Warrants [Member]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~Form 8-K~~______________________________________________________________________

~~Current Report~~FORM 8-K

~~Pursuant to Section 13 or 15(d)~~______________________________________________________________________

ofCURRENT ~~the Securities Exchange Act of 1934~~REPORT

PURSUANT ~~April~~TO ~~20,~~SECTION13 ~~2026~~OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF1934

May 7, 2026

Date of Report (Date of earliest event reported)

Zura Bio Limited

(Exact name of registrant as specified in its charter)

______________________________________________________________________

Cayman Islands

001-40598

98-1725736

(State or other jurisdiction of
incorporation)

(Commission
File Number)

(I.R.S. Employer
Identification No.)

1489 W. Warm Springs Rd. #110

Henderson, NV 89014

(Address of principal executive offices, ~~including zip code)~~

including zip code)

(702) 825-9872

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨			Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which
registered

Class A Ordinary Shares, par value $0.0001 per share

ZURA

The Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 52.02. Results ~~Departure~~ of ~~Directors~~Operations orand ~~Principal~~Financial ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Condition.

~~Transition~~On May 7, 2026, Zura Bio Limited (the “Company”) issued a press release announcing its first quarter 2026 financial results. A copy of ~~Chief~~the ~~Financial~~press ~~Officer~~release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.

OnThe ~~April~~information ~~20,~~under ~~2026~~this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, ~~Eric~~as ~~Hyllengren~~amended (the “Exchange Act”), or subject to the ~~Company’s~~liabilities ~~Chief~~of ~~Financial~~that ~~Officer,~~section ~~Principal~~or ~~Financial~~Sections ~~Officer~~11 and ~~Principal~~12(a)(2) ~~Accounting~~of ~~Officer,~~the ~~was~~Securities ~~separated~~Act ~~from~~of 1933, as amended (the ~~Company~~“Securities Act”). Mr The information in this Item 2.02 ~~Hyllengren’s~~(including ~~separation~~Exhibit ~~was~~99.1) shall not ~~related~~be todeemed incorporated by reference into any other filing with Securities and Exchange Commission (the “SEC”) made by the Company’s, ~~financial~~whether made before or ~~operating~~after ~~results~~the ordate tohereof, regardless of any ~~disagreements~~general ~~regarding the~~incorporation ~~Company’s~~language ~~operations~~in orsuch ~~financial~~filing, orexcept ~~reporting~~as ~~practices~~expressly set forth by specific reference in such a filing.

InItem ~~connection with his separation, the Company and Mr~~7. ~~Hyllengren entered into a Separation Agreement on April 21, 2026~~01. Regulation ~~Mr. Hyllengren~~FD ~~will receive severance payments in an amount equal to three months of his base salary and reimbursement for COBRA premiums for up to six months~~Disclosure. All payments and benefits provided under the Separation Agreement are contingent upon the effectiveness of, and Mr. Hyllengren’s continued compliance with, the Separation Agreement, and are subject to payments and benefits available through other employment or eligibility.

~~The~~On ~~foregoing~~May ~~description of~~7, 2026, the ~~Separation~~Company ~~Agreement~~provided isan ~~only~~updated acorporate ~~summary,~~presentation ~~does~~that ~~not~~may ~~purport to~~ be ~~complete~~used ~~and~~in isconnection ~~qualified~~with inupcoming ~~its~~presentations ~~entirety~~at byconferences ~~reference~~and toinvestor ~~the~~meetings. The full text of the ~~Separation~~Company’s ~~Agreement,~~corporate apresentation ~~copy of which~~ is filed as Exhibit 10 99.12 tohereto, ~~this~~and ~~Current~~incorporated ~~Report~~herein onby ~~Form 8-K~~reference, and ismay ~~incorporated herein~~also bybe ~~reference~~accessed through the “News & Events” section of the Company’s website at investors.zurabio.com.

~~Appointment~~The information furnished under this Item 7.01 (including Exhibit 99.2) shall not be deemed “filed” for purposes of ~~Principal~~Section ~~Accounting~~18 ~~Officer~~ of the Exchange Act, or subject to the liabilities of that section or Sections 11 and ~~Principal~~12(a)(2) ~~Financial~~of ~~Officer~~the Securities Act. The information in this Item 7.01 (including Exhibit 99.2) shall not be deemed incorporated by reference into any other filing with the SEC made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as expressly set forth by specific reference in such a filing.

~~Also~~Item on April 20, 2026, the Board appointed Marlyn Mathew, the Company’s Vice President, Finance and Accounting, as the Company’s principal accounting and principal financial officer (the “Appointment”)9. ~~In connection with the Appointment, the Board approved an increased annual base salary for Ms~~01. Financial ~~Mathew~~Statements ofand ~~$366,415~~Exhibits.

~~Ms.~~(d) ~~Mathew, 42, serves as the Company’s Vice President, Finance and Accounting, a role she has held since June 2022~~Exhibits. Prior to joining the Company, Ms. Mathew was Controller at Immunovant from 2019 to May 2022, having previously served as Assistant Controller from 2018 to 2019. Ms. Mathew holds a Bachelor of Science in Accounting from Rutgers University.

Ms. Mathew is not party to any arrangement or understanding with any other person pursuant to which she was appointed as an officer, nor is she party to any transactions required to be disclosed pursuant to Item 404(a) of Regulation S-K involving the Company. There are no family relationships between Ms. Mathew and any of the Company’s directors and executive officers.


Exhibit No.						Description
99.1						Press Release dated Ma y 7 , 2026
99.2						Corporate Presentation, dated May 7, 2026
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

~~Item 9.01 Financial Statements and Exhibits.~~SIGNATURES

~~(d)~~Pursuant ~~Exhibits~~to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	10.1+	Separation Agreement, by and between the Company and Eric Hyllengren, signed April 21, 2026
			ZURA BIO LIMITED
	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)
Date: May 7, 2026			By:	/s/ Kim Davis
				Kim Davis
				Chief Operating Officer, Chief Legal Officer and Corporate Secretary

+ Indicates management contract or compensatory plan.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ZURA BIO LIMITED
Date: April 23, 2026	By:	/s/ Kim Davis
		Kim Davis
		Chief Operating Officer, Chief Legal Officer and Corporate Secretary

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