Celularity Inc 8-K, filed Sep 29, 2026
Celularity Inc (CELU)
About this 8-K
Celularity Inc filed this 8-K on September 29, 2026.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
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CURRENT REPORT
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 29, 2026, the Board of Directors (the “Board”) of Celularity Inc. (the “Company”) appointed Naveen Jain to serve as a member of the Board, with his term to commence upon the expiration of the applicable waiting period following the filing and mailing of an Information Statement pursuant to Section 14(f) of the Securities Exchange Act of 1934, as amended, and Rule 14f-1 promulgated thereunder (the “Effective Time”). Mr. Jain was designated for appointment to the Board pursuant to the board designation rights granted to certain investors in connection with the Company’s previously announced September 2026 financing. The financing and related board designation rights were previously disclosed by the Company in its Current Report on Form 8-K filed with the Securities and Exchange Commission on September 28, 2026.
Mr. Jain is the founder and Chief Executive Officer of Viome Life Sciences Inc., a health technology company that applies artificial intelligence and molecular data to personalized health and nutrition. Mr. Jain previously founded InfoSpace, Intelius and TalentWise and is the founder of Moon Express. His experience spans technology, health and entrepreneurship.
There are no family relationships between Mr. Jain and any director or executive officer of the Company. Except for the board designation rights described above, there are no arrangements or understandings between Mr. Jain and any other person pursuant to which he was selected as a director of the Company. Mr. Jain is not a party to any transaction with the Company that would require disclosure pursuant to Item 404(a) of Regulation S-K.
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Mr. Jain will participate in the Company’s standard compensation arrangements for non-employee directors and is expected to enter into the Company’s standard form of indemnification agreement for directors and officers. Mr. Jain has not initially been appointed to any committee of the Board.
In relation to this appointment, Diane Parks notified the Company of her decision to resign from the Board, effective as of the Effective Time. Ms. Parks’ decision to resign was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
On September 29, 2026, the Company issued a press release announcing Mr. Jain’s appointment to the Board. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| 99.1 | Press release issued by Celularity Inc. on September 29, 2026. |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
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 hereunto duly authorized.
| CELULARITY INC. | ||
| Dated: September 29, 2026 | ||
| By: | /s/ K. Harold Fletcher | |
| Name: | K. Harold Fletcher | |
| Title: | Chief Legal and Strategy Officer | |
Exhibit 99.1
Celularity Announces Naveen Jain to Join Board of Directors
Viome founder and CEO brings a consumer-focused vision for bringing regenerative therapies to more people and advancing proactive health
FLORHAM PARK, N.J., Sept. 29, 2026 (GLOBENEWSWIRE) — Celularity Inc. (Nasdaq: CELU) (“Celularity” or the “Company”), a regenerative medicine company, today announced that Naveen Jain, founder and Chief Executive Officer of Viome Life Sciences Inc. (“Viome”), will join its Board of Directors.
Jain founded InfoSpace, Intelius, TalentWise and Moon Express and is the founder and CEO of Viome, which applies AI and molecular data to personalized health and nutrition. He joins Celularity’s Board with a consumer-focused perspective on healthcare’s shift from treating illness to helping people take a more proactive role in their health. He will bring that perspective to the challenge of bringing promising regenerative therapies to more consumers.
“Naveen has devoted considerable energy to the pursuit of longer, healthier lives, and shares our belief in the significant potential of regenerative longevity,” said Robert J. Hariri, M.D., Ph.D., Chairman and Chief Executive Officer of Celularity. “He has a track record of pursuing ambitious ideas and building businesses around emerging technologies. That perspective will be valuable as we work to expand the commercial reach of Celularity’s products and capabilities and explore the broader opportunities at the intersection of regenerative medicine and longevity.”
“Healthcare is shifting from treating illness after symptoms appear to helping people take a more proactive role in their health. Regenerative medicine has the potential to be an important part of that shift. I’m joining Celularity’s Board to help translate that potential into real-world impact, bringing a consumer perspective, commercial discipline and partnerships to the work of bringing these therapies to more people,” said Naveen Jain.
“Naveen brings a perspective that is crucial to what we are building around the boardroom,” said fellow Board member, Philip A. Barach. “We have made meaningful progress strengthening Celularity’s capital structure and operating profile. The opportunity now is to pair that discipline with an ambitious commercial vision for the assets the Company has already created.”
Mr. Jain joins the Company’s newly constituted Board consisting of Dr. Hariri, Peter H. Diamandis, M.D., and Mr. Barach, who recently joined the Board as part of Celularity’s broader recapitalization and strategic repositioning. Celularity expects to announce a fifth director shortly. Mr. Jain’s appointment to the Board will become effective following completion of the applicable Rule 14f-1 information statement process.
About Naveen Jain
From personalized health to space exploration, Naveen Jain has built companies around questions with world-scale stakes. He is the founder and CEO of Viome Life Sciences, where AI and molecular data are applied to personalized health and nutrition. He previously founded InfoSpace, Intelius and TalentWise, and also founded Moon Express. Across technology, health and space, Jain has pursued a singular entrepreneurial vision: turn emerging technologies into new ways to address humanity’s biggest challenges.
About Celularity
Celularity Inc. (Nasdaq: CELU) is a longevity-focused regenerative and cellular medicine company developing and manufacturing allogeneic and autologous cell therapies derived from the postpartum placenta. Celularity draws on the placenta’s unique biology, immunologic properties and scalable availability to develop therapeutic solutions targeting fundamental mechanisms of aging and age-related disease. Its cellular therapy portfolio includes cenplacel-L, its investigational placenta-derived allogeneic cell therapy, and other investigational cellular therapies. Celularity is headquartered in Florham Park, New Jersey, where it operates a purpose-built cGMP research and manufacturing facility supporting the development and manufacture of cellular therapies, advanced biomaterials and other longevity and wellness-focused products.
For more information, please visit www.celularity.com.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws, including statements regarding Mr. Jain’s anticipated appointment to and contributions as a member of the Company’s Board of Directors; the Company’s strategy to expand the commercial reach of its products and capabilities; the potential for regenerative medicine and the Company’s technologies to address aging and age-related disease and contribute to more proactive approaches to health; the Company’s ability to translate its technologies into commercial opportunities, expand access to its products and develop strategic partnerships; and the expected appointment of an additional director.
These forward-looking statements are based on management’s current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially, including risks relating to regulatory requirements and approvals, clinical development, manufacturing, commercialization and market acceptance, the Company’s ability to execute its business strategy and obtain sufficient financing, and the other risks and uncertainties described in the Company’s filings with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Celularity undertakes no obligation to update or revise any forward-looking statements, except as required by applicable law.
Investor and Media Contact:
info@celularity.com