4Filed Jun 23, 8:00 PM ET

Centessa (CNTA) 10% Owner Index Ventures Life VI Sells Shares

$CNTA · Centessa Pharmaceuticals plc

Research Summary

AI-generated summary of this SEC filing

Updated

Centessa (CNTA) 10% Owner Index Ventures Life VI Sells Shares

What Happened

  • Index Ventures Life VI (a 10% owner) reported the disposition of 9,961,789 ordinary shares (ADSs) of Centessa Pharmaceuticals on June 24, 2026. The transfers occurred at the effective time of a scheme of arrangement under which Eli Lilly acquired Centessa.
  • Consideration was $38.00 in cash per Ordinary Share/ADS (total cash ≈ $378,547,982) plus one contingent value right (CVR) per share entitling holders to up to $9.00 per share in aggregate contingent payments (potential additional ≈ $89,656,101). The Form 4 lists the transactions as sales (S), but the transfers were effected automatically under the acquisition scheme.

Key Details

  • Transaction date: 2026-06-24 (Effective Time of the Scheme of Arrangement)
  • Reported disposals: 9,812,368 shares and 149,421 shares (total 9,961,789 shares)
  • Cash consideration: $38.00 per share; total cash ≈ $378,547,982
  • Contingent consideration: 1 CVR per share, up to $9.00/share (total potential ≈ $89,656,101)
  • Shares owned after transaction: The filing shows these reported shares were transferred automatically at the Effective Time; the report does not list continuing holdings of these specific shares
  • Notable footnotes: each ADS currently represents one Ordinary Share; transfer occurred pursuant to the Scheme of Arrangement; Index Ventures and a related co-investment vehicle disclaim Section 16 beneficial ownership except to the extent of pecuniary interest; Medicxi acts as sub-adviser and may be part of a group
  • Filing timeliness: No late filing is indicated in the provided data

Context

  • This was an institutional disposition tied to an acquisition (Eli Lilly’s purchase of Centessa) rather than a voluntary open‑market trade by an executive. The primary payment was cash at closing; additional value depends on CVR milestones and is not guaranteed.
  • For retail investors, note this reflects deal consideration being paid to a large shareholder, not necessarily a sell signal about Centessa’s future operations.