former name or former address, if changed since last report)

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
Voting Common Stock, par value $0.0001 per share		TCRX		The Nasdaq Global 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 12, 2025, TScan Therapeutics, Inc. issued a press release announcing its financial results for the second quarter June 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be furnished and shall neither be deemed “filed” for 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 in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings, unless expressly incorporated by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed:

Exhibit No.	Description
99.1	Press Release issued by TScan Therapeutics, Inc., dated August 12, 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, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			TScan Therapeutics, Inc.
Date:	August 12, 2025	By:	/s/ Gavin MacBeath
			Gavin MacBeath, Ph.D Chief Executive Officer (Principal Executive Officer)

FAQ

What did TScan Therapeutics (TCRX) disclose in this 8-K?

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

Does the 8-K include the company’s financial results numbers?

No. The 8-K states a press release was furnished as Exhibit 99.1 but does not include revenue, net income, or other financial metrics within the filing text.

Is the information in the 8-K considered filed with the SEC?

No. The report explicitly states the information is furnished and not filed, so it is not subject to Section 18 liability or automatically incorporated by reference.

Where does TScan trade and what is its ticker?

TScan Therapeutics’ common stock trades on the Nasdaq Global Market under the ticker TCRX.

Who signed the 8-K on behalf of TScan?

The report is signed on the company’s behalf by Gavin MacBeath, Ph.D., Chief Executive Officer.