UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
On April 13, 2026, Allogene Therapeutics, Inc. (the “Company”) announced the commencement of a proposed underwritten public offering of its common stock.
In connection with the Company’s proposed public offering, the Company has suspended the offering of any shares of its common stock pursuant to the sales agreement prospectus, dated April 25, 2024, contained in the Company’s Registration Statement on Form S-3 (File No. 333-277951) filed with the Securities and Exchange Commission (the “SEC”) on March 14, 2024 relating to that certain Sales Agreement, dated November 5, 2019 (the “Sales Agreement”), as amended on November 2, 2022 and November 2, 2023, by and between the Company and TD Securities (U.S.A.) LLC (f/k/a Cowen and Company, LLC). The Company will not make any sales of common stock pursuant to the Sales Agreement unless and until a new prospectus or prospectus supplement is filed with the SEC.
This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy any securities of the Company, which is being made only by means of a written prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, nor shall there be any sale of the Company’s securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
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 thereunto duly authorized.
| Allogene Therapeutics, Inc. | ||||||
| Date: April 13, 2026 | By: | /s/ David Chang, M.D., Ph.D. | ||||
| David Chang, M.D., Ph.D. | ||||||
| President and Chief Executive Officer | ||||||
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