Sana Biotechnology securities class action is stayed after second amended complaint

Sana Biotechnology (Nasdaq: SANA) said in its 10-Q filed August 10, 2026 that a securities class action against it and two executives is stayed after plaintiffs filed a second amended complaint on May 26, 2026. The case is In re Sana Biotechnology, Inc., Securities Litigation, No. 2:25-cv-00512-BJR, in the U.S. District Court for the Western District of Washington. A purported stockholder first filed it on March 21, 2025.

The defendants are Sana, Steven D. Harr, M.D., and Nathan Hardy. The 10-Q calls Harr and Hardy the company's current and former executives. Sana's 8-K dated October 4, 2024 says Harr is president and chief executive officer and that Hardy's resignation as executive vice president and chief financial officer took effect that day.

The case

The amended complaint filed August 15, 2025 asserted claims against all defendants under Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5, and against the individual defendants under Section 20(a). It alleged that the defendants made false and misleading public statements and omissions about the development of SC291, which the 10-Q calls its HIP-modified CD19-directed allogeneic CAR T cell product candidate for B-cell cancers, and about its finances, operations and business prospects.

It sought to represent everyone who bought or otherwise acquired Sana securities between January 9, 2024 and November 4, 2024, and sought unspecified damages. The 10-Q does not describe how the second amended complaint differs. The defendants say they intend to defend themselves vigorously.

Defendants

The defendants named in the 10-Q are the company, Harr and Hardy. Harr signed Sana's 10-K filed March 17, 2025 as president, chief executive officer and director, and as principal executive officer and principal financial officer. Per the October 2024 8-K, Hardy left the chief financial officer role on October 4, 2024, partway through the class period, and Harr took over as acting principal financial officer.

Where it stands

On June 2, 2025 the court appointed Shane Honey and Jonatan Koskinen as co-lead plaintiffs and approved their choices of lead counsel. They filed an amended complaint on August 15, 2025. The defendants moved to dismiss on October 14, 2025, the plaintiffs opposed on December 15, 2025 and the defendants replied on January 29, 2026.

In the meantime, on December 29, 2025 the lead plaintiffs asked for leave to amend. The defendants opposed on January 20, 2026 and the lead plaintiffs replied on February 3, 2026. On May 21, 2026 the court granted leave to amend and dismissed the motion to dismiss as moot. The lead plaintiffs filed the second amended complaint on May 26, 2026.

On May 27, 2026 the parties asked the court to stay the case for 90 days, and the court granted that on May 28, 2026. The parties must submit a joint status report by September 9, 2026, a date after the 10-Q was filed. No later Sana 10-Q, 10-K or 8-K reports on that status report or the case. Sana says there can be no assurances as to the outcome.

Why it matters to shareholders

The 10-Q gives no loss estimate or accrual for the case. It says the litigation could bring substantial costs and divert management's attention and resources, which would harm its business, operating results or financial condition.

The same 10-Q reports that as of June 30, 2026 Sana held $160.5 million in cash, cash equivalents and marketable securities. It also says management has determined its present capital resources may not fund planned operations for at least one year, and that there is substantial doubt about its ability to continue as a going concern.

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