Companies
Biotech / Capital raising
Surrozen closes $95.1 million second tranche and extends its expected cash runway into 2029
Gross proceeds before fees came in 3.55% below the approximately $98.6 million committed in March 2025, and the two tranches total approximately $171.5 million. The closing followed FDA clearance of the SZN-8141 IND on October 2, 2026.
Sources
Surrozen's Form 8-K and Exhibit 99.1 filed October 20, 2026, plus the March 28, 2025 Form 8-K that set the private placement's terms.
Reports the October 20, 2026 closing of the second tranche of Surrozen's March 2025 private placement, based on the Form 8-K and Exhibit 99.1 filed that day and the March 28, 2025 Form 8-K that set the placement's terms.
Surrozen, Inc. said on October 20, 2026 that it closed the second and final tranche of its March 2025 private placement, raising approximately $95.1 million of gross proceeds before placement-agent fees and other offering expenses. The closing was conditional on FDA clearance of the company's IND for SZN-8141, which Surrozen announced on October 2, 2026, and management now expects its cash to fund operations into 2029.
A financing exhibit filed under the results item
Surrozen put the announcement in Exhibit 99.1 to a Form 8-K whose item list includes Item 2.02, Results of Operations and Financial Condition, alongside Item 3.02 on unregistered sales. The exhibit carries no quarterly revenue, net loss, earnings per share or period-end cash balance, and the body of Item 2.02 refers only to "certain financial results related to the Second Closing". This is a capital-markets filing, not a third-quarter earnings report; the quarter's income statement will appear in the company's next Form 10-Q.
Fewer units at an unchanged price
The second closing produced approximately $95.1 million of gross proceeds, 3.55% below the approximately $98.6 million Surrozen had expected from the tranche when it signed the securities purchase agreement in March 2025. The gap comes from volume rather than price. Surrozen issued 5,741,605 shares and pre-funded warrants for 2,456,500 shares — about 8.2 million units — against the 8,499,821 units contemplated in 2025, and shares were priced at $11.60, the same price as the first tranche.
The first tranche closed on March 26, 2025 and raised approximately $76.4 million, so the two closings total approximately $171.5 million of gross proceeds; the second tranche accounts for 55.45% of that. Surrozen disclosed no placement-agent fees or other expenses, so net proceeds are not public.
An IND trigger and a runway claim without a balance sheet
The second closing was contingent on public announcement, on or before October 31, 2026, of FDA clearance of the Investigational New Drug application for SZN-8141; Surrozen announced that clearance on October 2, 2026. Chief executive Craig Parker said the financing "marks an important milestone for Surrozen, significantly strengthening our balance sheet and providing the resources to advance our ophthalmology pipeline through multiple important clinical milestones".
He added that the company is "well positioned to advance SZN-8141 into the DUET Phase 1b/2a study and initiate clinical development of SZN-8143, while maintaining a disciplined approach to capital allocation." Surrozen expects to dose the first patient in the DUET Phase 1b/2a study in the fourth quarter of 2026 and to report initial data in the second half of 2027. The release says cash, cash equivalents and marketable securities will fund operations into 2029, including completion of DUET and initial Phase 1b development of SZN-8143, but it gives no cash balance, so the runway cannot be tested against a reported figure.
Warrants, registration and the next dated filings
After the closing Surrozen reports approximately 17.8 million shares outstanding, 3.8 million shares issuable on pre-funded warrants and 9.1 million shares issuable on outstanding common stock warrants — a warrant count equal to 51.12% of the share count. The Series E warrants carry an exercise price of $11.54 and expire five years from issuance. About 1.8 million of the outstanding warrants are exercisable for cash only and expire in April 2029; about 7.3 million may be exercised for cash or on a net basis and expire between March 2030 and October 2031.
Surrozen must file a Form S-3 resale registration statement within 30 calendar days of the closing and use reasonable best efforts to have it effective within 90 days, or 120 days if the SEC conducts a full review. The resale filing is the next scheduled disclosure from this transaction; the third-quarter Form 10-Q is the next place a cash balance will show.
Document trail
Sources & evidence
Sources used for this piece.
Surrozen, Inc. (Form 8-K Exhibit 99.1, via SEC EDGAR)
Surrozen Announces Closing of Second Tranche of March 2025 Private Placement for $95.1 Million
Surrozen, Inc. (Form 8-K, via SEC EDGAR)
Current report on Form 8-K dated March 28, 2025, describing the two-tranche private placement
Surrozen, Inc. (Form 8-K, via SEC EDGAR)
U.S. Securities and Exchange Commission (EDGAR filing index)
Filing detail for Surrozen's Form 8-K dated October 20, 2026
Visual brief
Verified figures
Sources & evidenceU.S. dollars, gross proceeds
$95.1M
Gross proceeds from the second closing of the March 2025 private placement
Second closing, October 20, 2026; gross proceeds before placement-agent fees and other offering expenses
Surrozen, Inc. (Form 8-K Exhibit 99.1, via SEC EDGAR)Surrozen Announces Closing of Second Tranche of March 2025 Private Placement for $95.1 MillionU.S. dollars, committed gross proceeds
$98.6M
Gross proceeds contemplated for the second tranche under the March 2025 securities purchase agreement
Second tranche as committed in March 2025; gross proceeds before fees
Surrozen, Inc. (Form 8-K, via SEC EDGAR)Current report on Form 8-K dated March 28, 2025, describing the two-tranche private placement% change in gross proceeds
3.55%
Shortfall of the second closing against the March 2025 second-tranche commitment
Second closing versus the March 2025 commitment
Surrozen, Inc. (Form 8-K, via SEC EDGAR)Current report on Form 8-K dated March 28, 2025, describing the two-tranche private placement
Corrections
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