aibioSenti Biosciences signs up to $40 million in convertible note financing
Tickers SNTI
An affiliate of Celadon Partners SPV 24 may buy notes in two tranches. The first tranche is $10 million and is expected to close in May.
Key facts
- Company
- Senti Biosciences Holdings, Inc. (NASDAQ: SNTI)
- News type
- Debt Financing
- Primary source
- SEC filing
The financing
Senti Biosciences Holdings, Inc. said in its first-quarter 2026 results release, dated May 14, 2026, that it entered into a securities purchase agreement in April 2026 with an affiliate of Celadon Partners SPV 24. Under that agreement, its wholly owned subsidiary Senti Biosciences, Inc. may issue up to $40 million of senior secured convertible notes in up to two tranches.
The first tranche is $10 million and is expected to close in May, subject to closing conditions. A second tranche of up to $30 million depends on investor election and additional conditions. The release also describes contingent value rights tied to regulatory and commercial milestones for SENTI-202, which could pay up to an aggregate of $60 million to stockholders. The company expects to use the proceeds for general corporate purposes and for clinical and manufacturing work on SENTI-202.
The release does not give the notes' interest rate, maturity or conversion price. It names no placement agent or advisor for the financing.
The lead program and its data
SENTI-202 is an off-the-shelf CAR-NK cell therapy that the company is testing in a Phase 1 trial for relapsed or refractory acute myeloid leukemia and related blood cancers. The company says a Type B meeting with the FDA had a positive outcome, and that it has finalized a pivotal plan built on a single-arm, multi-center trial with SENTI-202 administered after LD chemotherapy. The FDA has also granted SENTI-202 Orphan Drug Designation and Regenerative Medicine Advanced Therapy designation.
The release reports that the company identified a donor attribute it calls Donor X. It says 50% (7/14) of patients who received doses made from Donor X-characteristic NK cells in Cycle 1 achieved a composite complete response. That subgroup is only 14 patients. The company says the attribute is found in about 50% of adult donors and is independent of HLA or KIR matching. The release also says SENTI-202 continues to achieve durable MRD-negative responses in the full 22-patient Phase 1 trial, and that this compares favorably with currently approved therapies for the same disease. The company gives no comparison data in the release, and the Phase 1 trial is open-label.
The 10-K describes SENTI-202 as the company's most advanced program, with partnered regenerative medicine work with BlueRock Therapeutics as a separate area. The 10-K reports earlier Phase 1 data from 20 AML patients treated in the trial: a 50% overall response rate, a 42% rate of CR/CRh, and a 7.6 month median duration of composite complete remission across all patients. Those are early results from a small, open-label study, and the pivotal single-arm trial is still to be run.
Losses and cash
The release reports cash and cash equivalents of $8.9 million at March 31, 2026, against $16.4 million at December 31, 2025. First-quarter net loss was $4.2 million, or $0.14 per share, against $14.1 million, or $1.41 per share, a year earlier. The net loss included a $6.9 million gain from lease modification, which the company describes as non-recurring. Net cash used in operating activities was $7.5 million in the first quarter, against $14.1 million a year earlier.
The 10-K filed March 27, 2026 reports research and development expense of $37.6 million for 2025, against $34.4 million for 2024. The net loss was $61.4 million in 2025, against $52.8 million in 2024. Cash used in operations was $43.4 million in 2025, against $41.4 million in 2024. Year-end cash and cash equivalents were $48.3 million at the end of 2024.
The release's balance sheet data, in thousands of dollars, show total assets of $38,241 and total liabilities of $35,676 at March 31, leaving stockholders' equity of $2,565. The accumulated deficit is $362,793. Weighted-average shares used for the loss per share were 30,971,573 in the first quarter, against 10,012,908 a year earlier. Quarterly research and development expense was $5.3 million, against $9.3 million, and general and administrative expense was $6.2 million, against $7.1 million. The note financing is described as a source of up to $40 million, but only the $10 million first tranche is described as expected to close, and the contingent value rights are payable only if regulatory and commercial milestones are met.