{"filing":{"accession_number":"0001193125-26-269474","cik":"0001847903","ticker":"CNTA","company_name":"Centessa Pharmaceuticals plc","form":"8-K","filing_date":"2026-06-12","report_date":null,"primary_document":"d105373d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1847903/000119312526269474/d105373d8k.htm"},"events":[{"id":10801,"run_id":9477,"accession_number":"0001193125-26-269474","anchor_item_number":"5.07","event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"summary":"Centessa Pharmaceuticals shareholders voted on June 12, 2026 to approve the acquisition by Eli Lilly under a Scheme of Arrangement, with overwhelming support (126.7 million votes for, ~23,000 against). The Company GM also authorized implementation of the Scheme, and the AGM approved director re-elections and auditor matters.","company_name":"Centessa Pharmaceuticals plc","ticker":"CNTA","filing_date":"2026-06-12","form":"8-K","submitted_at":null,"items":[{"id":7206,"accession_number":"0001193125-26-269474","item_number":"5.07","item_title":null,"event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"reasoning":"This Item 5.07 discloses the final voting results from three shareholder meetings held on June 12, 2026: (1) a Scheme Meeting approving the acquisition by Eli Lilly (126,653,456 votes for, 23,007 against), (2) a Company GM authorizing implementation of the Scheme (126,658,949 for, 11,515 against), and (3) an Annual General Meeting approving director re-elections and auditor matters. The acquisition approval is material to investors as it represents a change of control transaction, and the detailed vote tallies and quorum information are the core disclosure required under Item 5.07.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T02:18:41.452880+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":10802,"run_id":9477,"accession_number":"0001193125-26-269474","anchor_item_number":"8.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"summary":"Centessa Pharmaceuticals is undergoing a Scheme of Arrangement acquisition by Eli Lilly, with a Court Sanction Hearing scheduled for June 22, 2026. The transaction represents a material change of control and is subject to court approval under UK merger procedures.","company_name":"Centessa Pharmaceuticals plc","ticker":"CNTA","filing_date":"2026-06-12","form":"8-K","submitted_at":null,"items":[{"id":7207,"accession_number":"0001193125-26-269474","item_number":"8.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"The filing discloses material M\u0026A activity: a Scheme of Arrangement (UK merger mechanism) with a Court Sanction Hearing scheduled for June 22, 2026. The extensive forward-looking statements reference \"the Acquisition\" and its conditions, parties, and closing timeline, indicating an acquisition transaction is underway. While Item 8.01 typically covers miscellaneous events, the substance here is a material acquisition requiring court approval, which would significantly affect shareholders and the company's future operations.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T02:18:41.452880+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":7206,"accession_number":"0001193125-26-269474","item_number":"5.07","item_title":null,"event_type":"shareholder_vote_results","event_domain":"governance","is_material":true,"confidence":0.98,"reasoning":"This Item 5.07 discloses the final voting results from three shareholder meetings held on June 12, 2026: (1) a Scheme Meeting approving the acquisition by Eli Lilly (126,653,456 votes for, 23,007 against), (2) a Company GM authorizing implementation of the Scheme (126,658,949 for, 11,515 against), and (3) an Annual General Meeting approving director re-elections and auditor matters. The acquisition approval is material to investors as it represents a change of control transaction, and the detailed vote tallies and quorum information are the core disclosure required under Item 5.07.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T02:18:41.452880+00:00","company_name":"Centessa Pharmaceuticals plc","ticker":"CNTA","filing_date":"2026-06-12"},{"id":7207,"accession_number":"0001193125-26-269474","item_number":"8.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"The filing discloses material M\u0026A activity: a Scheme of Arrangement (UK merger mechanism) with a Court Sanction Hearing scheduled for June 22, 2026. The extensive forward-looking statements reference \"the Acquisition\" and its conditions, parties, and closing timeline, indicating an acquisition transaction is underway. While Item 8.01 typically covers miscellaneous events, the substance here is a material acquisition requiring court approval, which would significantly affect shareholders and the company's future operations.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-13T02:18:41.452880+00:00","company_name":"Centessa Pharmaceuticals plc","ticker":"CNTA","filing_date":"2026-06-12"}]}