Senti Biosciences (SNTI) Registration filing summary

Company overview and business model

• Clinical-stage biotech focused on next-generation cell and gene therapies using proprietary gene circuit platform technologies for complex diseases, with a lead program in oncology leveraging CAR-NK cells.

• Post-merger, will retain early-stage programs in Regulator Dial technology for Rett Syndrome and armored TIL therapies, while divesting most existing business and pipeline.

Financial performance and metrics

• As of June 30, 2026, net tangible book value was $(16.6) million, or $(0.53) per share, with pro forma net tangible book value after the offering at $(1.4) million, or $(0.03) per share.

• Pro forma financials reflect a significant loss on disposal from the divestiture of Midco and Opco, with an estimated nonrecurring loss of $5.3 million.

• The company has recurring losses, negative cash flows, and an accumulated deficit, raising substantial doubt about its ability to continue as a going concern.

Use of proceeds and capital allocation

• Will not receive proceeds from the resale of shares by selling securityholders; received $15.5 million in net proceeds from the issuance of convertible notes.

• $2.5 million in new capital to be contributed by Parent at merger closing to fund ongoing operations.