Quince SEC Filings

Quince Therapeutics, Inc. filed an amendment to its recent report to replace the LAM-001 Phase 2a press release exhibit and correct two pulmonary vascular resistance (PVR) percentages in the efficacy table from 35.3% and 28.1% to -35.3% and -28.1%. No other changes were made.

The updated Exhibit 99.2 describes a 24-week, 10-patient, open-label Phase 2a study of inhaled LAM-001 in pulmonary arterial hypertension and PH-ILD as add-on therapy. Among six evaluable patients, six-minute walk distance improved by 81.3 meters, with a 67.4-meter gain in the PH-ILD subgroup, alongside meaningful reductions in PVR, NT-proBNP and gains in lung function.

All evaluable patients improved from Functional Class III to II by Week 24, and LAM-001 was generally well tolerated on top of standard-of-care therapies. Based on these data, Quince plans a Phase 2b PH-ILD trial starting mid-2026 and additional Phase 2 studies in BOS and SAPH.

Quince Therapeutics completed the acquisition of Orphai Therapeutics in a stock‑for‑stock merger and simultaneously arranged a large private financing to refocus the company on rare pulmonary diseases. Orphai holders received 3,258,517 Quince common shares and 67,101.235 Series C non‑voting convertible preferred shares, plus options and replacement warrants.

The company agreed to sell 144,200.633 additional Series C preferred shares and Financing Warrants to purchase 72,100.322 Series C preferred shares for about $115 million upfront and up to roughly $72 million more if the warrants are fully exercised. After the deal and Financing, Quince pre‑transaction holders would own about 6.9% of common stock, Orphai holders 31.9%, and new investors 61.2% on a fully diluted basis, while management expects cash runway through the end of 2028 to advance LAM‑001 through multiple Phase 2 milestones.

Quince Therapeutics ownership update: Nantahala Capital Management, LLC and its managing members, Wilmot B. Harkey and Daniel Mack, report beneficial ownership of 4,528,302 shares of common stock, representing 7.52% of shares outstanding as of March 31, 2026. The reported shares include 4,528,302 shares that may be acquired within sixty days through the exercise of convertible securities.

Quince Therapeutics reported a sharp swing to profitability for the three months ended March 31, 2026, with net income of $35.9 million versus a $15.0 million loss a year earlier. The profit was driven mainly by non-cash fair value gains on contingent consideration, warrants, and debt.

The company’s Phase 3 NEAT trial of its lead asset eDSP in A-T failed to meet primary and secondary endpoints, and Quince has ceased development of eDSP in all indications. This triggered a $67.8 million impairment of intangible assets and the elimination of up to $485.0 million in potential contingent payments from the EryDel acquisition.

Cash and cash equivalents were $18.2 million as of March 31, 2026, supported by $15.0 million of net proceeds from at-the-market share sales and settlement of the EIB loan for approximately $5.5 million. Management states that existing cash is not sufficient to fund at least 12 months of operations, concluding that substantial doubt exists about Quince’s ability to continue as a going concern while it pursues strategic alternatives and restructuring.

Quince Therapeutics, Inc. reports that Nasdaq has informed the company it has regained compliance with the Nasdaq Global Select Market minimum bid price requirement under Listing Rule 5450(a)(1). The company’s common stock closed at $1.00 or more for 10 consecutive business days from April 13 through April 24, 2026.

The company remains out of compliance with Nasdaq’s market value of listed securities requirement under Listing Rule 5450(b)(2)(A), which requires at least $50,000,000. Quince has until September 14, 2026 to regain compliance with this MVLS requirement, and there is no assurance it will do so or maintain compliance with other listing standards.

Quince Therapeutics, Inc. is holding a virtual 2026 annual stockholder meeting on June 11, 2026 at 10:00 a.m. Pacific Time to vote on several key proposals.

Stockholders will elect one Class I director, consider a major reverse stock split of common stock at a ratio between 1-for-10 and 1-for-100, and vote on ratifying BDO USA, P.C. as auditor for 2026. They will also cast an advisory vote on executive compensation and approve potential adjournment to solicit more proxies. Stockholders of record as of April 23, 2026, when 16,300,740 common shares were outstanding, are entitled to vote.

Quince Therapeutics, Inc. reported that its Board of Directors increased its size to four members and appointed June Bray as a Class I independent director effective April 22, 2026. She will serve until the 2026 Annual Meeting of Stockholders, or earlier if she departs the role.

Bray has been designated an independent director under Nasdaq rules and will serve on the Nominating & Governance, Audit, and Compensation Committees. Under the company’s Outside Director Compensation Policy, she will receive a $38,000 annual cash retainer for Board service, plus annual retainers of $7,500 for Nominating & Governance, $5,500 for Audit, and $4,000 for Compensation Committee work, without an option grant at appointment. She will also enter into the company’s standard indemnification agreement for directors.

Quince Therapeutics, Inc. is soliciting shareholder approval to amend its certificate of incorporation to permit a reverse stock split of common stock at a ratio between 1-for-10 and 1-for-100, with the exact ratio set at the Board’s discretion.

The 2026 virtual Annual Meeting is scheduled for June 11, 2026; the Record Date for voting is April 23, 2026. The Board says the split is intended to help regain or maintain compliance with Nasdaq’s $1.00 minimum bid price rule and addresses a prior 1-for-10 split effected April 10, 2026. Authorized shares remain 250,000,000.