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Warrants [Member]
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
March 5, 2026
Date of Report (Date of earliest event reported)
Zura Bio Limited
(Exact name of registrant as specified in its charter)
| Cayman Islands |
|
001-40598 |
|
98-1725736 |
(State or other jurisdiction of
incorporation) |
|
(Commission
File Number) |
|
(I.R.S. Employer
Identification No.) |
1489 W. Warm Springs Rd. #110
Henderson, NV 89014
(Address of principal
executive offices,
including zip code)
(702) 825-9872
(Registrant’s telephone
number, including area code)
(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
communication 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 |
| Class A Ordinary Shares, par value $0.0001 per share |
|
ZURA |
|
The Nasdaq Stock Market |
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 x
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 March 5, 2026, Zura
Bio Limited (the “Company”) issued the press release attached hereto as Exhibit 99.1 to this Current Report on Form
8-K. By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the
materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD.
The information presented
in Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed to be “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, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or
specifically incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 |
Press Release, dated March 5, 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.
| |
ZURA BIO LIMITED |
| |
|
| Date: March 5, 2026 |
By: |
/s/
Kim Davis |
| |
|
Kim Davis |
| |
|
Chief Operating Officer, Chief Legal Officer and Corporate Secretary |
Exhibit 99.1

Zura
Bio to Present Phase 2 TibuSURE Study Design Poster Evaluating Dual IL-17A and BAFF Inhibition in Systemic Sclerosis at 9th Systemic
Sclerosis World Congress
HENDERSON,
Nev. – (BUSINESS WIRE) – March 5, 2026 – Zura Bio Limited (Nasdaq: ZURA) (“Zura”), a clinical-stage
biotechnology company developing novel and differentiated medicines to meaningfully improve the lives of patients with serious and debilitating
autoimmune and inflammatory diseases, today announced that the design of its ongoing Phase 2 TibuSURE clinical trial evaluating tibulizumab
(ZB-106) in systemic sclerosis (SSc) has been accepted for poster presentation at the Systemic Sclerosis World Congress, taking place
March 5–7, 2026 in Athens, Greece.
The
poster, titled “TibuSURE: A Phase 2, Multi-Center, Randomized, Double-Blind, Placebo-Controlled Study with Open-Label Extension
to Evaluate the Efficacy, Safety, and Tolerability of Tibulizumab in Adults with Systemic Sclerosis” (Abstract ID 184; Poster
P.267), outlines the rationale and design of the global Phase 2 study. No clinical efficacy or safety data will be presented.
Diffuse
cutaneous systemic sclerosis (“dcSSc”) is a rare, progressive autoimmune disease characterized by immune activation, vasculopathy
and fibrosis affecting the skin and internal organs, including the lungs. Treatment options remain limited, highlighting the need for
therapeutic approaches that address multiple drivers of disease biology.
TibuSURE
is the first clinical trial designed to evaluate the dual inhibition of interleukin-17A (“IL-17A”) and B-cell activating
factor (“BAFF”) in dcSSc. Tibulizumab is an investigational bispecific antibody engineered to simultaneously neutralize IL-17A
and BAFF, two cytokines implicated in inflammation, autoimmunity and fibrotic progression in SSc. By targeting complementary immune pathways,
tibulizumab represents a differentiated investigational strategy intended to modulate both inflammatory and fibrotic disease processes.
The
ongoing global Phase 2 study is expected to enroll approximately 80 adults who will be randomized 1:1 to receive tibulizumab or placebo
every four weeks for 24 weeks, followed by a 28-week open-label extension. The primary endpoint is change from baseline in modified Rodnan
Skin Score at Week 24. Topline results are currently anticipated in the first half of 2027.
Poster
Presentation Details
| · | Presenting
Author: Christopher Denton, M.D., Ph.D., FRCP, Professor of Experimental Rheumatology
at University College London |
| · | Session
Times (Local Athens Time, EET / UTC+2): |
| – | Friday,
March 6, 2026: 13:20–14:25 |
| – | Saturday,
March 7, 2026: 12:35–13:50 |
ABOUT
TIBULIZUMAB (ZB-106)
Tibulizumab
is an investigational, humanized, tetravalent dual-antagonist antibody engineered by fusing Taltz® (ixekizumab) and tabalumab to
bind to and neutralize both IL-17A and BAFF. It is currently being evaluated in two Phase 2 clinical studies in adults with hidradenitis
suppurativa and systemic sclerosis. Prior to in-licensing by Zura, Phase 1/1b studies were conducted in patients with Sjögren’s
syndrome and rheumatoid arthritis.
Tibulizumab
is an investigational compound and has not been approved for marketing by the U.S. Food and Drug Administration or any other regulatory
authority.
ABOUT
ZURA
Zura
is a clinical-stage, multi-asset immunology company developing novel dual-pathway antibodies for autoimmune and inflammatory diseases
with unmet need. Zura’s pipeline includes product candidates designed to target key mechanisms of immune system imbalance, with
the goal of improving efficacy, safety, and dosing convenience for patients.
Zura’s
lead product candidate, tibulizumab (ZB-106), is being evaluated in two Phase 2 clinical studies in adults: TibuSHIELD, a study in hidradenitis
suppurativa (HS), and TibuSURE, a study in systemic sclerosis (SSc). Additional product candidates crebankitug (ZB-168) and torudokimab
(ZB-880) have completed Phase 1/1b studies and are being evaluated for their potential across a range of autoimmune and inflammatory
conditions.
For
more information, please visit www.zurabio.com.
FORWARD-LOOKING
STATEMENTS
Any
statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term
is defined in the Private Securities Litigation Reform Act of 1995. These statements may be identified by words and phrases such as “believe,”
“designed to,” “expect,” “may,” “plan,” “potential,” “will” and
similar expressions, and are based on Zura’s current beliefs and expectations. These forward-looking statements include expectations
regarding the development and potential therapeutic benefits of Zura’s product candidates; the timing of enrollment, initiation,
progress, and results of Zura’s current and future clinical trials, including TibuSURE, including reporting of data therefrom;
and Zura’s plans to present the design of its Phase 2 TibuSURE clinical trial at the Systemic Sclerosis World Congress. These statements
involve risks and uncertainties that could cause actual results to differ materially from those reflected in such statements. Risks and
uncertainties that may cause actual results to differ materially include uncertainties inherent in the development of therapeutic product
candidates, such as the risk that any one or more of Zura’s current or future product candidates will not be successfully developed
or commercialized; the risk of delay or cessation of any planned clinical trials of Zura’s current or future product candidates;
the risk that prior results, such as signals of safety, activity or durability of effect, observed from preclinical trials, will not
be replicated or will not continue in ongoing or future studies or clinical trials involving Zura’s current or future product candidates;
the risk that modeling data indicating therapeutic potential, or clinical evidence from other drug candidates, will not be replicated
in ongoing or future studies or clinical trials involving Zura’s current or future product candidates; the risk that Zura’s
current or future product candidates or procedures in connection with the administration thereof will not have the safety or efficacy
profile that Zura anticipates; risks regarding the accuracy of Zura’s estimates of expenses, capital requirements and needs for
additional financing; changes in expected or existing competition; changes in the regulatory environment; the uncertainties and timing
of the regulatory approval process; unexpected litigation or other disputes; the impacts of macroeconomic conditions on Zura’s
business, clinical trials and financial position; and other risks and uncertainties that are described in Zura’s Annual Report
on Form 10-K for the year ended December 31, 2024, as supplemented by its Quarterly Reports on Form 10-Q for the quarterly
periods ended March 31, 2025, June 30, 2025 and September 30, 2025, and other filings with the Securities and Exchange
Commission. Any forward-looking statements speak only as of the date of this press release and are based on information available to
Zura as of the date hereof, and Zura assumes no obligation to, and does not intend to, update any forward-looking statements, whether
as a result of new information, future events or otherwise.
CONTACT
Megan
K. Weinshank
Head
of Corporate Affairs
ir@zurabio.com