Senti Biosciences (SNTI) Proxy filing summary

Executive summary

• Entered into a $4.0 million Senior Secured Convertible Notes agreement with Celadon Partners SPV 24 on August 14, 2026, under a previously announced Securities Purchase Agreement.

• Notes terms are detailed in prior 8-K filings from May 1 and May 26, 2026, incorporated by reference.

• Contingent value right may pay up to $60.0 million in cash to stockholders, subject to regulatory and sales milestones for SENTI-202.

Voting matters and shareholder proposals

• A preliminary proxy statement was filed on July 21, 2026, regarding the issuance of Notes beyond the Exchange Cap and a potential merger transaction involving Celadon.

• Definitive proxy materials will be mailed to stockholders for voting on the Subject Transactions.

Board of directors and corporate governance

• Directors and executive officers may participate in the solicitation of proxies for the Subject Transactions.

• Information on directors, executive officers, and their stock ownership is available in the April 29, 2026, 10-K amendment.