--- title: "Senti Biosciences files $300,000,000 shelf and sets up $17,500,000" url: "https://aibio.space/news/senti-biosciences-files-300-000-000-shelf-sets-up-17-500-000-market/" publisher: "aibio.space (Biotech Investor Relations News)" date: "2025-03-24" section: "Financings" tickers: "NASDAQ:SNTI" source: "https://www.sec.gov/Archives/edgar/data/1854270/000114036125009939/ny20045827x2_8k.htm" summary: "Leerink Partners will act as sales agent for a 3.0% commission. The company's public float was approximately $57.81 million." --- By the aibio.space news desk. Sources - [Senti Biosciences Holdings, Inc. 8-K (2025-03-24)](https://www.sec.gov/Archives/edgar/data/1854270/000114036125009939/ny20045827x2_8k.htm) - [ny20045827x3_424b5.htm](https://www.sec.gov/Archives/edgar/data/1854270/000114036125011323/ny20045827x3_424b5.htm) - [Senti Biosciences Holdings, Inc. 10-K (2025-03-20): business](https://www.sec.gov/Archives/edgar/data/1854270/000185427025000042/snti-20241231.htm) [SNTI](https://aibio.space/companies/senti-biosciences/) 2025-03-24 # Senti Biosciences files $300,000,000 shelf and sets up $17,500,000 at-the-market program Tickers [SNTI](https://aibio.space/companies/senti-biosciences/) Leerink Partners will act as sales agent for a 3.0% commission. The company's public float was approximately $57.81 million. ## Key facts - **Company**: Senti Biosciences Holdings, Inc. (NASDAQ: SNTI) - **News type**: Financings - **Primary source**: [Senti Biosciences Holdings, Inc. 8-K (2025-03-24)](https://www.sec.gov/Archives/edgar/data/1854270/000114036125009939/ny20045827x2_8k.htm) *Trading screens with price charts. CC0, via rawpixel. The picture shows the field, not the companies named.* Senti Biosciences, Inc. filed a Form S-3 shelf registration statement with the Securities and Exchange Commission on March 20, 2025 covering up to $300,000,000 of securities. The same day it signed a sales agreement for an at-the-market program of up to $17,500,000 of common stock. The company reported both in a Form 8-K dated March 20, 2025 and filed March 24, 2025. Its common stock trades on The Nasdaq Capital Market as SNTI. ## The shelf Under Rule 415, the company may issue from time to time up to $300,000,000 of any combination of common stock, preferred stock, debt securities, warrants and units. A shelf sets a ceiling on what a company may sell and does not commit it to sell anything. ## The at-the-market sales agreement The sales agreement, dated March 20, 2025, is with Leerink Partners LLC as sales agent. Leerink may sell shares by any method that counts as an at-the-market offering under Rule 415, including sales made directly on The Nasdaq Capital Market. The company is not obligated to make any sales, and Leerink is not required to sell any specific amount. The company will pay Leerink a commission of 3.0% of the gross proceeds of any shares sold through it, and will reimburse certain expenses both when it entered into the agreement and each quarter after that. The prospectus supplement covers up to $17,500,000 of common stock sold through Leerink Partners. The company agreed to indemnify Leerink against certain liabilities under the Securities Act of 1933 and the Securities Exchange Act of 1934, and no funds are held in escrow or trust. ## Public float and the one-third limit The prospectus supplement says the aggregate market value of shares held by non-affiliates, or public float, was approximately $57.81 million as of March 19, 2025. That figure is based on 25,986,000 outstanding shares, of which approximately 13,775,223 shares were held by affiliates. The last sale price used for that calculation was $3.62 per share, on March 19, 2025. Because the public float is below $75.0 million, General Instruction I.B.6 of Form S-3 applies. Under that instruction the company may not sell, in a public primary offering, securities with a value above one-third of its public float in any 12-month period. The prospectus says the company sold $1,752,262 of common stock under that instruction in the 12 calendar months before the prospectus. The prospectus supplement says the company's capacity under these rules falls if the public float falls. It assumes sales of 4,834,255 shares at $3.62 per share, which would leave up to 30,838,621 shares outstanding. ## The business behind the filings Senti describes itself as a clinical-stage biotechnology company developing cell and gene therapies built on its gene circuit platform. Its lead product candidate, SENTI-202, is an off-the-shelf CAR-NK cell therapy for blood cancers, and the company said it started a Phase 1 trial in the United States and Australia for relapsed or refractory hematological malignancies, including acute myeloid leukemia. The second candidate, SN301A, is a CAR-NK therapy for solid tumors, studied in an investigator-initiated trial in hepatocellular carcinoma in mainland China with its partner Celest Therapeutics. The company says it will use proceeds for working capital and general corporate purposes, including research and development, clinical trials and manufacturing. The company's trials are early and open-label. The annual report says initial data reported on December 2, 2024 covered three AML patients at the lowest dose level, two of whom achieved complete remission and were measurable residual disease negative. That is a very small group, the company says it has seen similar results in additional patients, and none of the candidates has an approval. ## What the filings leave open The 8-K does not say how much of the $17,500,000 program the company expects to use, or when. It gives no cash balance or net loss. The prospectus says no assurance can be given that the company will sell any shares under the agreement. Goodwin Procter LLP will pass on the validity of the shares for the company, and Freshfields US LLP represents Leerink Partners. Shareholders cannot tell from the filings how much new stock will reach the market, or at what prices. [Report an error](https://aibio.space/reputation/#correction) ## Companies in this story SNTI Senti Biosciences Holdings, Inc. NASDAQ ยท United States Open the starter desk ## More in Financings Financings ### [INmune Bio raises $4.50 million in registered direct offering with warrants](https://aibio.space/news/inmune-bio-raises-4-50-million-registered-direct-offering-warrants/) Oct 29, 2026 Financings ### [Lexeo Therapeutics files $300 million shelf registration](https://aibio.space/news/lexeo-therapeutics-files-300-million-shelf-registration/) Oct 29, 2026 Financings ### [ProKidney files $650 million shelf with $200 million Jefferies sales program](https://aibio.space/news/prokidney-files-650-million-shelf-200-million-jefferies-sales-program/) Oct 29, 2026 --- Source page: https://aibio.space/news/senti-biosciences-files-300-000-000-shelf-sets-up-17-500-000-market/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Senti Biosciences files $300,000,000 shelf and sets up $17,500,000", 2025-03-24, https://aibio.space/news/senti-biosciences-files-300-000-000-shelf-sets-up-17-500-000-market/