Senti Biosciences Issues $2.0M Senior Secured Convertible Notes

What Happened
Senti Biosciences Holdings, Inc. (SNTI) reported in an 8-K filed September 4, 2026 that its wholly owned subsidiary, Senti Holdings, Inc., completed the issuance and sale of $2.0 million aggregate principal of Senior Secured Convertible Notes to NSG BioInnovation Fund, L.P. on September 3, 2026. The issuance was made under a Securities Purchase Agreement dated April 27, 2026 as amended on September 1, 2026. The filing also includes an equity commitment letter dated September 3, 2026 between Senti Biosciences Holdings and CPIF II-9 Limited.

Key Details

• $2.0 million aggregate principal amount of Senior Secured Convertible Notes issued to NSG BioInnovation Fund, L.P. (closing on September 3, 2026).
• Issuance pursuant to the Securities Purchase Agreement dated April 27, 2026, as amended September 1, 2026.
• Equity Commitment Letter dated September 3, 2026 between Senti Biosciences Holdings and CPIF II-9 Limited included as an exhibit.
• Filing date: September 4, 2026; signed by CEO Timothy Lu, M.D., Ph.D.

Why It Matters
This filing documents new secured, convertible debt and a related equity commitment—actions that affect the company’s capital structure and liquidity. The $2.0M provides additional near-term financing but, because the notes are convertible, they could dilute existing shareholders if converted into equity under the note terms (the form of the note is included as an exhibit). Investors should review the note and equity commitment exhibits for the detailed conversion, security, and repayment terms to assess potential impact on dilution and leverage.