8-K current report · filed Jul 15, 2026

Gossamer Bio, Inc. (GOSS) 8-K Current Report: July 15, 2026

Item 5.02Item 5.03Item 5.07GOSS overview

Short answer

Gossamer Bio, Inc. (GOSS) filed an 8-K current report with the SEC on July 15, 2026 reporting Item 5.02 (Departure/Election of Directors or Officers), Item 5.03 (Amendments to Articles of Incorporation or Bylaws), Item 5.07 (Submission of Matters to a Vote of Security Holders). Stockholders approved the Restated 2019 Incentive Award Plan on July 14, 2026.

Gossamer Bio, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.02 · Departure/Election of Directors or Officers

  • Stockholders approved the Restated 2019 Incentive Award Plan on July 14, 2026
  • Plan increases authorized Common Stock shares available for equity awards, creating potential dilution
  • Approval satisfied a condition tied to the $200.0 million Existing Convertible Notes exchange offer
  • Exchange Offer closed June 4, 2026 after early settlement of the 5.00% Convertible Senior Notes due 2027

Item 5.03 · Amendments to Articles of Incorporation or Bylaws

  • Stockholder-approved charter amendment effective July 14, 2026
  • Authorized common shares increased from 700 million to 4 billion
  • Capacity supports conversion of 7.50% notes due 2030 and exercise of newly issued warrants
  • Expanded share authorization creates substantial potential dilution for existing shareholders

Item 5.07 · Submission of Matters to a Vote of Security Holders

  • Stockholders approved potential issuance exceeding 20%, including $72.0M convertible notes, make-whole shares, and 135,789,000 warrants
  • Share authorization increased from 700M to 4B, enabling financing-related issuances and expanded equity-plan capacity
  • Restated equity plan approved, increasing shares available for issuance
  • Reverse-split proposal approved through 30 alternative amendments, with proportional authorized-share reductions
  • Adjournment vote unnecessary after all four substantive proposals passed

Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean

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