CRESCENT BIOPHARMA, INC.
For the period ended Dec 31, 2025. Filed Feb 26, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 26, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits and Financial Statement Schedules
(1)Financial Statements
Our consolidated financial statements are set forth in Part II, Item 8. of this Annual Report on Form 10-K and are incorporated herein by reference.
(2)Financial Statement Schedules
Schedules have been omitted since they are either not required or not applicable or the information is otherwise included herein.
(3)Exhibits
The exhibits filed or furnished as part of this Annual Report are set forth below.
| ExhibitNumber | Description | Form | Exhibit | Filing Date |
|---|---|---|---|---|
| 2.1† | Agreement and Plan of Merger and Reorganization, dated as of October 28, 2024, by and among GlycoMimetics, Inc., Gemini Merger Sub Corp., Gemini Merger Sub II, LLC, and Crescent Biopharma, Inc. | 8-K | 2.1 | October 29, 2024 |
| 2.2† | Amendment No. 1 to Agreement and Plan of Merger and Reorganization, dated as of February 14, 2025 | 8-K | 10.1 | February 14, 2025 |
| 2.3† | Amendment No. 2 to Agreement and Plan of Merger and Reorganization, dated as of April 28, 2025, by and among GlycoMimetics, Inc., Gemini Merger Sub Corp., Gemini Merger Sub II, LLC, and Crescent Biopharma, Inc. | 8-K | 10.1 | April 29, 2025 |
| 2.4 | Plan of Conversion | 8-K | 2.4 | June 18, 2025 |
| 3.1 | Memorandum and Articles of Association | 8-K | 3.4 | June 18, 2025 |
| 3.2 | Certificate of Designation of Preferences, Rights and Limitations of Series A Non-Voting Convertible Preferred Shares | 8-K | 3.6 | June 18, 2025 |
| 4.1 | Form of Pre-funded Warrant | 8-K | 4.3 | April 4, 2025 |
| 4.2 | Form of 2025 Pre-funded Warrant | 8-K | 4.1 | December 4, 2025 |
| 4.3* | Description of Securities | |||
| 4.4* | Form of Warrant Agreement | |||
| 10.1† | Form of Amended and Restated Securities Purchase Agreement, dated February 14, 2025 by and between GlycoMimetics, Inc. and each purchaser thereto | 8-K | 10.2 | February 14, 2025 |
| 10.2†/†† | CR-001 License Agreement, dated April 28, 2025, by and between Paragon Therapeutics, Inc. and Crescent Biopharma, Inc. | S-4/A | 10.52 | April 29, 2025 |
| 10.2.1†/†† | Amendment No. 1 to the License Agreement, dated December 2, 2025, by and between Crescent Biopharma Operating Company, LLC and Paragon Therapeutics, Inc. | 8-K | 10.1 | December 4, 2025 |
| 10.3†/†† | CR-002 License Agreement, dated November 5, 2025, by and between Paragon Therapeutics, Inc. and Crescent Biopharma, Inc. | S-1 | 10.13 | January 7, 2026 |
| 10.4†/†† | Antibody Discovery and Option Agreement, dated as of September 19, 2024, by and among Paragon Therapeutics, Inc., Parascent Holding LLC and Crescent Biopharma, Inc. | S-4 | 10.41 | February 18, 2025 |
| 10.5†/†† | Amended and Restated ADC Discovery and Option Agreement, dated April 28, 2025, by and among Paragon Therapeutics, Inc., Parascent Holding LLC and Crescent Biopharma, Inc. | S-4/A | 10.53 | April 29, 2025 |
| 10.6 | Sublease, dated as of May 28, 2025, by and between Crescent Biopharma, Inc. and Nano Dimension USA Inc. | 8-K | 10.20 | June 18, 2025 |
| ExhibitNumber | Description | Form | Exhibit | Filing Date |
|---|---|---|---|---|
| 10.7*# | Crescent Biopharma, Inc. 2025 Stock Incentive Plan | 8-K | 10.7 | June 18, 2025 |
| 10.7.1*# | Form of Option Award Agreement under the 2025 Stock Incentive Plan – For Executives (General) | |||
| 10.7.2*# | Form of Option Award Agreement under the 2025 Stock Incentive Plan – For the CEO/COO Only | |||
| 10.7.3*# | Form of Option Award Agreement under the 2025 Stock Incentive Plan – For Employees | |||
| 10.7.4*# | Form of Restricted Stock Unit Award Agreement under the 2025 Stock Incentive Plan – For Executives (General) | |||
| 10.7.5*# | Form of Restricted Stock Unit Award Agreement under the 2025 Stock Incentive Plan – For CEO/COO Only | |||
| 10.7.6*# | Form of Restricted Stock Unit Award Agreement under the 2025 Stock Incentive Plan – For Employees | |||
| 10.8# | Crescent Biopharma, Inc. 2025 Employee Stock Purchase Plan | 8-K | 10.8 | June 18, 2025 |
| 10.9# | Crescent Biopharma, Inc. 2025 Employment Inducement Incentive Award Plan | 10-Q | 10.1 | November 6, 2025 |
| 10.9.1*# | Form of Option Agreement under Employment Inducement Incentive Award Plan | |||
| 10.10# | Crescent Biopharma, Inc. 2024 Equity Incentive Plan, as amended by the First Amendment dated May 7, 2024, the Second Amendment dated December 27, 2024, the Third Amendment dated January 13, 2024, the Fourth Amendment dated March 15, 2025, the Fifth Amendment dated April 1, 2025, and the Sixth Amendment dated April 14, 2025 | S-4/A | 10.36 | April 28, 2025 |
| 10.10.1# | Form of Stock Option Agreement under Crescent Biopharma, Inc. 2024 Equity Incentive Plan | S-4/A | 10.39 | May 12, 2025 |
| 10.11† | Form of Securities Purchase Agreement, dated December 4, 2025, by and between Crescent Biopharma, Inc. and each purchaser thereto | 8-K | 10.2 | December 4, 2025 |
| 10.12 | Form of Registration Rights Agreement, dated December 4, 2025, by and between Crescent Biopharma, Inc. and the other parties thereto | 8-K | 10.3 | December 4, 2025 |
| 10.13††† | Cell Line License Agreement, dated October 31, 2024, by and between Crescent Biopharma, Inc. and WuXi Biologics Ireland Limited | S-4 | 10.49 | April 4, 2025 |
| 10.14†/†† | License Agreement, dated December 2, 2025, by and between Crescent Biopharma, Inc, and Sichuan Kelun-Biotech Biopharmaceutical Co. Ltd. | S-1 | 10.14 | January 7, 2026 |
| 10.15†/†† | License and Collaboration Agreement, dated December 2, 2025, by and among Sichuan Kelun-Biotech Biopharmaceutical Co. Ltd., Crescent Biopharma, Inc. (Delaware), and Crescent Biopharma, Inc. (Cayman) | S-1 | 10.15 | January 7, 2026 |
| 10.16# | Crescent Biopharma, Inc. Executive Severance Plan and Form of Participation Agreement | 8-K | 10.1 | July 31, 2025 |
| 10.17# | Offer Letter, dated December 20, 2024, by and between Crescent Biopharma, Inc. and Barbara Bispham | S-4 | 10.40 | February 18, 2025 |
| 10.17.1††# | Amendment to Employment Letter Agreement, dated November 4, 2025, by and between Crescent Biopharma, Inc. and Barbara Bispham | S-1 | 10.16 | January 7, 2026 |
| 10.18# | Offer Letter, dated March 15, 2025, by and between Crescent Biopharma, Inc. and Joshua Brumm | S-4 | 10.42 | April 4, 2025 |
| 10.18.1††# | Amendment to Employment Letter Agreement, dated November 3, 2025, by and between Crescent Biopharma, Inc. and Joshua Brumm | S-1 | 10.17 | January 7, 2026 |
| 10.19# | Offer Letter, dated March 19, 2025, by and between Crescent Biopharma, Inc. and Ellie Im | S-4 | 10.44 | April 4, 2025 |
| ExhibitNumber | Description | Form | Exhibit | Filing Date |
|---|---|---|---|---|
| 10.19.1††# | Amendment to Employment Letter Agreement, dated November 3, 2025, by and between Crescent Biopharma, Inc. and Ellie Im | S-1 | 10.19 | January 7, 2026 |
| 10.20# | Offer Letter, dated November 15, 2024, by and between Crescent Biopharma, Inc. and Ryan Lynch | S-4 | 10.39 | February 18, 2025 |
| 10.20.1††# | Amendment to Employment Letter Agreement, dated November 3, 2025, by and between Crescent Biopharma, Inc. and Ryan Lynch | S-1 | 10.20 | January 7, 2026 |
| 10.21# | Offer Letter, March 24, 2025, by and between Crescent Biopharma, Inc. and Richard Scalzo | S-4 | 10.45 | April 4, 2025 |
| 10.21.1††# | Amendment to Employment Letter Agreement, dated November 3, 2025, by and between Crescent Biopharma, Inc. and Richard Scalzo | S-1 | 10.21 | January 7, 2026 |
| 10.22# | Offer Letter, dated March 15, 2025, by and between Crescent Biopharma, Inc. and Jonathan McNeill. | S-4 | 10.43 | April 4, 2025 |
| 10.23*# | Offer Letter, dated June 27, 2025, by and between Crescent Biopharma, Inc. and Jan Pinkas. | |||
| 10.24# | Form of Indemnification Agreement for directors and officers | 8-K | 10.5 | June 18, 2025 |
| 10.25*# | Non-Employee Director Compensation Policy | |||
| 19* | Insider Trading Policy | |||
| 21.1 | Subsidiaries of the Registrant | S-1 | 21.1 | January 7, 2026 |
| 23.1* | Consent of Independent Registered Public Accounting Firm | |||
| 31.1* | Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) promulgated under the Securities Exchange Act of 1934 | |||
| 31.2* | Certification of the Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) promulgated under the Securities Exchange Act of 1934 | |||
| 32.1** | Certification of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350 and Rule 13a-14(B) promulgated under the Securities Exchange Act of 1934 | |||
| 32.2** | Certification of the Principal Financial Officer pursuant to 18 U.S.C. Section 1350 and Rule 13a-14(B) promulgated under the Securities Exchange Act of 1934 | |||
| 97.1* | Clawback Policy | |||
| 101.INS | Inline XBRL Instance Document. | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema with Embedded Linkbases Document. | |||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | |||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | |||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | |||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | |||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in exhibit 101). | |||
| * | Filed herewith. |
|---|---|
| ** | Furnished herewith. |
| # | Indicates management contract or compensatory plan or arrangement. |
| † | Exhibits and/or schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby undertakes to furnish supplementally copies of any of the omitted exhibits and schedules upon request by the SEC; provided, however, that the registrant may request confidential treatment pursuant to Rule 24b-2 under the Exchange Act for any exhibits or schedules so furnished. |
| †† | Certain portions of this exhibit (indicated by “[***]”) have been omitted because they are both (i) not material and (ii) customarily and actually treated as private or confidential. |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.