{"filing":{"accession_number":"0001683168-26-007181","cik":"0001534525","ticker":"XBIO","company_name":"Xenetic Biosciences, Inc.","form":"8-K","filing_date":"2026-09-16","report_date":"2026-09-14","primary_document":"xenetic_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1534525/000168316826007181/xenetic_8k.htm"},"events":[{"id":33765,"run_id":31067,"accession_number":"0001683168-26-007181","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.97,"summary":"Xenetic Biosciences entered into a definitive Share Exchange Agreement on September 14, 2026, to acquire all outstanding share capital of Santersus AG in an all-stock transaction, with Santersus becoming a wholly owned subsidiary and the combined company rebranding as Santersus Bio, Inc. The transaction constitutes a material change of control, with Santersus shareholders owning approximately 85% of the combined entity post-closing, and combines two complementary NET-targeting therapeutic platforms with a four-program clinical pipeline. The transaction is expected to close in Q4 2026, subject to stockholder approval and customary closing conditions.","company_name":"Xenetic Biosciences, Inc.","ticker":"XBIO","filing_date":"2026-09-16","form":"8-K","submitted_at":null,"items":[{"id":37289,"accession_number":"0001683168-26-007181","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Xenetic entered into a definitive Share Exchange Agreement on September 14, 2026, to acquire all outstanding share capital of Santersus AG in an all-stock transaction, with Santersus becoming a wholly owned subsidiary. The transaction is material: it constitutes a change of control (Santersus shareholders will own ~85% of the combined company post-closing), involves a name change to Santersus Bio, Inc., board restructuring (2 Xenetic directors, 6 Santersus directors), and combines two complementary therapeutic platforms. This is a classic M\u0026A activity disclosure under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-16T11:01:48.168734+00:00","company_name":"","ticker":null,"filing_date":""},{"id":37290,"accession_number":"0001683168-26-007181","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The disclosure in Item 3.02 incorporates by reference Item 1.01, which describes a definitive share exchange agreement whereby Xenetic will acquire all outstanding share capital of Santersus AG in an all-stock transaction. This is a material acquisition creating a combined Nasdaq-listed company with complementary NET-targeting platforms and a four-program clinical pipeline. The transaction is expected to close in Q4 2026 subject to stockholder approval and customary closing conditions, representing a significant change of control and business combination.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-16T11:01:48.168734+00:00","company_name":"","ticker":null,"filing_date":""},{"id":37291,"accession_number":"0001683168-26-007181","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"The filing discloses execution of a definitive share exchange agreement whereby Xenetic will acquire all outstanding share capital of Santersus in an all-stock transaction. The press release (Exhibit 99.1) explicitly states \"Xenetic Biosciences, Inc. (Nasdaq: XBIO) and Santersus AG today announced that they have entered into a definitive share exchange agreement pursuant to which Xenetic will, subject to stockholder approval, acquire all of the outstanding share capital of Santersus.\" This is a material acquisition creating a combined Nasdaq-listed company with complementary NET-targeting platforms and a four-program clinical pipeline.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-16T11:01:48.168734+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":37289,"accession_number":"0001683168-26-007181","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Xenetic entered into a definitive Share Exchange Agreement on September 14, 2026, to acquire all outstanding share capital of Santersus AG in an all-stock transaction, with Santersus becoming a wholly owned subsidiary. The transaction is material: it constitutes a change of control (Santersus shareholders will own ~85% of the combined company post-closing), involves a name change to Santersus Bio, Inc., board restructuring (2 Xenetic directors, 6 Santersus directors), and combines two complementary therapeutic platforms. This is a classic M\u0026A activity disclosure under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-16T11:01:48.168734+00:00","company_name":"Xenetic Biosciences, Inc.","ticker":"XBIO","filing_date":"2026-09-16"},{"id":37290,"accession_number":"0001683168-26-007181","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The disclosure in Item 3.02 incorporates by reference Item 1.01, which describes a definitive share exchange agreement whereby Xenetic will acquire all outstanding share capital of Santersus AG in an all-stock transaction. This is a material acquisition creating a combined Nasdaq-listed company with complementary NET-targeting platforms and a four-program clinical pipeline. The transaction is expected to close in Q4 2026 subject to stockholder approval and customary closing conditions, representing a significant change of control and business combination.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-16T11:01:48.168734+00:00","company_name":"Xenetic Biosciences, Inc.","ticker":"XBIO","filing_date":"2026-09-16"},{"id":37291,"accession_number":"0001683168-26-007181","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"The filing discloses execution of a definitive share exchange agreement whereby Xenetic will acquire all outstanding share capital of Santersus in an all-stock transaction. The press release (Exhibit 99.1) explicitly states \"Xenetic Biosciences, Inc. (Nasdaq: XBIO) and Santersus AG today announced that they have entered into a definitive share exchange agreement pursuant to which Xenetic will, subject to stockholder approval, acquire all of the outstanding share capital of Santersus.\" This is a material acquisition creating a combined Nasdaq-listed company with complementary NET-targeting platforms and a four-program clinical pipeline.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-16T11:01:48.168734+00:00","company_name":"Xenetic Biosciences, Inc.","ticker":"XBIO","filing_date":"2026-09-16"}]}