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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): November 11, 2026
Tempest Therapeutics, Inc.
(Exact
name of Registrant as Specified in Its Charter)
| Delaware |
|
001-35890 |
|
45-1472564 |
(State
or Other Jurisdiction
of Incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification No.) |
| 2000 Sierra Point Parkway, Suite 400 |
|
|
| Brisbane,
California |
|
94005 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
Telephone Number, Including Area Code: (415) 798-8589
(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 |
| Common Stock, $0.001 par value |
|
TPST |
|
The
Nasdaq Stock Market LLC |
| Series A Junior Participating Preferred Purchase Rights |
|
N/A |
|
The
Nasdaq Stock 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 7.01 Regulation FD Disclosure
On November 11, 2026, Tempest Therapeutics, Inc. (the “Company”)
issued a press release entitled “Tempest Therapeutics Exercises Option to License Senlang’s CD7-Targeted Lentiviral In Vivo
CAR-T Platform Following Initial Phase 1 Results with Lead BCMA/GPRC5D Candidate.” A copy of the Company’s press release
is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information furnished in this Item 7.01 (including Exhibit 99.1)
shall not 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, except as expressly provided by specific reference in such a filing.
Item 8.01 Other Events
On November 11, 2026, the Company exercised its option under its Exclusive
Collaboration, Option and License Agreement, dated September 14, 2026, by and between the Company and Hebei Senlang Biotechnology
Co., Ltd. (“Senlang”) to obtain an exclusive license to develop and commercialize Senlang’s CD7-targeted lentiviral
vector platform and associated in vivo CAR-T candidates worldwide, excluding China.
Item 9.01 Financial Statements and Exhibits
(d)
Exhibits.
| Exhibit
No. |
|
Description |
| |
|
| 99.1 |
|
Press release, dated November 11, 2026 |
| |
|
| 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.
| |
TEMPEST THERAPEUTICS, INC. |
| |
|
|
| Date: November 12, 2026 |
By: |
/s/ Matthew Angel |
| |
Name: |
Matthew Angel |
| |
Title: |
President and Chief Executive Officer |
Exhibit 99.1

Tempest Therapeutics Exercises Option to License
Senlang’s CD7-Targeted Lentiviral In Vivo CAR-T Platform Following Initial Phase 1 Results with Lead BCMA/GPRC5D Candidate
-Tempest secures exclusive global rights outside
China to a targeted lentiviral platform and portfolio of in vivo CAR-T candidates
-Lead BCMA/GPRC5D dual-targeting in vivo
CAR-T candidate evaluated in 13 patients with relapsed or refractory multiple myeloma, including patients with extramedullary disease
and prior CAR-T exposure
-Encouraging preliminary clinical responses support
option exercise, results planned for presentation at a major scientific conference
BRISBANE, Calif., November 11, 2026 –
Tempest Therapeutics, Inc. (Nasdaq: TPST) (“Tempest”), a clinical-stage biotechnology company developing in vivo CAR-T
therapies designed to reset dysfunctional immunity in cancer and autoimmune disease, today announced that it has exercised its option
under its agreement with Hebei Senlang Biotechnology Co., Ltd. (“Senlang”) to obtain an exclusive license to develop and commercialize
Senlang’s CD7-targeted lentiviral vector platform and associated in vivo CAR-T candidates worldwide, excluding China.
The CD7-targeted lentiviral platform is designed
to deliver CAR payloads into the patient’s own immune cells, complementing Tempest’s existing lipid nanoparticle (LNP) delivery
platform, for the in vivo generation of antigen-directed CAR-T cells. The lead program is SL4903, which Tempest is designating
TPST-4903, a BCMA/GPRC5D dual-targeting candidate being studied in relapsed or refractory multiple myeloma (rrMM). By targeting two clinically
validated targets in rrMM, TPST-4903 may reach a broader range of malignant plasma cells and limit tumor escape resulting from the loss
or reduced expression of either target. The license also provides access to additional in vivo CAR-T candidates for potential development
in blood cancers, solid tumors, and autoimmune conditions.
“Our decision to exercise this option and
obtain an exclusive license reflects our confidence in the platform and the differentiating clinical observations from the lead program,”
said Matt Angel, Ph.D., President and Chief Executive Officer of Tempest. “We are encouraged by the emerging clinical data from
the ongoing DELIVER-1 Phase 1 dose-escalation study of TPST-4903, which includes multiple myeloma patients with a substantial unmet need
for new treatment options, such as those with extramedullary disease and those previously treated with CAR-T therapy. We look forward
to sharing the detailed results with the scientific community.”
At the data cutoff for the current analysis, 13
patients in the DELIVER-1 study had received TPST-4903. The study population includes heavily pretreated patients with rrMM, including
patients with extramedullary disease (EMD) and patients who previously received a BCMA-targeted CAR-T therapy. Tempest believes that preliminary
observations of clinical activity and tolerability are encouraging and support further evaluation. The findings remain early, and additional
follow-up is needed to characterize the benefit-risk profile. The data are expected to be presented at a major scientific conference.
“With the addition of this clinical-stage
lentiviral platform alongside our targeted LNP platform, we have expanded our capabilities to develop in vivo immune reset therapies
for cancer and autoimmune disease,” said Dr. Angel. “We continue to believe that these complementary platforms provide Tempest
with the flexibility to match the delivery approach to the biology and treatment requirements of different cancers and autoimmune diseases.”
Tempest originally announced the exclusive option
agreement with Senlang in September 2026. The license is subject to the financial obligations and development requirements set out in
that agreement.
About TPST-4903, DELIVER-1, and Tempest’s
CD7-Directed Lentiviral Platform
TPST-4903 is an investigational in vivo
CAR-T therapy targeting BCMA and GPRC5D and delivered using a CD7-targeted lentiviral vector. DELIVER-1 (NCT07586709) is a single-center,
open-label Phase 1 dose-escalation study enrolling patients with rrMM who have received at least two prior lines of therapy. The study
is evaluating safety, tolerability, preliminary antimyeloma activity, and pharmacokinetic and pharmacodynamic characteristics. Tempest’s
CD7-directed lentiviral platform, exclusively licensed from Senlang, includes a pipeline of clinical and preclinical-stage in vivo
CAR-T programs, which are designed to selectively deliver CAR payloads to endogenous CD7-positive T cells and NK cells, enabling in
vivo generation of antigen-directed CAR immune cells.
About Tempest Therapeutics
Tempest is a clinical-stage biotechnology company
developing next-generation in vivo CAR-T therapies for cancer and autoimmune disease. Tempest’s lead product candidate, TPST-4003,
combines a clinically supported dual-targeting CD19/BCMA CAR structure with an advanced CD7-targeting delivery system to support broad
immune reset across multiple indications. Tempest envisions a world in which immune reset therapies bring safe, effective, and broadly
accessible therapeutic options to patients in need. For additional information, visit Tempest’s website at https://www.tempesttx.com.
About Hebei Senlang Biotechnology
Hebei Senlang Biotechnology Co., Ltd., is a clinical-stage
cell therapy company focused on next-generation CAR-T technologies, with specialized expertise in CD7-targeted CAR-T development. Senlang
has established end-to-end capabilities spanning CAR design, vector and plasmid development, GMP manufacturing and clinical trial execution,
and is currently advancing multiple CD7 CAR-T programs, including a pivotal CD7 CAR-T clinical trial for relapsed or refractory T-cell
lymphoblastic lymphoma/leukemia (“T-LBL/ALL”).
Forward-Looking Statements
This press release contains forward-looking statements
(including within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act
of 1933, as amended, concerning Tempest. These statements may discuss goals, intentions, and expectations as to future plans, trends,
events, results of operations or financial condition, or otherwise, based on current beliefs of the management of Tempest, as well as
assumptions made by, and information currently available to, management of Tempest. Forward-looking statements generally include statements
that are predictive in nature and depend upon or refer to future events or conditions, and include words such as “may,” “will,”
“should,” “would,” “could”, “expect,” “anticipate,” “plan,” “likely,”
“believe,” “estimate,” “project,” “intend,” “goal”, “suggest”,
“target” and other similar expressions. All statements that are not historical facts are forward-looking statements, including
but not limited to, statements regarding: Tempest’s exclusive option and license with Senlang and the advancement, development,
design and potential benefits of a BCMA/GPRC5D dual-targeting in vivo CAR-T therapy; the DELIVER-1 Phase 1 dose escalation trial,
including the expected patient population, indications, number of patients, and expected assessments; the potential ability of BCMA/GPRC5D
dual-targeting in vivo CAR-T therapy to enable broad tumor-antigen coverage, strengthen target-cell recognition, and support durable
responses; the potential applicability of Tempest’s platform and product candidates across autoimmune and oncology indications;
and Tempest’s ability to achieve its operational plans. All forward-looking statements in this press release are based on Tempest’s
current expectations, estimates and projections about its industry as well as management’s current beliefs and expectations of future
events only as of today and are subject to a number of risks and uncertainties that could cause actual results to differ materially and
adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties include, but are not limited
to Tempest’s need for additional capital to fund its planned programs and operations and to continue to operate as a going concern;
unexpected safety or efficacy data observed during preclinical or clinical trials; the possibility that results from prior clinical trials
and preclinical studies may not necessarily be predictive of future results; past results may not be indicative of future results; clinical
trial site activation or enrollment rates that are lower than expected; loss of key personnel; changes in expected or existing competition;
changes in the regulatory environment; risks relating to volatility and uncertainty in the capital markets for biotechnology companies;
and unexpected litigation or other disputes. These and other factors that may cause actual results to differ from those expressed or implied
are discussed in greater detail in the “Risk Factors” section of Tempest’s Annual Report on Form 10-K for the year ended December
31, 2025, filed with the Securities and Exchange Commission (“SEC”) on March 30, 2026, and in other documents filed by Tempest
from time to time with the SEC. Except as required by applicable law, Tempest undertakes no obligation to revise or update any forward-looking
statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise. These
forward-looking statements should not be relied upon as representing Tempest’s views as of any date subsequent to the date of this
press release and should not be relied upon as prediction of future events. In light of the foregoing, investors are urged not to rely
on any forward-looking statement in reaching any conclusion or making any investment decision about any securities of Tempest.
Investor Contacts:
Sylvia Wheeler
Wheelhouse Life Science Advisors
swheeler@wheelhouselsa.com
Aljanae Reynolds
Wheelhouse Life Science Advisors
areynolds@wheelhouselsa.com