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Gossamer Bio SEC Filings

GOSS NASDAQ

Welcome to our dedicated page for Gossamer Bio SEC filings (Ticker: GOSS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Gossamer Bio filings document a clinical-stage biopharmaceutical issuer centered on seralutinib for PAH and PH-ILD. Form 8-K reports cover operating and financial results, Phase 3 PROSERA clinical disclosures, material agreements, unregistered equity issuances, resource-allocation actions, and Nasdaq listing-compliance notices involving its common stock.

Proxy materials describe board governance, shareholder voting matters, executive compensation, equity awards, and incentive-plan administration. The filing record also documents capital-structure matters and formal disclosures connected to a late-stage pulmonary hypertension development company.

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Gossamer Bio reported that it has extended the early tender date for its ongoing exchange offer and consent solicitation for its 5.00% Convertible Senior Notes due 2027 to 5:00 p.m. New York City time on June 2, 2026. The exchange offer would swap these existing notes for a mix of up to $72.0 million in new 7.50% Convertible Senior Secured First Lien Notes due 2030, up to 317,647,058 shares of common stock or prefunded warrants, and, for holders who tender by the extended early tender date, additional purchase warrants. As of 5:00 p.m. on June 1, 2026, holders had validly tendered $181,052,000 in principal amount of the existing notes, toward a minimum condition that 98% of the notes be tendered. The expected early settlement date is June 4, 2026, with the final expiration scheduled for June 16, 2026 and a currently expected final settlement on June 18, 2026, if all conditions are satisfied or waived.

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Gossamer Bio, Inc. is holding a virtual Special Meeting to approve proposals tied to an Exchange Offer to exchange $200.0 million of outstanding 5.00% Convertible Senior Notes due 2027 for a package of securities including up to $72.0 million of newly issued 7.50% first‑lien Convertible Senior Secured Notes due 2030 and up to 317,647,058 shares of common stock (or prefunded warrants), and, for early tenders, up to 150,000,000 purchase warrants.

The Exchange Offer, supported by holders representing approximately 75.2% of the Existing Convertible Notes, is expected to substantially dilute existing common stockholders: on a 100% tender and no prefunded warrants assumption, Existing Noteholders would hold ~57.5% of outstanding common stock immediately after closing and up to ~78.7% if the New Convertible Notes convert at the floor conversion price. The Board recommends voting FOR all proposals, which include increasing authorized shares from 700,000,000 to 4,000,000,000, approving the Restated 2019 Incentive Award Plan, Nasdaq Rule 5635(d) issuance authorization, and reverse split authority.

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Gossamer Bio, Inc. is holding a virtual Special Meeting to approve proposals tied to an Exchange Offer to exchange $200.0 million of outstanding 5.00% Convertible Senior Notes due 2027 for a package of securities including up to $72.0 million of newly issued 7.50% first‑lien Convertible Senior Secured Notes due 2030 and up to 317,647,058 shares of common stock (or prefunded warrants), and, for early tenders, up to 150,000,000 purchase warrants.

The Exchange Offer, supported by holders representing approximately 75.2% of the Existing Convertible Notes, is expected to substantially dilute existing common stockholders: on a 100% tender and no prefunded warrants assumption, Existing Noteholders would hold ~57.5% of outstanding common stock immediately after closing and up to ~78.7% if the New Convertible Notes convert at the floor conversion price. The Board recommends voting FOR all proposals, which include increasing authorized shares from 700,000,000 to 4,000,000,000, approving the Restated 2019 Incentive Award Plan, Nasdaq Rule 5635(d) issuance authorization, and reverse split authority.

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Gossamer Bio launched a major debt exchange and reported first-quarter 2026 results while advancing its lead PAH drug seralutinib toward a potential FDA filing. The company is offering to swap its $200 million 5.00% convertible notes due 2027 into a mix of new 7.50% secured convertible notes due 2030, up to 317.6 million shares or prefunded warrants, and up to 150 million purchase warrants, targeting at least 98% noteholder participation and backed by holders of about 75.2% of the notes. Management expects this could cut convertible debt outstanding to $72 million and extend maturities. Separately, Gossamer secured an in-person Pre-NDA Type B FDA meeting in mid-June and plans a September 2026 NDA submission for seralutinib in PAH, with potential approval in the third quarter of 2027. For the quarter ended March 31, 2026, revenue from its Chiesi collaboration was $17.0 million, R&D expenses were $43.1 million, G&A was $18.7 million, and net loss was $46.7 million on $99.2 million of cash, cash equivalents and marketable securities, which it expects to fund operations into the first quarter of 2027.

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Gossamer Bio launched a major debt exchange and reported first-quarter 2026 results while advancing its lead PAH drug seralutinib toward a potential FDA filing. The company is offering to swap its $200 million 5.00% convertible notes due 2027 into a mix of new 7.50% secured convertible notes due 2030, up to 317.6 million shares or prefunded warrants, and up to 150 million purchase warrants, targeting at least 98% noteholder participation and backed by holders of about 75.2% of the notes. Management expects this could cut convertible debt outstanding to $72 million and extend maturities. Separately, Gossamer secured an in-person Pre-NDA Type B FDA meeting in mid-June and plans a September 2026 NDA submission for seralutinib in PAH, with potential approval in the third quarter of 2027. For the quarter ended March 31, 2026, revenue from its Chiesi collaboration was $17.0 million, R&D expenses were $43.1 million, G&A was $18.7 million, and net loss was $46.7 million on $99.2 million of cash, cash equivalents and marketable securities, which it expects to fund operations into the first quarter of 2027.

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Gossamer Bio, Inc. reported first‑quarter 2026 revenue of $16.955 million, all from its collaboration with Chiesi, up from $9.889 million a year earlier. The company remains unprofitable, with a net loss of $46.664 million and an accumulated deficit of $1.4856 billion.

Cash, cash equivalents and marketable securities totaled about $99.2 million as of March 31, 2026, while total liabilities were $290.4 million, including $200 million of 5.00% convertible senior notes due 2027. Management states existing liquidity funds operations only into the first quarter of 2027 and raises substantial doubt about the company’s ability to continue as a going concern.

To cut expenses, Gossamer began a workforce reduction of 73 employees, roughly 46% of its staff, in March 2026, recording about $6.1 million in severance and related charges. The company continues to focus development on seralutinib for pulmonary arterial hypertension and PH‑ILD under its global collaboration with Chiesi.

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Gossamer Bio, Inc. Schedule 13G/A reports that Octagon-related reporting persons beneficially own 8,976,054 common shares, representing 3.8% of the class. The filing states the calculation is based on 234,696,281 shares outstanding as of March 10, 2026, plus 1,226,504 shares issuable upon exercise of warrants.

The ownership position is reported as shared voting and dispositive power. The filing discloses that the position includes 7,750,000 directly held common shares and warrants to purchase up to 1,226,054 shares (exercise price $2.04, expiration July 24, 2028).

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Filing
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Gossamer Bio, Inc. is asking stockholders to vote at its 2026 virtual annual meeting on June 4, 2026. Key items include electing two Class II directors through 2029, ratifying Ernst & Young LLP as independent auditor for 2026, and approving executive pay on an advisory basis.

Only holders of 234,696,281 common shares outstanding as of April 20, 2026 may vote, with a quorum requiring 117,348,141 shares present or represented by proxy. The proxy explains how to register and vote online, outlines board and committee structure, director pay and equity awards, and discloses major stockholders’ and insiders’ ownership.

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Gossamer Bio, Inc. received a notice from Nasdaq that its common stock failed to meet the $1.00 minimum bid price requirement for 30 consecutive business days from February 24 through April 7, 2026. This puts its listing on the Nasdaq Global Select Market at risk.

The company has 180 days, until October 5, 2026, to regain compliance by having its closing bid at or above $1.00 for at least ten consecutive business days. If it still does not comply, it may seek an additional 180-day period by transferring to the Nasdaq Capital Market and potentially taking actions such as a reverse stock split. The company plans to monitor its share price and evaluate options, but there is no assurance it will maintain its Nasdaq listing.

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Gossamer Bio Inc Schedule 13G/A (Amendment No. 6) reports that The Vanguard Group holds 0 shares of Common Stock and beneficial ownership of 0% of the class as disclosed. The filing explains an internal realignment effective January 12, 2026 that caused certain Vanguard subsidiaries or divisions to report holdings separately.

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Gossamer Bio, Inc. ownership disclosure: 683 Capital Partners, LP beneficially owned 5,000,000 shares of Common Stock and warrants exercisable for 4,331,304 shares. The reporting group may be deemed to beneficially own these amounts through 683 Capital Management, LLC and Ari Zweiman. The filing states this position represents approximately 3.90% of the company on an as‑adjusted basis, using 234,696,281 shares outstanding as of March 10, 2026 and including the currently exercisable warrants. The Reporting Persons report shared voting and dispositive power over the listed securities.

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FAQ

How many Gossamer Bio (GOSS) SEC filings are available on StockTitan?

StockTitan tracks 47 SEC filings for Gossamer Bio (GOSS), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Gossamer Bio (GOSS)?

The most recent SEC filing for Gossamer Bio (GOSS) was filed on June 2, 2026.