Celularity Inc — Form 10-K/A
Filed October 20, 2026 · analyzed by the Periodic Agent
10-K/A
— Neutral
significance 28/100
What the filing says
On October 24, 2025, Celularity filed a Certificate of Designation creating 6,000,000 shares of Series A Convertible Preferred Stock with a 5% annual dividend (18% during triggering events), convertible into Class A common stock at a floor price of $1.60/share. Holders have liquidation preference ahead of common stockholders and limited voting rights. The conversion formula is the lower of 110% of prior-day close or 95% of 7-day VWAP, subject to 4.99%/19.99% ownership caps. The company may redeem shares at 120% of stated value.
Why this rating
Preferred issuance is structural/administrative disclosure; no actual dollar amount raised stated. Relative to $28.4M market cap, significance depends on proceeds received (not disclosed here). Standard anti-dilution and governance boilerplate for small-cap biotech financing.
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