Results of Operations and Financial Condition On August 12, 2026, Century Therapeutics, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securiti…

Results of Operations and Financial Condition On May 13, 2026, Century Therapeutics, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities…

Other Events. On July 10, 2025, Century Therapeutics, Inc. (the “Company”) filed with the Securities and Exchange Commission (the “SEC”) a shelf registration statement on Form S-3 (File No. 333-288616), which became effective on January 9, 2026, and replaced the Company’s previous shelf registration statement on Form S-3 (File No. 333-265975) filed with the SEC on July 1, 2022. In connection with the effectiveness of the new shelf registration statement, the Company also filed with the SEC a…

Results of Operations and Financial Condition On March 12, 2026, Century Therapeutics, Inc. (the “Company”) issued a press release announcing its financial results for the year ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securiti…

The Shares, Pre-Funded Warrants and Common Warrants were sold without registration under the Securities Act, in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act. When issued, the Warrant Shares will be issued in reliance on the exemption from registration provided in Section 4(a)(2) under the Securities Act.

Regulation FD Disclosure. On January 8, 2026, the Company issued a press release announcing the Private Placement. The full text of the press release issued in connection with this announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. Also on January 8, 2026, the Company updated information reflected in a slide presentation, which is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.…

Entry into a Material Definitive Agreement. On January 7, 2026, Century Therapeutics, Inc. (the “Company”), entered into a securities purchase agreement (the “Purchase Agreement”) with certain institutional accredited investors (the “Investors”), pursuant to which the Company agreed to issue and sell to the Investors in a private placement (a) (i) 92,030,595 shares (the “Shares”) of common stock, par value $0.0001 per share (“Common Stock”), of the Company, and/or, (ii) pre-funded warrants to…

Director — Carlo Rizzuto, Ph.D.: Dr. Rizzuto resigned from the Board without any disagreement with the Company.

Director — Dr. Martin Murphy, Dr. Han Lee: The company expanded its board with two new directors.

Results of Operations and Financial Condition On November 13, 2025, Century Therapeutics, Inc. (the “ Company ”) issued a press release announcing its financial results for the quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On February 26, 2025, Century Therapeutics, Inc. (the “ Company ”) received a deficiency letter from the Nasdaq Listing Qualifications Staff (“ Staff ”) of The Nasdaq Stock Market LLC (“ Nasdaq ”) notifying the Company that based on the closing bid price for the last 30 consecutive business days, the Company was not in compliance with the $1.00 minimum bid price requirement for continued listi…

Results of Operations and Financial Condition On August 14, 2025, Century Therapeutics, Inc. (the “ Company ”) issued a press release announcing its financial results for the quarter ended June 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securi…

Chairman of the Board — Joseph Jimenez: Joseph Jimenez stepped down as Chairman of the Board and was succeeded by Brent Pfeiffenberger.

Chief Financial Officer — Morgan Conn, Ph.D.: Departure of the Chief Financial Officer and Chief Development Officer due to a RIF.

Costs Associated with Exit or Disposal Activities On July 1, 2025, the Board of Directors (the “ Board ”) of Century Therapeutics, Inc. (the “ Company ”) approved a reduction in force as part of a broader effort to right size the organization to focus on programs with the highest potential for transformational value. The Company expects to implement a net reduction of its employee headcount by approximately 51% (the “ RIF ”). As part of the RIF, the Company estimates that it will incur charge…

Results of Operations and Financial Condition On May 15, 2025, Century Therapeutics, Inc. (the “ Company ”) issued a press release announcing its financial results for the quarter ended March 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securiti…

Results of Operations and Financial Condition On March 19, 2025, Century Therapeutics, Inc. (the “Company”) issued a press release announcing its financial results for the year ended December 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securiti…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On February 26, 2025, Century Therapeutics, Inc. (the “Company”) received a notification letter (the “Bid Price Letter”) from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the last 31 consecutive business days, the closing bid price for the Company’s common stock has been below the minimum $1.00 per share required for continued listing on The Nasdaq Global Select Marke…

Results of Operations and Financial Condition On January 13, 2025, Century Therapeutics, Inc. (the “Company”) announced that, as of December 31, 2024, the Company had approximately $220 million of cash, cash equivalents and investments. This unaudited, preliminary amount has been prepared by and is the responsibility of management. This amount is based upon information available to management as of the date of this Current Report on Form 8-K and subject to completion of financial closing proc…

Termination of a Material Definitive Agreement On January 7, 2022, Century Therapeutics, Inc. (the “Company”) entered into a Research, Collaboration and License Agreement (the “Collaboration Agreement”) with Bristol-Myers Squibb Company (“BMS”) to collaborate on the research, development and commercialization of induced pluripotent stem cell derived, engineered natural killer cell and/or gamma delta T cell programs for hematologic malignancies. Following an internal corporate portfolio priori…

Results of Operations and Financial Condition On November 5, 2024, Century Therapeutics, Inc. (the “ Company ”) issued a press release announcing its financial results for the quarter ended September 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the…

Chief Financial Officer — Morgan Conn, Ph.D.: The company appointed a new Chief Financial Officer from an external candidate.

Results of Operations and Financial Condition On August 8, 2024, Century Therapeutics, Inc. (the “ Company ”) issued a press release announcing its financial results for the quarter ended June 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securit…

Results of Operations and Financial Condition On May 9, 2024, Century Therapeutics, Inc. (the “ Company ”) issued a press release announcing its financial results for the quarter ended March 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securitie…

Entry into a Material Definitive Agreement. Securities Purchase Agreement On April 11, 2024, Century Therapeutics, Inc., a Delaware corporation (the “Company”), entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain institutional accredited investors (the “Investors”), pursuant to which the Company agreed to issue and sell to the Investors in a private placement an aggregate of 15,873,011 shares of the Company’s common stock, par value $0.0001 per shar…