Tempest Therapeutics Files 8-K on Equity Sales
Ticker: TPST · Form: 8-K · Filed: Nov 26, 2025 · CIK: 1544227
| Field | Detail |
|---|---|
| Company | Tempest Therapeutics, Inc. (TPST) |
| Form Type | 8-K |
| Filed Date | Nov 26, 2025 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 7 min |
| Key Dollar Amounts | $0.001, $3.625, $3.624, $0, $3.50 |
| Sentiment | neutral |
Sentiment: neutral
Topics: equity-sale, filing, corporate-action
TL;DR
Tempest Therapeutics sold unregistered equity, check for dilution.
AI Summary
On November 24, 2025, Tempest Therapeutics, Inc. filed an 8-K report detailing unregistered sales of equity securities. The filing also includes other events and financial statements and exhibits. The company was formerly known as Millendo Therapeutics, Inc. and OvaScience, Inc.
Why It Matters
This filing indicates potential dilution or changes in the company's capital structure due to unregistered equity sales, which could impact existing shareholders.
Risk Assessment
Risk Level: medium — Unregistered sales of equity can signal financial distress or a need for capital, potentially leading to dilution for existing shareholders.
Key Players & Entities
- Tempest Therapeutics, Inc. (company) — Registrant
- Millendo Therapeutics, Inc. (company) — Former company name
- OvaScience, Inc. (company) — Former company name
- November 24, 2025 (date) — Date of earliest event reported
FAQ
What type of equity securities were sold in the unregistered sale?
The filing mentions 'Unregistered Sales of Equity Securities' but does not specify the exact type of securities in the provided text.
What is the total dollar amount of the unregistered equity sales?
The provided text does not specify the dollar amount of the unregistered equity sales.
Who were the purchasers of these unregistered equity securities?
The filing indicates unregistered sales of equity securities, but the purchasers are not identified in the provided text.
What is the reason for the unregistered sale of equity securities?
The filing does not explicitly state the reason for the unregistered sale of equity securities in the provided text.
When did Tempest Therapeutics, Inc. change its name from Millendo Therapeutics, Inc.?
Tempest Therapeutics, Inc. changed its name from Millendo Therapeutics, Inc. on December 7, 2018.
Filing Stats: 1,629 words · 7 min read · ~5 pages · Grade level 12.6 · Accepted 2025-11-26 08:55:53
Key Financial Figures
- $0.001 — ich registered Common Stock, par value $0.001 per share TPST The Nasdaq Stock Mar
- $3.625 — hare and accompanying Common Warrant is $3.625. The combined purchase price of each Pr
- $3.624 — rant and accompanying Common Warrant is $3.624 (equal to the combined purchase price p
- $0 — an initial exercise price per share of $0.001, subject to certain adjustments. Th
- $3.50 — mmon Warrants have an exercise price of $3.50 per share and are exercisable immediate
- $4.25 m — fering are expected to be approximately $4.25 million, prior to deducting the Placement
Filing Documents
- d37881d8k.htm (8-K) — 39KB
- d37881dex41.htm (EX-4.1) — 191KB
- d37881dex42.htm (EX-4.2) — 79KB
- d37881dex43.htm (EX-4.3) — 85KB
- d37881dex51.htm (EX-5.1) — 17KB
- d37881dex991.htm (EX-99.1) — 12KB
- g37881g1125155319403.jpg (GRAPHIC) — 2KB
- g37881g1125201544731.jpg (GRAPHIC) — 4KB
- 0001193125-25-298604.txt ( ) — 696KB
- tpst-20251124.xsd (EX-101.SCH) — 4KB
- tpst-20251124_def.xml (EX-101.DEF) — 13KB
- tpst-20251124_lab.xml (EX-101.LAB) — 22KB
- tpst-20251124_pre.xml (EX-101.PRE) — 14KB
- d37881d8k_htm.xml (XML) — 5KB
Forward-Looking Statements
Forward-Looking Statements This Current Report contains forward-looking statements, including, without limitation, statements relating to the Company's expectations regarding the use of proceeds from the Offering. These forward-looking statements are based upon the Company's current expectations. Actual results could differ materially from these forward-looking statements as a result of certain factors, including, without limitation, risks and uncertainties related to the satisfaction of customary closing conditions related to the offering, the uncertain research and product development process, and other risks detailed in the Company's filings with the SEC, including the Company's Annual Report on Form 10-K for the year ended December 31, 2024, the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Current Report. The Company undertakes no duty to update such information except as required under applicable law. Item9.01
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Form of Securities Purchase Agreement between Tempest Therapeutics, Inc. and the purchaser party thereto 4.2 Form of Prefunded Warrant 4.3 Form of Common Warrant 5.1 Opinion of Cooley LLP 23.1 Consent of Cooley LLP (Included in Exhibit 5.1) 99.1 Press Release, dated November 25, 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. Tempest Therapeutics, Inc. Date: November 26, 2025 By: /s/ Stephen Brady Stephen Brady President and Chief Executive Officer