Results of Operations and Financial Condition. On August 6, 2026, Lyell Immunopharma, 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 attached hereto as Exhibit 99.1. The information in this Item 2.02, including the attached Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or oth…

Results of Operations and Financial Condition. On May 6, 2026, Lyell Immunopharma, 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 attached hereto as Exhibit 99.1. The information in this Item 2.02, including the attached Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or other…

Results of Operations and Financial Condition. On March 12, 2026, Lyell Immunopharma, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and full year ended December 31, 2025. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Item 2.02, including the attached Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exch…

Chief Financial and Business Officer — Smital Shah: Ms. Shah was appointed as the Chief Financial and Business Officer, bringing significant experience to her new role.

Results of Operations and Financial Condition. On November 12, 2025, Lyell Immunopharma, 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 attached hereto as Exhibit 99.1. The information in this Item 2.02, including the attached Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)…

and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act, except as expressly set forth by specific reference in such filing. Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meani…

Entry into a Material Definitive Agreement. On November 6, 2025 (the “Effective Date”), Lyell Immunopharma, Inc., a Delaware corporation (the “Company”), entered into an Exclusive License Agreement (the “License Agreement”) with Innovative Cellular Therapeutics Holdings Limited, a Cayman Island exempted company incorporated with limited liability (“ICT Holdings”), and Innovative Cellular Therapeutics, Inc., a Delaware corporation (“ICT” and together with ICT Holdings, the “ICT Group”). Under…

of Form 8-K, is hereby incorporated by reference herein. The offer and sale of the securities issuable under the License Agreement are being made in reliance on the exemption afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and corresponding provisions of state securities or “blue sky” laws. The securities issuable under the License Agreement have not been registered under the Securities Act or any state securities laws and may not be offered or so…

interim principal financial officer — Lynn Seely, M.D.: Dr. Lynn Seely was appointed as the Company's interim principal financial officer.

Chief Financial Officer — Charles Newton: Charles Newton resigned as CFO with no successor named.

Results of Operations and Financial Condition. On August 12, 2025, Lyell Immunopharma, 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 attached hereto as Exhibit 99.1. The information in this Item 2.02, including the attached Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or ot…

The Company expects to use the net proceeds from the Private Placement, together with the Company’s existing cash, cash equivalents, and marketable securities, to fund two pivotal-stage clinical trials of LYL314, as well as for working capital and other general corporate purposes. The securities described above under

Entry into a Material Definitive Agreement. On July 24, 2025, Lyell Immunopharma, Inc., a Delaware corporation (the “Company”), entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain institutional and other accredited investors (the “Purchasers”), pursuant to which the Company agreed to sell and issue shares of the Company’s common stock, par value $0.0001 (“Common Stock”), and, if applicable, pre-funded warrants to purchase Common Stock, in up to two or more clo…

is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act. The information shall not be deemed incorporated by reference into any other filing with the SEC made by the Company, whether made before or after today’s date, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific…

Unregistered Sale of Equity Securities. As previously reported, Lyell Immunopharma, Inc., a Delaware corporation (“Lyell” or the “Company”), completed its acquisition (the “Merger”) of ImmPACT Bio USA Inc., a Delaware corporation (“ImmPACT”), pursuant to the Agreement and Plan of Merger (the “Merger Agreement”), dated as of October 24, 2024, by and among the Company, ImmPACT, Inspire Merger Sub Inc., a Delaware corporation, and WT Representative LLC, a Delaware limited liability company, as r…

Other Events. On June 17, 2025, Lyell Immunopharma, Inc. (the “Company”) announced new clinical data from its ongoing multi-center Phase 1/2 clinical trial of LYL314, including data from patients with large B-cell lymphoma (“LBCL”) treated in the third- or later-line (“3L+”) setting. LYL314 is an autologous dual-targeting CD19/CD20 chimeric antigen receptor (“CAR”) T-cell product candidate designed to increase complete response rates and prolong the duration of the responses as compared to ap…

Director — Mark Bachleda, Pharm.D., M.B.A.: Dr. Bachleda was appointed as a new Class I director.

Material Modification to Rights of Security Holders. (a) On May 27, 2025, Lyell Immunopharma, Inc. (the “Company”) filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to effect a reverse stock split of its outstanding common stock at a ratio of 1-for-20 (the “Charter Amendment”). The Charter Amendment was authorized by the stockholders of the Company at the Company’s 2025 Annual Meeting of Stockholders…

Results of Operations and Financial Condition. On May 13, 2025, Lyell Immunopharma, 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 attached hereto as Exhibit 99.1. The information in this Item 2.02, including the attached Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or othe…

Chief Business Officer — Matthew Lang, J.D.: Mr. Lang resigned as Chief Business Officer and from all other offices of the Company.

Costs Associated with Exit or Disposal Activities. Following a successful technology transfer and clearance by the U.S. Food and Drug Administration of an Investigational New Drug Comparability Protocol, Lyell Immunopharma, Inc.’s (the “Company” or “Lyell”) LyFE manufacturing center in Bothell, Washington is manufacturing IMPT-314 to supply the ongoing Phase 1/2 clinical trial for relapsed/refractory aggressive large B-cell lymphoma. Lyell expects the LyFE manufacturing center to have suffici…

Results of Operations and Financial Condition. On March 11, 2025, Lyell Immunopharma, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and full year ended December 31, 2024. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Item 2.02, including the attached Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exch…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On January 23, 2025, Lyell Immunopharma, Inc. (the “Company”) received notice (the “Notice”) from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the last 33 consecutive business days, the bid price of the Company’s common stock had closed below $1.00 per share, the minimum closing bid price required by the continued listing requiremen…

Director — Hans Bishop: Mr. Bishop resigned from the Board of Directors and Nominating and Corporate Governance Committee.

Results of Operations and Financial Condition. On November 7, 2024, Lyell Immunopharma, 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 attached hereto as Exhibit 99.1. The information in this Item 2.02, including the attached Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),…