Dianthus Therapeutics Files 8-K

Ticker: DNTH · Form: 8-K · Filed: Oct 16, 2025 · CIK: 1690585

Dianthus Therapeutics, INC. /De/ 8-K Filing Summary
FieldDetail
CompanyDianthus Therapeutics, INC. /De/ (DNTH)
Form Type8-K
Filed DateOct 16, 2025
Risk Levellow
Pages5
Reading Time6 min
Key Dollar Amounts$0.001, $38 m, $30 million, $8 million, $962 million
Sentimentneutral

Sentiment: neutral

Topics: material-agreement, financial-reporting, corporate-update

TL;DR

Dianthus Therapeutics filed an 8-K on Oct 16, 2025, covering material agreements and financials.

AI Summary

Dianthus Therapeutics, Inc. filed an 8-K on October 16, 2025, reporting on the entry into a material definitive agreement, results of operations and financial condition, and other events. The company, formerly known as Magenta Therapeutics, Inc., is incorporated in Delaware and headquartered in New York City.

Why It Matters

This filing provides updates on material agreements and financial performance, which are crucial for investors to assess the company's current standing and future prospects.

Risk Assessment

Risk Level: low — The filing is a routine 8-K reporting on standard corporate events and financial updates, not indicating immediate significant risk.

Key Numbers

Key Players & Entities

FAQ

What specific material definitive agreement did Dianthus Therapeutics enter into?

The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not provided in the excerpt.

What are the key results of operations and financial condition reported?

The filing states that results of operations and financial condition are reported, but the specific financial details are not included in this excerpt.

What other events are reported in this 8-K filing?

The filing mentions 'Other Events' as a category of information being reported, but the specific nature of these events is not detailed in the provided text.

When was Dianthus Therapeutics, Inc. formerly known as Magenta Therapeutics, Inc.?

The date of the name change from Magenta Therapeutics, Inc. to Dianthus Therapeutics, Inc. was November 21, 2016.

What is the business address of Dianthus Therapeutics, Inc.?

The principal executive offices are located at 7 Times Square, 43rd Floor, New York, New York, 10036.

Filing Stats: 1,421 words · 6 min read · ~5 pages · Grade level 14.4 · Accepted 2025-10-16 08:00:28

Key Financial Figures

Filing Documents

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement License Agreement with Nanjing Leads Biolabs Co. Ltd. On October 16, 2025, Dianthus Therapeutics, Inc. (" Dianthus " or the " Company ") entered into a License and Collaboration Agreement (the " License Agreement ") with Nanjing Leads Biolabs Co. Ltd. (" Leads "), pursuant to which Leads granted the Company a royalty-bearing, exclusive license outside of Greater China to develop, manufacture, commercialize or otherwise exploit LBL-047, referred to as DNTH212 by the Company . Dianthus also obtained certain non-exclusive rights to perform development and manufacturing activities in Greater China to support DNTH212 outside of Greater China. DNTH212 is an investigational, extended half-life bifunctional fusion protein targeting plasmacytoid dendritic cell (pDC) BDCA2 to reduce Type 1 interferon production, while simultaneously inhibiting BAFF/APRIL to suppress B cell function. Consideration Under the terms of the License Agreement, the Company will pay Leads up to $38 million, comprised of $30 million in upfront and near-term milestone payments plus an additional $8 million milestone, payable in cash or the Company's common stock at the Company's election, upon the initiation of a Dianthus-led Phase 1 study, for exclusive rights to develop and commercialize DNTH212 globally outside of Greater China. Leads will also be eligible to receive up to $962 million in development and regulatory approval milestones and sales-based milestones across five indications, as well as tiered royalties from mid-single digits up to a low double-digit on ex-Greater China net sales. Governance and Development A joint steering committee will oversee manufacturing, development, and commercial activities related to DNTH212. Leads will have the right to participate in the Company's global clinical studies with DNTH212 and enroll patients in Greater China. Leads will be responsible for certain costs with respect to patients enrolled

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition The information set forth below under "Preliminary Financial Information for the Three Months Ended September 30, 2025" in Item 8.01 is incorporated by reference herein. Such information is being "furnished" and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"). Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act or into any filing or other document pursuant to the Exchange Act, except as otherwise expressly stated in any such filing.

01 Regulation FD Disclosure

Item 8.01 Regulation FD Disclosure On October 16, 2025, the Company made publicly available on the investor relations section of its website a presentation announcing the execution of the License Agreement in connection with a conference call with investors to be held at 8:00 a.m. ET on October 16, 2025 (the "Presentation"). The Presentation is filed as Exhibit 99.1 and is incorporated by reference into this Item 8.01. Preliminary Financial Information for the Three Months Ended September 30, 2025 In the Presentation, the Company disclosed its estimated cash, cash equivalents and investments as of September 30, 2025. While the Company has not finalized its full financial results for the three months ended September 30, 2025, the Company expects to report that it had approximately $555 million of cash, cash equivalents and investments as of September 30, 2025, with pro forma cash of approximately $525 million of cash, cash equivalents, and investments after deducting near term and upfront milestone payments to Leads of $30 million. This amount is preliminary, has not been audited and is subject to change pending completion of the Company's unaudited financial statements for the three months ended September 30, 2025. Additional information and disclosures would be required for a more complete understanding of the Company's financial position and results of operations as of September 30, 2025. The Company's independent registered public accounting firm has not audited, reviewed or performed any procedures with respect to this preliminary information and, accordingly, does not express an opinion or any other form of assurance about such information.

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains statements that may constitute "forward-looking statements" within the meaning of the federal securities laws, including, but not limited to, statements relating to the Company's expected financial results and the License Agreement. Words such as "may," "might," "will," "objective," "intend," "should," "could," "can," "would," "expect," "believe," "design," "estimate," "predict," "potential," "anticipate," "goal," "opportunity," "develop," "plan" or the negative of these terms, and similar expressions, or statements regarding intent, belief, or current expectations, are forward looking statements. While the Company believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking statements, which are based on information available to us on the date of this report. These forward-looking statements are based upon current estimates and assumptions and are subject to various risks and uncertainties (including, without limitation, those set forth in the Company's filings with the SEC), many of which are beyond the Company's control and subject to change. Actual results could be materially different. The Company claims the protection of the Safe Harbor contained in the Private Securities Litigation Reform Act of 1995 for forward-looking statements and expressly disclaims any obligation to update or alter any statements whether as a result of new information, future events or otherwise, except as required by law.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Company Presentation, dated October 16, 2025 104 Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURES

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. DIANTHUS THERAPEUTICS, INC. Date: October 16, 2025 By: /s/ Adam M. Veness, Esq. Adam M. Veness, Esq. SVP, General Counsel and Secretary

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