as well as in the accompanying Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing by the Company, under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

as well as in the accompanying Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing by the Company, under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Termination of a Material Definitive Agreement. Termination of License Agreement with Bio Palette Co., Ltd. – Activation of Standby License from Kobe University On March 2, 2026 (the “Termination Date”), Beam Therapeutics Inc. (the “Company”) and Bio Palette Co., Ltd. (“Bio Palette”) mutually terminated the License Agreement by and between the Company and Bio Palette dated March 27, 2019 (the “License Agreement”) in connection with the planned dissolution of Bio Palette. The License Agreement…

Entry into a Material Definitive Agreement. On February 24, 2026 (the “Closing Date”), Beam Therapeutics Inc. (the “Company”) entered into a financing agreement (the “Financing Agreement”) with certain subsidiaries of the Company as guarantors party thereto, the lenders party thereto (the “Lenders”), and Sixth Street Lending Partners, as the administrative agent and collateral agent for the Lenders. The Financing Agreement provides for a senior secured term loan facility of up to $500 million…

as well as in the accompanying Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing by the Company, under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant The information set forth under

Entry into a Material Definitive Agreement. As previously reported, Beam Therapeutics Inc. (the “Company”) and Bio Palette Co., Ltd. (“Bio Palette”) are parties to a License Agreement dated March 27, 2019 (the “Bio Palette-Beam License”), pursuant to which the Company has sublicensed from Bio Palette certain patents (the “Patents”) that Bio Palette licensed directly from Kobe University (“Kobe”) under a License Agreement dated May 9, 2017 (the “Kobe-Bio Palette License”). To ensure the Compan…

Director — Carole Ho: Dr. Carole Ho resigned from the Board of Directors.

regarding the Company’s estimated cash balance as of December 31, 2025 is preliminary, unaudited and is subject to completion of the Company’s financial statement closing procedures. This estimate also does not present all information necessary for an understanding of the Company’s financial condition as of December 31, 2025 and its results of operations for the three months and year ended December 31, 2025. Accordingly, undue reliance should not be placed on this preliminary estimate. The in…

Regulation FD Disclosure. On January 11, 2026, the Company issued a press release announcing progress across its base editing portfolio and outlining key anticipated milestones. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In addition, on January 12, 2026, the Company updated its corporate presentation that it intends to use in connection with presentations at conferences and meetings, including an…

Completion of Acquisition or Disposition of Assets. On December 8, 2025, Bristol-Myers Squibb Company (“BMS”) completed its previously announced acquisition of Orbital Therapeutics, Inc. (“Orbital”) pursuant to an Agreement and Plan of Merger dated October 10, 2025 between Orbital and BMS (the “Acquisition”). Prior to the closing of the Acquisition, Beam Therapeutics Inc. (the “Company”) held 75 million shares of Orbital common stock, which represented a fully diluted ownership stake of appro…

as well as in the accompanying Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing by the Company, under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

as well as in the accompanying Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing by the Company, under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Unregistered Sales of Equity Securities. On July 1, 2025, Beam Therapeutics Inc. (the “Company”) entered into an Agreement and Plan of Merger pursuant to which it acquired an early-stage life sciences company (the “Agreement”). As consideration for the acquisition, the Company agreed to issue to the shareholders of the company (i) 403,128 shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”) as an upfront payment (the “Upfront Shares”) and (ii) up to an aggregat…

as well as in the accompanying Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing by the Company, under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Other Events. The full text of the press release announcing the pricing of the offering on March 10, 2025 is attached as Exhibit 99.1 hereto and is incorporated herein by reference. Cautionary Note Regarding Forward-Looking Statements Statements in this Current Report on Form 8-K about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of The Private Securitie…

Other Events. On March 10, 2025, Beam Therapeutics Inc. (the “Company”) announced positive initial safety and efficacy data from its ongoing Phase 1/2 clinical trial of BEAM-302 in patients with alpha-1 antitrypsin deficiency (“AATD”). BEAM-302 is a liver-targeting lipid-nanoparticle formulation of a guide RNA and an mRNA encoding a base editor designed to correct the disease-causing PiZ mutation. Patients homozygous for this mutation, known as the PiZZ genotype, have very low circulating lev…

Entry into a Material Definitive Agreement. On March 10, 2025, Beam Therapeutics Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, Jefferies LLC, Cantor Fitzgerald & Co., Citigroup Global Markets Inc. and Wells Fargo Securities, LLC, acting as representatives of the several underwriters named therein (collectively, the “Underwriters”), relating to an underwritten offering of 16,151,686 shares (the “Shares”) of the Compa…

as well as in the accompanying Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing by the Company, under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Other Events. On January 13, 2025, the Company issued a press release announcing progress across its base editing portfolio and outlining key anticipated milestones. The full text of the press release is filed as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained on the website referenced in the press release is not incorporated herein. Cautionary Note Regarding Forward-Looking Statements Statements in this Current Report on Form…

regarding the Company’s estimated cash balance as of December 31, 2024 is preliminary, unaudited and is subject to completion of the Company’s financial statement closing procedures. This estimate also does not present all information necessary for an understanding of the Company’s financial condition as of December 31, 2024 and its results of operations for the three months and year ended December 31, 2024. Accordingly, undue reliance should not be placed on this preliminary estimate. The in…

Other Events. On December 8, 2024, the Company presented positive new clinical data from its ongoing BEACON clinical trial of BEAM-101 for the treatment of severe sickle cell disease at the American Society of Hematology (“ASH”) meeting taking place in San Diego, California. The BEACON trial initially includes up to 45 patients ages 18 to 35 with severe sickle cell disease who have received prior treatment with at least one disease-modifying agent with inadequate response or intolerance. Foll…

Chief Financial Officer — Sravan K. Emany: The company appointed Sravan K. Emany as the new Chief Financial Officer.

Director — Chirfi Guindo: The Board expanded its size and elected Chirfi Guindo as a new director.

as well as in the accompanying Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing by the Company, under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.