Results of Operations and Financial Condition. On August 10, 2026, Sana Biotechnology, 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 ot…

Results of Operations and Financial Condition. On May 11, 2026, Sana Biotechnology, 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 othe…

Director — Steven D. Harr, M.D.: Dr. Steven D. Harr's reclassification from Class I director to Class III director was a routine administrative action to rebalance the Board classes.

Other Events. On April 10, 2026 (the “Effective Date”), Sana Biotechnology, Inc. (the “Company”) entered into a stock purchase agreement (the “Stock Purchase Agreement”) with Mayo Clinic, pursuant to which the Company agreed to sell to Mayo Clinic, and Mayo Clinic agreed to purchase from the Company, (i) 7,507,507 shares (the “Initial Shares”) of the Company’s common stock, $0.0001 par value per share (“Common Stock”), at a price of $3.33 per share (the “Per Share Purchase Price”), for gross…

Other Events. On March 3, 2026, the Company entered into an amended and restated sales agreement (the “Sales Agreement”) with TD Securities (USA) LLC (“TD Cowen”) to sell shares of the Company’s common stock, $0.0001 par value per share (“Common Stock”), from time to time, through an “at the market offering” program under which TD Cowen will act as sales agent. The Sales Agreement amends and restates the prior sales agreement, dated May 8, 2025, between the Company and TD Cowen (the “Prior Sa…

Results of Operations and Financial Condition. On March 3, 2026, Sana Biotechnology, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and 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 “Exchange A…

Chief Financial Officer — Brian Piper: The company hired a new Chief Financial Officer from an external candidate.

Results of Operations and Financial Condition. On November 6, 2025, Sana Biotechnology, 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”),…

Executive Vice President, Chief Legal Officer — Aaron M. Grossman: The company is hiring a new Executive Vice President and Chief Legal Officer.

Chairperson of the Nominating and Corporate Governance Committee, Director — Mary Agnes Wilderotter: Ms. Wilderotter resigned from the Board and related positions.

Results of Operations and Financial Condition. On August 11, 2025, Sana Biotechnology, 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…

Entry into a Material Definitive Agreement. On August 6, 2025, Sana Biotechnology, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Morgan Stanley & Co. LLC, Goldman Sachs & Co. LLC, and BofA Securities, Inc., as representatives (the “Representatives”) of the several underwriters named therein (collectively, the “Underwriters”), relating to the issuance and sale in a public offering (the “Offering”) of 20,895,522 shares of the Company’s common st…

Results of Operations and Financial Condition. The information set forth in

Other Events. On May 8, 2025, the Company entered into a sales agreement (“Sales Agreement”) with TD Securities (USA) LLC (“TD Cowen”) to sell shares of the Company’s common stock, $0.0001 par value per share (“Common Stock”), having an aggregate offering price of up to $119.0 million, from time to time, through an “at the market offering” program under which TD Cowen will act as sales agent. Immediately prior to entering into the Sales Agreement, the Company terminated its sales agreement, d…

Results of Operations and Financial Condition. On May 8, 2025, Sana Biotechnology, 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 other…

Results of Operations and Financial Condition. On March 17, 2025, Sana Biotechnology, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and 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 “Exchange…

Results of Operations and Financial Condition. On November 8, 2024, Sana Biotechnology, 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”),…

Chief Financial Officer, Treasurer, Principal Financial Officer, and Principal Accounting Officer — Nathan Hardy: Nathan Hardy resigned from multiple senior financial roles, leading to the appointment of acting officers.

Executive Vice President and Chief Financial Officer — Nathan Hardy: Mr. Hardy resigned voluntarily for personal reasons.

Results of Operations and Financial Condition. On August 8, 2024, Sana Biotechnology, 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 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 8, 2024, Sana Biotechnology, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and year ended March 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 “Exchange Act”),…

Executive Vice President and President, Research and Development — Douglas Williams, Ph.D.: Dr. Williams resigned voluntarily for personal reasons.

Results of Operations and Financial Condition. On February 29, 2024, Sana Biotechnology, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and year ended December 31, 2023. 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 “Exchan…

Entry into a Material Definitive Agreement. On February 7, 2024, Sana Biotechnology, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, and BofA Securities, Inc., as representatives (the “Representatives”) of the several underwriters named therein (collectively, the “Underwriters”), relating to the issuance and sale in a public offering (the “Offering”) of 17,272,728 sha…

Results of Operations and Financial Condition. The information set forth in