Surrozen's FDA nod brings $95 million, sold at $11.60 a share

Surrozen develops antibody drugs for eye disease. SZN-8141 works two ways at once and is injected into the eye. [C2][C2] Form 8-K, Item 8.01SZN-8141 is a bifunctional Wnt agonist and vascular endothelial growth factor antagonist antibody being developed as an intravitreal injection for the treatment of diabetic macular edema (DME).Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm Surrozen said on September 8, 2026 that it had sent the plan to the FDA. Clearance came when the 30-day review ended with no hold. [C53][C53] Surrozen press release, September 8, 2026today announced the submission of an Investigational New Drug (IND) application to the U.S. Food and Drug Administration seeking to evaluate SZN-8141GlobeNewswire · Read October 3, 2026Open source ↗https://www.globenewswire.com/news-release/2026/09/08/3357649/0/en/surrozen-announces-submission-of-ind-application-for-szn-8141-for-the-treatment-of-diabetic-macular-edema.html [C51][C51] Form 8-K, Item 8.01The IND went into effect following the completion of the statutory 30-day review period.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm Its trial, called DUET, should start this quarter. The second part will test two doses against Vabysmo, an approved eye drug, in about 60 patients not treated before. Early data is due in the second half of 2027. [C3][C3] Form 8-K, Item 8.01We expect to dose the first patient in DUET, a Phase 1b/2a clinical study evaluating SZN-8141 in patients with DME, in the fourth quarter of 2026, with initial data expected in the second half of 2027.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm [C44][C44] Form 10-Q, businessPart 2 is expected to evaluate two dose levels of SZN-8141 compared with Vabysmo® (faricimab-svoa) in approximately 60 treatment-naïve patients with DME.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm

The company had $5.0 million of revenue in the second quarter. In the first half it spent $30.8 million on operations and used $19.9 million of cash. [C19][C19] Form 10-Q, statement of operationsTotal revenue 5,000 983 10,000 1,966Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C18][C18] Form 10-Q, statement of operationsTotal operating expenses 15,370 10,000 30,826 20,534Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C14][C14] Form 10-Q, note 1For the six months ended June 30, 2026 and 2025, the Company used $ 19.9 million and $ 15.4 million of cash in operations, respectively. As of June 30, 2026, the Company had cash and cash equivalents of $ 102.0 million and an accumulated deficit of approximately $ 604.6 million .Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm It had $102.0 million of cash at June 30 and said that was enough for at least 12 months. It also said it will need more money for its longer-term plan. [C14][C14] Form 10-Q, note 1For the six months ended June 30, 2026 and 2025, the Company used $ 19.9 million and $ 15.4 million of cash in operations, respectively. As of June 30, 2026, the Company had cash and cash equivalents of $ 102.0 million and an accumulated deficit of approximately $ 604.6 million .Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C15][C15] Form 10-Q, note 1Management believes that the existing cash and cash equivalents are sufficient for the Company to continue operating activities for at least the next 12 months from the date of issuance of its unaudited condensed consolidated financial statements.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C21][C21] Form 10-Q, note 1anticipates the need to raise additional capital to continue to execute its long-range business plan.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm

It has no bank or bond debt. Its liabilities of $334.3 million topped its $115.6 million of assets at June 30. But $320.9 million of that was the value of investor rights and warrants, which are paid in stock, not cash. [C16][C16] Form 10-Q, balance sheetTranche liability 196,269 158,662 Warrant liabilities 124,663 112,547 Total liabilities 334,271 286,488Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C43][C43] Form 10-Q, balance sheetTotal assets $ 115,606 $ 98,726Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm Its reported profit swings with the stock price. It booked net income of $50.2 million in the second quarter because of $59.6 million of paper gains on those rights. For the first half it lost $77.3 million. [C17][C17] Form 10-Q, note 1During the three months ended June 30, 2026, the Company had net income of $ 50.2 million, including noncash gains of $ 59.6 million on changes in fair value of tranche liability and warrant liabilities during the period. During the six months ended June 30, 2026 , the Company incurred a net loss of $ 77.3 million .Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm

In March 2025 it sold stock in a two-part private deal at $11.60 a share, for about $175.0 million in all. Each unit came with half a warrant to buy more stock at $11.54 for five years. [C10][C10] Form 10-Q, note 8at a purchase price of $ 11.60 per share unit and $ 11.5999 per pre-funded warrant unit, for gross proceeds of approximately $ 175.0 million to fund multiple ophthalmology programs through initial Phase 1 safety, tolerability and efficacy studies.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C24][C24] Form 10-Q, note 8Each unit consists of one share of common stock, or pre-funded warrant in lieu thereof, and an accompanying one halSurrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C12][C12] Form 10-Q, note 8Each Series E common stock warrant has an exercise price of $ 11.54 per share, is exercisable immediately and expires five years from the date of issuance.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm The second part was due only if Surrozen announced FDA clearance to test SZN-8141 in people by October 31, 2026. The October 2 clearance came almost a month early. [C46][C46] Form 10-Q, liquidityif the FDA clears the IND application for SZN-8141 on or prior to October 31, 2026, the second closing of the 2025 PIPE will occur and we will receive an additional $95.1 million in gross proceeds which is expected to fund multiple ophthalmology programs through initial Phase 1 safety, tolerability and efficacy studies.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm At June 30 Surrozen carried the investors' right to that second part as a $196.3 million liability. [C16][C16] Form 10-Q, balance sheetTranche liability 196,269 158,662 Warrant liabilities 124,663 112,547 Total liabilities 334,271 286,488Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm

The largest holder is The Column Group, with about 28.7%. Its managing partner, Tim Kutzkey, is on the board. Boxer Capital holds 8.9%. [C40][C40] Form 10-Q, risk factorsiated with The Column Group (of which a member of our board of directors, Tim Kutzkey, Ph.D., is a Managing Partner) beneficially owned approximately 28.7% of our common stockSurrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C22][C22] Schedule 13G/A, row 11Percent of class represented by amount in row (9) 8.9 %Boxer Capital Schedule 13G/A on Surrozen, filed August 14, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000121390026090021/xslSCHEDULE_13G_X02/primary_doc.xml One venture fund, Ventures VII, reports 7.8%, or 968,750 shares. That counts what it has agreed to buy in the second closing: 465,000 shares and warrants for 232,500 more. It holds 271,250 shares today. [C23][C23] Schedule 13G/A, row 11Percent of class represented by amount in row (9) 7.8 %5AM Ventures Schedule 13G/A on Surrozen, filed August 11, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000187354526000005/xslSCHEDULE_13G_X02/primary_doc.xml [C54][C54] Schedule 13G/A, row 66 Shared Voting Power 968,750.005AM Ventures Schedule 13G/A on Surrozen, filed August 11, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000187354526000005/xslSCHEDULE_13G_X02/primary_doc.xml [C48][C48] Schedule 13G/A, Item 4Ventures VII has agreed to purchase an additional (i) 465,000 shares of the Issuer's common stock5AM Ventures Schedule 13G/A on Surrozen, filed August 11, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000187354526000005/xslSCHEDULE_13G_X02/primary_doc.xml [C55][C55] Schedule 13G/A, Item 4exercisable for up to 232,500 shares of common stock in a second closing5AM Ventures Schedule 13G/A on Surrozen, filed August 11, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000187354526000005/xslSCHEDULE_13G_X02/primary_doc.xml [C47][C47] Schedule 13G/A, Item 4Ventures VII directly holds 271,250 shares of common stock.5AM Ventures Schedule 13G/A on Surrozen, filed August 11, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000187354526000005/xslSCHEDULE_13G_X02/primary_doc.xml

The market is crowded. Drugs that block a protein called VEGF are the usual treatment. Roche, Regeneron and Novartis already sell approved eye drugs. [C31][C31] Form 10-K, businessVEGF inhibitors, or “anti-VEGFs”, have become the standard treatment used in both wet AMD and DME due to their ability to improve visual acuity outcomes and reduce fluid exudation.Surrozen annual report on Form 10-K for 2025, filed March 23, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526119818/srzn-20251231.htm [C29][C29] Form 10-K, competitionCertain of our competitors have commercially approved products for the treatment of retinal diseases that we are pursuing or may pursue in the future, including Roche, Regeneron and Novartis for the treatment of wet AMD, DME, DR and retinal vein occlusion.Surrozen annual report on Form 10-K for 2025, filed March 23, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526119818/srzn-20251231.htm Merck is further ahead with a drug that works the same Wnt pathway, already in a Phase 2/3 trial. Surrozen's revenue comes from a license with Boehringer Ingelheim, which could pay up to $587.0 million in milestones. [C30][C30] Form 10-K, competitionMerck’s MK-3000 (gained through its acquisition of EyeBio), is an investigational tri-specific Wnt agonist antibody, in a Phase 2/3 clinical trial in patients with treatment-naïve diabetic macular edema and treatment-naïve neovascular age-related macular degeneration.Surrozen annual report on Form 10-K for 2025, filed March 23, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526119818/srzn-20251231.htm [C28][C28] Form 10-Q, collaborationsuccess-based milestone payments up to a total of $ 587.0 million and mid-single digit to low-double digit royalties on net sales of the licensed products should any reach commercialization.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm That partner is now pushing back. Boehringer says it may cut future payments, and it paid only $5.0 million of a $10.0 million June milestone. Surrozen calls its view without merit. [C26][C26] Form 10-Q, collaborationIn connection with the June 2026 development milestone, Boehringer Ingelheim has advised the Company that it believes it has grounds to assert a contractual remedy under the CLA to reduce the amount of future milestone and royalty payments otherwise payable under the CLA.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C27][C27] Form 10-Q, collaborationthe Company recognized $ 5.0 million related to the June 2026 development milestone reflection a reduction of 50 % in the milestone payment of $ 10.0 million otherwise payable under the CLA. The Company believes Boehringer Ingelheim’s interpretation of the terms of the CLA is without merit.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm

On October 2 Surrozen said the FDA cleared its plan to test SZN-8141 in people. It took effect after the FDA's 30-day review, which meets the condition for the second closing. [C1][C1] Form 8-K, Item 8.01On October 2, 2026, Surrozen, Inc. (Surrozen) announced U.S. Food and Drug Administration (FDA) clearance of our Investigational New Drug (IND) application for SZN-8141, enabling us to advance the program into clinical development.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm [C51][C51] Form 8-K, Item 8.01The IND went into effect following the completion of the statutory 30-day review period.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm [C4][C4] Form 8-K, Item 8.01FDA clearance of the SZN-8141 IND satisfies the second closing milestone under our March 2025 two-tranche private placement. Subject to the terms and conditions of the securities purchase agreement, the second closing is expected to provide approximately $95.1 million in gross proceeds to Surrozen, before deducting placement agent fees and other expenses.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm At closing, investors buy 5,741,605 shares and pre-funded warrants for 2,456,500 more, which work like shares. They also get warrants for 4,099,052 shares at $11.54, for about $95.1 million in all. [C41][C41] Form 10-Q, MD&AAssuming achievement of the Second Closing Milestone, we will issue (i) 5,741,605 shares of common stock, (ii) pre-funded warrants to purchase up to 2,456,500 shares of common stock, and (iii) Series E common stock warrants to purchase up to 4,099,052 shares of common stock for aggregate gross proceeds of approximately $95.1 million in the second tranche.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C12][C12] Form 10-Q, note 8Each Series E common stock warrant has an exercise price of $ 11.54 per share, is exercisable immediately and expires five years from the date of issuance.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm The money will go to SZN-8141, another program called SZN-8143 and general operations. [C7][C7] Form 8-K, Item 8.01The proceeds from the second closing are expected to support the development of SZN-8141 and SZN-8143 and our broader operating activities.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm

Here is what each side gives and gets. Surrozen gets about $95.1 million before fees, almost as much as the $102.0 million it held at June 30. [C4][C4] Form 8-K, Item 8.01FDA clearance of the SZN-8141 IND satisfies the second closing milestone under our March 2025 two-tranche private placement. Subject to the terms and conditions of the securities purchase agreement, the second closing is expected to provide approximately $95.1 million in gross proceeds to Surrozen, before deducting placement agent fees and other expenses.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm [C14][C14] Form 10-Q, note 1For the six months ended June 30, 2026 and 2025, the Company used $ 19.9 million and $ 15.4 million of cash in operations, respectively. As of June 30, 2026, the Company had cash and cash equivalents of $ 102.0 million and an accumulated deficit of approximately $ 604.6 million .Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm The investors get about 8.2 million shares at $11.60, a price set in March 2025. At the October 2 close of $29.375, those shares are worth about $241 million, about $146 million more than they pay. [C41][C41] Form 10-Q, MD&AAssuming achievement of the Second Closing Milestone, we will issue (i) 5,741,605 shares of common stock, (ii) pre-funded warrants to purchase up to 2,456,500 shares of common stock, and (iii) Series E common stock warrants to purchase up to 4,099,052 shares of common stock for aggregate gross proceeds of approximately $95.1 million in the second tranche.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C10][C10] Form 10-Q, note 8at a purchase price of $ 11.60 per share unit and $ 11.5999 per pre-funded warrant unit, for gross proceeds of approximately $ 175.0 million to fund multiple ophthalmology programs through initial Phase 1 safety, tolerability and efficacy studies.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [M04][M04] IEX closing pricesSRZN closed at $29.375 on October 2, 2026 (IEX)IEX closing prices for SRZN and XBI, September 23 to October 2, 2026Open source ↗https://iextrading.com/trading/market-data/ Their warrants for 4,099,052 shares at $11.54 are also worth far more than nothing at today's price. [C41][C41] Form 10-Q, MD&AAssuming achievement of the Second Closing Milestone, we will issue (i) 5,741,605 shares of common stock, (ii) pre-funded warrants to purchase up to 2,456,500 shares of common stock, and (iii) Series E common stock warrants to purchase up to 4,099,052 shares of common stock for aggregate gross proceeds of approximately $95.1 million in the second tranche.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C12][C12] Form 10-Q, note 8Each Series E common stock warrant has an exercise price of $ 11.54 per share, is exercisable immediately and expires five years from the date of issuance.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [M04][M04] IEX closing pricesSRZN closed at $29.375 on October 2, 2026 (IEX)IEX closing prices for SRZN and XBI, September 23 to October 2, 2026Open source ↗https://iextrading.com/trading/market-data/

The closing has conditions the filing does not list. If a buyer does not pay, the only penalty disclosed is that its warrants from the first closing are canceled. With the stock near $29, buyers have good reason to pay. [C5][C5] Form 8-K, Item 8.01The second closing is expected to occur on or about October 20, 2026, subject to satisfaction of applicable closing conditions.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm [C20][C20] Form 10-Q, note 8If a purchaser fails to purchase in full its subscribed for units in the second tranche, then the Series E common stock warrants issued to such purchaser shall automatically be cancelled and cease to be exercisable.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [M04][M04] IEX closing pricesSRZN closed at $29.375 on October 2, 2026 (IEX)IEX closing prices for SRZN and XBI, September 23 to October 2, 2026Open source ↗https://iextrading.com/trading/market-data/

For other holders, the cost is dilution. Common shares grow about 49%. [C13][C13] Form 10-Q, coverAs of August 4, 2026, there were 11,753,558 shares of common stock, par value $0.0001 per share, issued and outstanding.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C41][C41] Form 10-Q, MD&AAssuming achievement of the Second Closing Milestone, we will issue (i) 5,741,605 shares of common stock, (ii) pre-funded warrants to purchase up to 2,456,500 shares of common stock, and (iii) Series E common stock warrants to purchase up to 4,099,052 shares of common stock for aggregate gross proceeds of approximately $95.1 million in the second tranche.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm Pre-funded warrants work like shares, and 1,305,000 were already out. Count them too and the total grows about 63%. [C13][C13] Form 10-Q, coverAs of August 4, 2026, there were 11,753,558 shares of common stock, par value $0.0001 per share, issued and outstanding.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C41][C41] Form 10-Q, MD&AAssuming achievement of the Second Closing Milestone, we will issue (i) 5,741,605 shares of common stock, (ii) pre-funded warrants to purchase up to 2,456,500 shares of common stock, and (iii) Series E common stock warrants to purchase up to 4,099,052 shares of common stock for aggregate gross proceeds of approximately $95.1 million in the second tranche.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C25][C25] Form 10-Q, warrants2025 Pre-Funded Warrants N/A Liability 1,305 1,305 2024 PIPE Warrants – Series A 4/4/2029 Liability 834 1,132 2024 PIPE Warrants – Series B 4/4/2029 Liability 1,161 1,231 2025 PIPE Warrants – Series E 3/26/2030 Liability 3,096 3,207 2025 PIPE Warrants – Series E 12/8/2030 Liability 151 151Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C56][C56] Form 10-Q, warrantsThe following table sets forth the common stock warrants outstanding (in thousands)Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm Counting every option, unit, unexpired warrant and second-closing security, the total is about 33.3 million shares. That leaves out the 2021 warrants, which expired on August 10, 2026. [C13][C13] Form 10-Q, coverAs of August 4, 2026, there were 11,753,558 shares of common stock, par value $0.0001 per share, issued and outstanding.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C42][C42] Form 10-Q, earnings per shareCommon stock issuable upon exercise of stock options 1,987 1,220 Unvested restricted stock units 765 116 Common stock issuable upon exercise of warrants 6,925 7,395 Common stock issuable upon settlement of tranche liability in the 2025 PIPE 12,297 12,750Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C57][C57] Form 10-Q, warrants2021 Public Warrants 8/10/2026 Liability 5,054 5,054 2021 PIPE Warrants 8/10/2026 Liability 620 620Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C58][C58] Form 10-Q, warrantsare the same in all respects as the 2021 Public Warrants. The 2021 PIPE Warrants will expire by their terms on August 10, 2026Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C59][C59] Form 10-Q, warrantsEvery 15 outstanding public warrants, or 2021 Public Warrants, entitles the holders thereof to receive one share of common stockSurrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm Surrozen must also file to register the new shares for resale within 30 days of closing, which would let the buyers sell them. [C6][C6] Form 8-K, Item 8.01Pursuant to the registration rights agreement with the purchasers, we are required to file the registration statement no later than 30 calendar days following the closing.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm

The stock had already jumped. It closed at $16.22 on September 23 and $33.645 the next day, about double, before the October 2 news. [M01][M01] IEX closing pricesSRZN closed at $16.22 on September 23, 2026 (IEX)IEX closing prices for SRZN and XBI, September 23 to October 2, 2026Open source ↗https://iextrading.com/trading/market-data/ [M02][M02] IEX closing pricesSRZN closed at $33.645 on September 24, 2026 (IEX)IEX closing prices for SRZN and XBI, September 23 to October 2, 2026Open source ↗https://iextrading.com/trading/market-data/ On that same day, Commodore Capital owned 885,000 shares, or 7.5% of the company, by its own filing. The stock then slipped to $29.375, while the SPDR biotech fund was nearly flat over those days. [C49][C49] Schedule 13G, Item 4As of September 24, 2026, the Firm may be deemed to beneficially own an aggregate of 885,000 shares of Common StockCommodore Capital Schedule 13G on Surrozen, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000183194226000044/xslSCHEDULE_13G_X02/primary_doc.xml [C50][C50] Schedule 13G, row 11Percent of class represented by amount in row (9) 7.5 %Commodore Capital Schedule 13G on Surrozen, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000183194226000044/xslSCHEDULE_13G_X02/primary_doc.xml [M04][M04] IEX closing pricesSRZN closed at $29.375 on October 2, 2026 (IEX)IEX closing prices for SRZN and XBI, September 23 to October 2, 2026Open source ↗https://iextrading.com/trading/market-data/ [M07][M07] IEX closing pricesXBI closed at $156.03 on September 24, 2026 (IEX)IEX closing prices for SRZN and XBI, September 23 to October 2, 2026Open source ↗https://iextrading.com/trading/market-data/ [M06][M06] IEX closing pricesXBI closed at $154.45 on October 2, 2026 (IEX)IEX closing prices for SRZN and XBI, September 23 to October 2, 2026Open source ↗https://iextrading.com/trading/market-data/ At $29.375 the August share count is worth about $345 million. Add all the old and new pre-funded warrants and the new shares, and it is about $624 million. [M04][M04] IEX closing pricesSRZN closed at $29.375 on October 2, 2026 (IEX)IEX closing prices for SRZN and XBI, September 23 to October 2, 2026Open source ↗https://iextrading.com/trading/market-data/ [C25][C25] Form 10-Q, warrants2025 Pre-Funded Warrants N/A Liability 1,305 1,305 2024 PIPE Warrants – Series A 4/4/2029 Liability 834 1,132 2024 PIPE Warrants – Series B 4/4/2029 Liability 1,161 1,231 2025 PIPE Warrants – Series E 3/26/2030 Liability 3,096 3,207 2025 PIPE Warrants – Series E 12/8/2030 Liability 151 151Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C56][C56] Form 10-Q, warrantsThe following table sets forth the common stock warrants outstanding (in thousands)Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C13][C13] Form 10-Q, coverAs of August 4, 2026, there were 11,753,558 shares of common stock, par value $0.0001 per share, issued and outstanding.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C41][C41] Form 10-Q, MD&AAssuming achievement of the Second Closing Milestone, we will issue (i) 5,741,605 shares of common stock, (ii) pre-funded warrants to purchase up to 2,456,500 shares of common stock, and (iii) Series E common stock warrants to purchase up to 4,099,052 shares of common stock for aggregate gross proceeds of approximately $95.1 million in the second tranche.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm

The bull case is money and time. June's $102.0 million plus the new $95.1 million is about $197 million, before fees and spending since June. The company says the $95.1 million should fund its programs through early human studies. [C14][C14] Form 10-Q, note 1For the six months ended June 30, 2026 and 2025, the Company used $ 19.9 million and $ 15.4 million of cash in operations, respectively. As of June 30, 2026, the Company had cash and cash equivalents of $ 102.0 million and an accumulated deficit of approximately $ 604.6 million .Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C4][C4] Form 8-K, Item 8.01FDA clearance of the SZN-8141 IND satisfies the second closing milestone under our March 2025 two-tranche private placement. Subject to the terms and conditions of the securities purchase agreement, the second closing is expected to provide approximately $95.1 million in gross proceeds to Surrozen, before deducting placement agent fees and other expenses.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm [C46][C46] Form 10-Q, liquidityif the FDA clears the IND application for SZN-8141 on or prior to October 31, 2026, the second closing of the 2025 PIPE will occur and we will receive an additional $95.1 million in gross proceeds which is expected to fund multiple ophthalmology programs through initial Phase 1 safety, tolerability and efficacy studies.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm

The bear case, which we rank as the bigger risk, is that the drug has never been tested in people. Holders now share any success with buyers who paid $11.60, and the new shares can be resold once registered. [C1][C1] Form 8-K, Item 8.01On October 2, 2026, Surrozen, Inc. (Surrozen) announced U.S. Food and Drug Administration (FDA) clearance of our Investigational New Drug (IND) application for SZN-8141, enabling us to advance the program into clinical development.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm [C10][C10] Form 10-Q, note 8at a purchase price of $ 11.60 per share unit and $ 11.5999 per pre-funded warrant unit, for gross proceeds of approximately $ 175.0 million to fund multiple ophthalmology programs through initial Phase 1 safety, tolerability and efficacy studies.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C6][C6] Form 8-K, Item 8.01Pursuant to the registration rights agreement with the purchasers, we are required to file the registration statement no later than 30 calendar days following the closing.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm We think the second closing will happen in October, as the company expects on or about October 20. We are wrong if Surrozen does not report it closed by the end of October. [C5][C5] Form 8-K, Item 8.01The second closing is expected to occur on or about October 20, 2026, subject to satisfaction of applicable closing conditions.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm

Why the stock about doubled on September 24, before the FDA news. No company filing gives a reason, though Commodore Capital reported a 7.5% stake as of that day. [M01][M01] IEX closing pricesSRZN closed at $16.22 on September 23, 2026 (IEX)IEX closing prices for SRZN and XBI, September 23 to October 2, 2026Open source ↗https://iextrading.com/trading/market-data/ [M02][M02] IEX closing pricesSRZN closed at $33.645 on September 24, 2026 (IEX)IEX closing prices for SRZN and XBI, September 23 to October 2, 2026Open source ↗https://iextrading.com/trading/market-data/ [C49][C49] Schedule 13G, Item 4As of September 24, 2026, the Firm may be deemed to beneficially own an aggregate of 885,000 shares of Common StockCommodore Capital Schedule 13G on Surrozen, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000183194226000044/xslSCHEDULE_13G_X02/primary_doc.xml [C50][C50] Schedule 13G, row 11Percent of class represented by amount in row (9) 7.5 %Commodore Capital Schedule 13G on Surrozen, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000183194226000044/xslSCHEDULE_13G_X02/primary_doc.xml

Which other investors are buying in the second closing and how much each will own afterward. Only Ventures VII has disclosed its part. [C48][C48] Schedule 13G/A, Item 4Ventures VII has agreed to purchase an additional (i) 465,000 shares of the Issuer's common stock5AM Ventures Schedule 13G/A on Surrozen, filed August 11, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000187354526000005/xslSCHEDULE_13G_X02/primary_doc.xml

How much Surrozen will net after placement agent fees and other costs. [C4][C4] Form 8-K, Item 8.01FDA clearance of the SZN-8141 IND satisfies the second closing milestone under our March 2025 two-tranche private placement. Subject to the terms and conditions of the securities purchase agreement, the second closing is expected to provide approximately $95.1 million in gross proceeds to Surrozen, before deducting placement agent fees and other expenses.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm

How many months the new cash will last. Surrozen says only that it should fund its programs through early human studies. [C46][C46] Form 10-Q, liquidityif the FDA clears the IND application for SZN-8141 on or prior to October 31, 2026, the second closing of the 2025 PIPE will occur and we will receive an additional $95.1 million in gross proceeds which is expected to fund multiple ophthalmology programs through initial Phase 1 safety, tolerability and efficacy studies.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm

Whether Boehringer will cut future payments, and by how much. Surrozen calls its position without merit. [C26][C26] Form 10-Q, collaborationIn connection with the June 2026 development milestone, Boehringer Ingelheim has advised the Company that it believes it has grounds to assert a contractual remedy under the CLA to reduce the amount of future milestone and royalty payments otherwise payable under the CLA.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C27][C27] Form 10-Q, collaborationthe Company recognized $ 5.0 million related to the June 2026 development milestone reflection a reduction of 50 % in the milestone payment of $ 10.0 million otherwise payable under the CLA. The Company believes Boehringer Ingelheim’s interpretation of the terms of the CLA is without merit.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm

How large a gain or loss Surrozen will book when it settles the $196.3 million liability. At the first closing it booked a $1.1 million gain. [C16][C16] Form 10-Q, balance sheetTranche liability 196,269 158,662 Warrant liabilities 124,663 112,547 Total liabilities 334,271 286,488Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm [C45][C45] Form 10-Q, note 8The difference in the fair value of the tranche liability immediately prior to the settlement and the fair value of the securities issued in excess of proceeds resulted in a gain of $ 1.1 million on settlement of tranche liability.Surrozen quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 6, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526338120/srzn-20260630.htm

When the resale registration will take effect and whether any lock-up applies. The filings require only a filing within 30 days of closing. [C6][C6] Form 8-K, Item 8.01Pursuant to the registration rights agreement with the purchasers, we are required to file the registration statement no later than 30 calendar days following the closing.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm

The date the FDA received the application and whether it attached any comments. The filing says only that it took effect after the 30-day review. [C51][C51] Form 8-K, Item 8.01The IND went into effect following the completion of the statutory 30-day review period.Surrozen Form 8-K on FDA clearance of the SZN-8141 IND and the second private placement closing, filed October 2, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526411298/srzn-20261002.htm

When Merck's rival Wnt drug will report its Phase 2/3 results, which could shape how investors value SZN-8141. [C30][C30] Form 10-K, competitionMerck’s MK-3000 (gained through its acquisition of EyeBio), is an investigational tri-specific Wnt agonist antibody, in a Phase 2/3 clinical trial in patients with treatment-naïve diabetic macular edema and treatment-naïve neovascular age-related macular degeneration.Surrozen annual report on Form 10-K for 2025, filed March 23, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1824893/000119312526119818/srzn-20251231.htm