Celularity Inc (CELU) Celularity Inc. is a clinical-stage biotechnology enterprise dedicated to pioneering "off-the-shelf" allogeneic cell therapies, which are developed from placental sources. These innovative treatments are designed to combat a range of serious conditions, including various cancers, immune system dysfunctions, and infectious diseases. The company’s operations are segmented into three distinct areas: Cell Therapy, Degenerative Disease, and BioBanking. Their therapeutic pipeline features several key candidates: CYCART-19, a placental-derived CAR-T therapy, currently in Phase I trials for B-cell malignancies; CYNK-001, an unmodified natural killer (NK) cell also from placental sources, advancing through Phase I trials for acute myeloid leukemia and Phase I/IIa trials for glioblastoma multiforme and COVID-19; and CYNK-101, an allogeneic genetically modified NK cell, which is in Phase I for HER2+ gastric and gastroesophageal cancers. Furthermore, two mesenchymal-like adherent stromal cell candidates, APPL-001 and PDA-002 (both derived from placentas), are in pre-clinical development for Crohn's disease and facioscapulohumeral muscular dystrophy, respectively. In addition to its therapeutic development, Celularity is involved in commercial activities, offering surgical and wound care products like Biovance and Interfyl through sales and licensing agreements. The company also specializes in collecting stem cells from umbilical cords and placentas, providing storage services under its LifebankUSA brand. Founded in 2016, Celularity Inc. maintains its headquarters in Florham Park, New Jersey.
Sector: Pharmaceutical Preparations
Industry: Biotechnology
Celularity Inc. NASDAQ:CELU Healthcare · Biotechnology
AH Close $0.9777 +0.00% vs close
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All Press Release SEC Filings News
Press Release ⚠ 2
Celularity Regains Compliance with Nasdaq Periodic Reporting Requirement
Celularity regained compliance with Nasdaq Listing Rule 5250(c)(1) on timely periodic filings, after filing its overdue 10-Q for the period ended June 30, 2026 on October 20.
All three previously disclosed Nasdaq deficiency matters are now closed, including the minimum bid price and market value requirements resolved on September 11.
CEO Robert Hariri acknowledged repeated reporting failures and said the company has begun overhauling its finance organization, with the board working to hire experienced finance professionals.
• 3d ago AI analysis › SEC Filing ● Critical ⚠ 9
CELU: 10-Q · periodic report
Celularity's 10-Q discloses substantial doubt about its ability to continue as a going concern: cash fell to just $0.6 million from $6.2 million at year-end, with a $53.3 million working capital deficit and a $989.9 million accumulated deficit.
The quarter showed GAAP net income of $0.7 million, but this was driven by one-time items — a $12.2 million New Jersey NOL sale, a $6.7 million legal settlement gain, offset by a $2.5 million Helena settlement loss. Six-month revenue fell 46% year-over-year to $9.3 million.
The company faced three Nasdaq deficiency notices in 2026 (market value, bid price, and late 10-Q filing), regaining compliance on two, while a September 2026 private placement raised $8.8 million net toward a potential $25 million recapitalization. Missed Helena settlement payments, a June 2026 promissory note default notice, and a terminated Chief Commercial Officer claiming $632 thousand add to the risk profile.
SEC 10-Q • 5d ago AI analysis › SEC Filing ⚠ 6
CELU: 10-K/A · periodic report
Celularity filed a 10-K/A on October 20, 2026 adding Part III governance, compensation and ownership disclosures in lieu of a proxy statement, including new director Philip A. Barach (appointed September 24, 2026 under board designation rights from the September 2026 financing) and the planned succession of Diane Parks by Naveen Jain.
SEC 10-K/A • 5d ago Press Release ⚠ 3
Celularity Highlights Anticipated Quarter One 2027 Opening of Fontaine Vitale as Strategic Partner
Celularity highlighted progress at Fontaine Vitale, a 172,000-square-foot regenerative medicine and wellness center in Bali's Sanur Special Economic Zone, with grand opening anticipated in Q1 2027.
The facility, developed by Genting Berhad with Celularity collaboration, is expected to be the first in ASEAN to offer placenta-derived allogeneic stem cell therapy using Celularity products manufactured in Florham Park, New Jersey.
Celularity frames the facility as a new market and revenue opportunity, but product supply remains subject to final commercial arrangements and regulatory authorizations, and no orders or revenue are assured.
• 25d ago AI analysis › SEC Filing ● Major ⚠ 9
CELU: 10-Q · periodic report
Celularity filed a severely delinquent 10-Q for Q1 2026 with explicit going-concern doubt, reporting cash of just $0.4 million, a $64.3 million working capital deficit, and a $990.6 million accumulated deficit. Q1 revenue fell 66% year-over-year to $3.8 million as product sales collapsed 90% amid Medicare coverage uncertainty for skin substitute grafts.
The company faces multiple Nasdaq non-compliance notices: late 10-Q filings (Rules 5250(c)(1)), market value of listed securities below the $35 million threshold (Rule 5550(b)(2)), and a closing bid price under $1.00, with compliance deadlines through January 2027 and real delisting risk.
Positively, the company booked $12.2 million from selling New Jersey NOL carryforwards, generating Q1 net income of $874K (EPS $0.02), and completed an ~$11 million initial closing of up to $25 million in senior secured convertible note financing on September 23-24, 2026. A manufacturing collaboration with MuseCell Innovations could exceed $300 million over five years, but is non-binding and unapproved by the FDA.
Ongoing stress includes a Helena default notice (breached settlement), lawsuits (False Claims Act CID, Hackensack Meridian default judgment, settled derivative action), and reliance on related-party loans from the CEO.
SEC 10-Q • 26d ago AI analysis › Press Release ⚠ 1
Celularity Announces Naveen Jain to Join Board of Directors
Celularity announced that Naveen Jain, founder and CEO of Viome Life Sciences, will join its Board of Directors.
Jain, who previously founded InfoSpace, Intelius, TalentWise and Moon Express, joins a newly constituted board alongside Hariri, Diamandis and Barach as part of a broader recapitalization and strategic repositioning.
His appointment is effective only after completion of the Rule 14f-1 information statement process, and a fifth director is expected to be named shortly.
• 26d ago AI analysis › SEC Filing ● Major ⚠ 8
CELU: 8-K · debt financing
Celularity entered a Securities Purchase Agreement on September 23, 2026 allowing issuance of up to $25.0 million of senior secured convertible notes with warrants, closing $11.01 million in the initial tranche at a $1.50 conversion price with 10% interest and 24-month maturity.
The financing is secured by a first-priority interest in substantially all company assets, with Philip Barach as collateral agent; he was appointed to the Board effective September 24, 2026, replacing director Geoffrey Ling, and a Board Rights Agreement imposes interim restrictions on use of proceeds until board composition changes are complete.
Separately, the company settled with Helena Global Investment Opportunities, converting $1.197 million of debt into 700,000 shares and issuing 2,000,000 settlement shares, most of which may be returned if performance conditions are met by November 16, 2026.
Dilution is substantial — roughly 9.3 million shares from the initial notes and warrants plus Trust restated securities — and conversion/exercise prices drop 10% automatically if required Nasdaq Rule 5635 stockholder approval is not obtained by December 19, 2026.
SEC 8-K • 27d ago AI analysis › Press Release ● Major ⚠ 5
Celularity Announces Over $10 Million Initial Financing Closing as Part of Up to $28 Million Recapitalization to Accelerate Growth Following Significant Operating Improvements
Celularity closed an initial private placement of senior secured convertible notes and warrants generating over $10 million, part of a recapitalization totaling up to $28 million including restructuring of $3 million in existing debt.
The financing follows a more than $1 million reduction in monthly cash burn, and management targets positive monthly operating cash flow by the end of Q1 2027.
Notes bear 10% interest, mature in 24 months, and convert at $1.50 per share, with five-year warrants at $1.50 creating meaningful dilution potential.
Investor Philip A. Barach joins a newly constituted five-member board; the company also cites roughly $40 million in potential sales from existing cenplacel-L inventory and additional closings that are not assured.
• 1mo ago AI analysis › SEC Filing ⚠ 3
CELU: 8-K · delisting
On September 11, 2026, Celularity Inc. received written notifications from Nasdaq's Listing Qualifications Staff confirming it has regained compliance with the minimum bid price requirement under Listing Rule 5550(a)(2) and the minimum market value of listed securities requirement under Listing Rule 5550(b)(2). Nasdaq advised that both matters are now closed.
The relief is only partial: Celularity's previously disclosed deficiency under Nasdaq Listing Rule 5250(c)(1), tied to the delayed filing of its periodic reports with the SEC, remains outstanding.
The company states it continues working to complete its delayed filings and regain compliance with Nasdaq's periodic reporting requirement, meaning delisting risk is reduced but not eliminated until the overdue reports are filed.
SEC 8-K • 1mo ago Press Release ⚠ 2
Celularity and MuseCell Innovations® Announce U.S. Manufacturing Collaboration for the Dezawa MuseCell® Platform
Celularity entered a U.S. manufacturing collaboration with MuseCell Innovations to produce the Dezawa MuseCell platform at its Florham Park, New Jersey facility.
The companies project that the expanded relationship could generate more than $300 million in aggregate purchases for Celularity over the next five years.
Production will focus on Dezawa MuseCells, exosomes and secretome, leveraging Celularity's cGMP infrastructure and potentially creating over 200 high-tech jobs.
• 1mo ago AI analysis › Press Release ⚠ 2
Celularity Provides Update Regarding Nasdaq Listing Compliance
Celularity received a notification from Nasdaq stating it is not in compliance with Listing Rule 5250(c)(1) due to failing to file its Q2 2026 Form 10-Q and remaining delinquent on its Q1 2026 report.
The exchange has requested a plan to regain compliance by September 4, 2026, with a potential extension limited to 180 days from the initial due date or until November 16, 2026.
While the company’s common stock continues to trade on the Nasdaq Capital Market without immediate interruption, it must complete and file both overdue quarterly reports to satisfy the listing requirements.
• 1mo ago AI analysis › SEC Filing ● Major ⚠ 4
CELU: NT 10-Q · late filing
Celularity Inc. filed a Form 12b-25 (NT 10-Q) on August 14, 2026, notifying the SEC that it is unable to timely file its Quarterly Report on Form 10-Q for the three and six months ended June 30, 2026.
The company attributed the delay to constraints in its liquidity position and financial accounting staffing levels, which have slowed the financial close and reporting process and the preparation of its consolidated financial statements.
CFO John Sprague said Celularity is working diligently and plans to file the June 2026 Form 10-Q as soon as practicable, with the Rule 12b-25 grace period allowing filing within five calendar days of the due date. A liquidity-driven late filing raises financial-distress and internal-control questions for the micro-cap biotech, though the company indicated no significant change in results versus the prior-year period is anticipated.
SEC NT 10-Q • 2mo ago SEC Filing ⚠ 1
CELU: 8-K · leadership change
Celularity Inc. (Nasdaq: CELU) filed an 8-K disclosing that on August 5, 2026 it terminated the employment of Rick Gonzalez, the Company's Chief Commercial Officer, effective immediately.
Mr. Gonzalez ceased serving as Chief Commercial Officer as of that date, and the filing names no successor and provides no reason for the termination. The report was signed on August 7, 2026 by K. Harold Fletcher, Celularity's Chief Legal and Strategy Officer.
The abrupt exit of a senior commercial officer without an announced replacement is a modest negative signal on commercial leadership continuity, though the disclosure is brief and procedural with no accompanying financial detail.
SEC 8-K • 2mo ago AI analysis › SEC Filing ⚠ 2
CELU: 8-K · delisting
Celularity Inc. received a notification from Nasdaq stating it no longer meets the minimum bid price requirement for continued listing on the Nasdaq Capital Market. The deficiency was triggered because the closing bid price of the company's Class A common stock has been below $1.00 per share for 30 consecutive business days.
The company has been granted a 180-day grace period, or until January 19, 2027, to regain compliance. To remedy the situation, the bid price must meet or exceed $1.00 for at least 10 consecutive business days prior to the deadline.
Celularity indicated it intends to monitor the stock price and evaluate options to restore compliance. While the company may qualify for a second 180-day extension if it meets other standards, it provided no assurance that it will successfully regain compliance within the initial period.
SEC 8-K • 2mo ago AI analysis › SEC Filing ● Critical ⚠ 3
CELU: 25-NSE · delisting
Celularity Inc. has filed Form 25-NSE, which serves as formal notification to the SEC regarding the removal of its securities from listing and/or registration. This filing effectively confirms the delisting of the company's stock from a national securities exchange.
The removal from listing typically results in a significant loss of liquidity and market access for shareholders, as the security may no longer be traded on major exchanges like the NASDAQ or NYSE. This event often follows a failure to meet continued listing standards or a voluntary decision to go private.
Following this action, the company's shares are likely to trade on the over-the-counter (OTC) market or pink sheets, where transparency and volume are substantially lower. This status change usually triggers selling pressure and a loss of institutional investor support.
SEC 25-NSE • 3mo ago SEC Filing ⚠ 5
CELU: 8-K · debt financing
Celurity Inc. entered into a Loan Agreement with the Philip & Daniele Barach Family Trust to obtain a secured loan in the principal amount of $1,000,000. The loan bears interest at 4.0% per annum, which increases to 18.0% upon an event of default, and matures on the earlier of 30 days after closing or the company's receipt of proceeds from other financing transactions.
The credit facility is secured by a first-priority security interest in substantially all of the company's personal property, subject to customary exclusions and existing liens in favor of Helena Global Investment Opportunities 1 Ltd. As a condition to funding, CEO Robert J. Hariri entered into a waiver and subordination agreement regarding indebtedness owed to him by the company.
Effective June 26, 2026, Vincent LeVien resigned as a member of the company's Board of Directors. The filing notes that Mr. LeVien's resignation was not the result of any disagreement with the company relating to its operations, policies, or practices.
SEC 8-K • 3mo ago AI analysis › SEC Filing
CELU: 8-K · leadership change
Celularity Inc. has appointed Steven N. Gordon as Chief Operating and Administrative Officer and K. Harold Fletcher as Chief Legal and Strategy Officer, effective June 19, 2026. Both appointees were previously executive vice presidents and have been deeply involved in the company's strategic initiatives since January 2026.
Concurrent with his executive promotion, Mr. Gordon was elected to the company's Board of Directors. He will serve on the board until his successor is duly elected and qualified or until his earlier resignation, death, or removal.
The company noted there are no family relationships between the new officers and any other director or executive officer, and no special arrangements regarding their appointments other than standard employment arrangements with the company.
SEC 8-K • 4mo ago AI analysis › SEC Filing
CELU: SCHEDULE 13D/A · ownership disclosure
Celularity Inc filed Amendment No. 2 to Schedule 13D on June 23, 2026. The filing includes a Joint Filing Agreement executed by Philip A. Barach as Trustee of the Philip & Daniele Barach Family Trust, agreeing to file the statement jointly.
The text provided consists solely of the Joint Filing Agreement exhibit. No details regarding changes in share ownership, the percentage of the class held, or the specific purpose of the transaction were included in the provided exhibit.
As the substantive details of the ownership amendment are not present in the input, the material impact of this specific exhibit is administrative in nature.
SEC SCHEDULE 13D/A • 4mo ago AI analysis › SEC Filing ● Major ⚠ 4
CELU: 8-K · delisting
Celularity Inc. (CELU) received a formal notice from Nasdaq on June 9, 2026, stating that its Market Value of Listed Securities fell below the $35 million minimum required for continued listing on the Nasdaq Capital Market.
The company has been granted a 180-day grace period, ending December 7, 2026, to regain compliance by maintaining a market value of at least $35 million for 10 consecutive business days.
Failure to meet this requirement will result in written notification of delisting, though the company may appeal. Celularity is evaluating options to regain compliance, including potentially increasing stockholders' equity to at least $2.5 million.
SEC 8-K • 4mo ago AI analysis › Press Release ⚠ 3
Celularity and Fountain Life Announce Availability of Cenplacel-L for Investigational Use Under New Florida Law, Establishing Scalable Pathway for Advancement of Placental-Derived Cell Therapies
Celularity and Fountain Life announced the availability of cenplacel-L for investigational use by licensed physicians in Florida under new state legislation.
The Florida framework, effective July 1, 2025, allows physician-directed use of certain unapproved cell therapies, creating a scalable pathway for Celularity to deploy its placental-derived allogeneic therapy outside traditional FDA approval routes.
This partnership provides an initial clinical channel for implementation, integrating diagnostics and patient selection within Fountain Life’s preventive health model to generate early real-world data and potential revenue.
• 4mo ago AI analysis › Press Release ⚠ 3
Celularity Releases CEO Letter to Shareholders
Celularity CEO Robert Hariri released a letter to shareholders outlining a strategic pivot toward longevity and placental-derived cellular therapies, specifically cenplacel-L.
The company completed a transaction with NexGel to out-license its biomaterials business for up to $30 million, which also eliminated approximately $13 million in recorded liabilities.
Rick Gonzalez was appointed as Chief Commercial Officer to lead the commercialization of cenplacel-L, leveraging partnerships with Fountain Life in permissive regulatory markets like Florida.
• 4mo ago AI analysis › Press Release
Celularity Appoints Rick Gonzalez as Chief Commercial Officer
Celularity appointed Rick Gonzalez as Chief Commercial Officer, effective May 29, 2026, to oversee global commercial strategy for its regenerative medicine portfolio.
Gonzalez brings over two decades of experience, including scaling revenue at Spectrum Pharmaceuticals from $7.7 million to $300 million and leading commercialization at Alume Biosciences and Navidea Biopharmaceuticals.
He will focus on expanding access to cenplacel-L and the Lifebank cellular banking platform, aiming to translate the company’s scientific capabilities into sustainable commercial growth.
• 4mo ago AI analysis › Press Release ⚠ 3
Celularity Receives Nasdaq Notice Regarding Form 10-Q
Celularity received a formal notice from Nasdaq indicating it is not in compliance with Listing Rule 5250(c)(1) due to the delayed filing of its Form 10-Q for the quarter ended March 31, 2026.
The company has 60 days, until July 28, 2026, to submit a plan to regain compliance. If accepted, Nasdaq may grant an extension of up to 180 days from the original due date, pushing the final deadline to November 16, 2026.
The company states it is actively working to complete the filing and expects to return to full compliance, but the delay raises concerns about internal controls or accounting readiness.
• 4mo ago AI analysis › SEC Filing ⚠ 5
CELU: 8-K · material agreement
Celularity Inc. entered into a Settlement Agreement with Helena Global Investment Opportunities 1 Ltd. to resolve existing claims and restructure obligations arising from a prior default on a Convertible Promissory Note. The settlement requires Celularity to pay $500,000 immediately and five consecutive monthly payments of $100,000, while also assigning a $2.5 million promissory note from NEXGEL, Inc. to Helena.
The release of claims by Helena is conditional upon the full satisfaction of these payment and assignment obligations. Until all conditions are met, Helena retains a security interest in Celularity’s collateral, and any failure to make an installment payment will constitute an immediate event of default without a cure period.
This agreement resolves the immediate threat of litigation or acceleration of debt from Helena but signals ongoing liquidity pressures, as the company must allocate significant cash and assign valuable receivables to satisfy the holder.
SEC 8-K • 4mo ago AI analysis › SEC Filing ● Major ⚠ 4
CELU: NT 10-Q · late filing
Celularity Inc. filed a Form 12b-25 notification stating it cannot file its Q1 2026 10-Q on time due to liquidity constraints and accounting staffing shortages.
The company attributes the delay in the financial close to 'constraints in Celularity’s liquidity position and financial accounting staffing levels.'
This disclosure raises concerns about the company's financial health and internal controls, as liquidity issues are often a precursor to dilutive capital raises or operational distress in biotech firms.
SEC NT 10-Q • 5mo ago Press Release ⚠ 2
Celularity Announces Filing of Form 10-K, Regains Nasdaq Compliance and Highlights Continued Strategic Transformation
Celularity announced it has filed its delayed Form 10-K and regained compliance with Nasdaq listing rules, closing the delisting review matter.
The company highlighted strategic transformation steps, including the out-license of its biomaterials portfolio and a reduction of liabilities by approximately $13 million.
Operational changes included a focused realignment of non-core personnel and the departure of certain executive officers to sharpen the company's focus on longevity and cell therapy platforms.
• 5mo ago AI analysis › Press Release ● Critical
NEXGEL Appoints Ian Blackman as Chief Financial Officer
globenewswire.com • 5mo ago Press Release
NEXGEL New Strategic Partner, Sequence LifeScience™, Leads Financing with $5.5 Million to Complete Acquisition of Celularity Degenerative Disease Segment
Celurity has completed the sale of its degenerative disease segment to NEXGEL, a transaction that includes a portfolio of six commercial-stage regenerative biomaterial products.
The press release does not disclose the financial terms of the sale or the strategic benefits for Celurity, focusing instead on NEXGEL's financing and growth projections.
This divestiture removes the degenerative disease assets from Celurity's portfolio, leaving the company focused on its core regenerative and cellular medicine operations.
• 6mo ago AI analysis › Press Release
Celularity Announces Closing of Transaction with NexGel
Celularity closed the sale of its biomaterials assets to NexGel for $13.3 million, consisting of $8.3 million in cash and a $5 million convertible note.
The company used the transaction to retire nearly $13 million in debt, strengthening its balance sheet and capital position.
Celularity remains eligible for up to $20 million in future milestone payments and royalties, allowing it to concentrate resources on its longevity-focused therapeutic pipeline.
• 6mo ago AI analysis › Press Release
Celularity Announces Receipt of Nasdaq Notice Regarding Late Form 10-K Filing
globenewswire.com • 6mo ago News
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defenseworld.net • 6mo ago Recent SEC filings with analysis 
