Cellectis shareholders approve share-issuance authorizations, including an ATM program

Cellectis S.A. filed the voting results of its Combined General Meeting of Shareholders on Form 6-K on June 25, 2026. The filing shows that the votes cast represented 45.858% of the share capital, and it gives a quorum of 55.840%. Most resolutions drew support above 94%.

The share-issuance authorizations

Resolutions 13 to 24 let the board raise capital. Several cancel existing shareholders' preferential subscription rights, which means current holders do not get first call on new shares. Resolution 13, for investors with experience in the health or biotech sector, carried with 97.80% of votes cast. Resolution 15, for industrial companies and institutions in the same sector, carried with 97.86%.

Resolution 18 covers an equity program on the American market known as an at-the-market, or ATM, program, in which shares are sold gradually into the market. It carried with 97.90%. Resolution 19 lets the board raise capital up to 30% of the share capital for specifically designated persons, and gives the board the power to choose them. It carried with 95.25%, the lowest support in that block, with 4.75% of votes cast against.

Resolution 20, which keeps existing preferential subscription rights, carried with 99.45%. Resolution 24, which caps the total of issues under resolutions 13 to 23, carried with 99.73%. The 6-K does not state the amounts the board may issue under any of these authorizations, and it names no bank, placement agent or ATM sales agent for them.

Resolution 30

The filing marks every resolution as "Carried," including resolution 30, which would let the board increase share capital reserved for members of a company savings plan under the Labor Code. Only 14.81% of votes cast were for it, and 85.19% were against. The filing gives no explanation for the label.

The filing also records the approval of the 2025 financial statements with 99.94% support, and the buyback authorization with 99.42%. Four directors were renewed, Jean-Pierre Garnier, Laurent Arthaud, Rainer Boehm and Cécile Chartier, with support between 94.06% and 99.73%.

AstraZeneca and the regulatory picture

The 20-F filed on March 20, 2026 says AstraZeneca has significant influence over Cellectis, though not control. Its AZ Holdings entity has the right to nominate two directors. The 20-F says Marc Dunoyer is chief strategy officer of AstraZeneca, and Tyrell Rivers is executive director of corporate ventures there. It also says future sales of shares held by AZ Holdings could push the share price down and make it harder to raise capital.

The company is developing allogeneic CAR T-cell immunotherapy candidates. The 20-F says the regulatory path is uncertain, and that a 2014 recommendation by the European Medicines Agency to treat UCART19 as a gene therapy product is not definitive until such products obtain regulatory approval. It also says review by other bodies, including an institutional biosafety committee, can impede or delay the start of a study even after the FDA has reviewed it.

The money

The 20-F financial data show revenue of $72.9 million for 2025, up from $41.5 million for 2024. Research and development expense was $93.5 million in 2025 and $90.5 million in 2024. The net loss was $67.6 million for 2025, against $36.8 million for 2024.

Cash used in operations was $39.4 million in 2025, after cash provided by operations of $23.0 million in 2024. Year-end cash and cash equivalents fell to $61.5 million at December 31, 2025 from $143.3 million a year earlier. The financial data give no breakdown of what drove that decline.

The shareholder votes give the board room to issue shares, and the 20-F shows year-end cash falling sharply in the same year its loss grew.

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