secwatch / observer

Q32 Bio Inc. — fact timeline

Source-grounded facts extracted from Q32 Bio Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

QTTB Q32 Bio Inc. JSON
Shareholder Votes

Q32 Bio Inc. shareholders approved Non-Binding, Advisory Vote on the Compensation of the Company’s Named Executive Officers.

“Proposal No. 3 - Non-Binding, Advisory Vote on the Compensation of the Company’s Named Executive Officers: The stockholders of the Company approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers.”
Shareholder Votes

Q32 Bio Inc. shareholders approved Ratification of the Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2026 at the 2026-12-31 meeting.

“Proposal No. 2 - Ratification of the Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2026: The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.”
Shareholder Votes

Q32 Bio Inc. shareholders approved Election of Class II Directors: Kathleen LaPorte, Jodie Morrison, and Arthur Tzianabos, Ph.D..

“Proposal No. 1 - Election of Class II Directors: The stockholders of the Company elected Kathleen LaPorte, Jodie Morrison, and Arthur Tzianabos, Ph.D., as Class II directors of the Company, for a three-year term ending at the annual meeting of stockholders to be held in 2029 and until his or her successor has been duly elected and qualified, or until his or her earlier death, resignation or removal.”
Equity Issuances

Q32 Bio Inc. issued 150,000 shares of Common Stock of warrant to accredited investors (PIPE Investors) for $7.9999 per Pre-Funded Warrant.

“and (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase 150,000 shares of Common Stock (the “Warrant Shares”) (the “Offering”). The Shares were sold at a price of $8.00 per Share, and the Pre-Funded Warrants were sold at a price of $7.9999 per Pre-Funded Warrant, which is the price per Share less an exercise price of $0.0001 per Warrant Share.”
Equity Issuances

Q32 Bio Inc. issued 6,725,000 shares of common stock to accredited investors (PIPE Investors) for $8.00 per Share.

“and (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase 150,000 shares of Common Stock (the “Warrant Shares”) (the “Offering”). The Shares were sold at a price of $8.00 per Share, and the Pre-Funded Warrants were sold at a price of $7.9999 per Pre-Funded Warrant, which is the price per Share less an exercise price of $0.0001 per Warrant Share.”
Material Agreements

Q32 Bio Inc. entered into Securities Purchase Agreement with selected investors that qualify as "accredited investors" valued at approximately $55 million (effective 2026-05-26).

“On May 26, 2026, Q32 Bio Inc. (the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with selected investors that qualify as “accredited investors” (collectively, the “PIPE Investors”), as defined in Rule 501(a) of Regulation D promulgated under the United States Securities Act of 1933, as amended (the “Securities Act”), to sell to the PIPE Investors an aggregate of (i) 6,725,000 shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) and (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase 150,000 shares of Common Stock (the “Warrant Shares”) (the “Offering”).”
Earnings Releases

Q32 Bio Inc. reported the quarter ended March 31, 2026 results: net income Net loss was $7.6 million, or $0.54 basic and diluted net loss per share, EPS $0.54 basic and diluted net loss per share.

“Net loss was $7.6 million, or $0.54 basic and diluted net loss per share, for the three months ended March 31, 2026, compared to net loss of $11.0 million, or $0.90 basic and diluted net loss per share, for the three months ended March 31, 2025.”
Material Agreements

Q32 Bio Inc. entered into Controlled Equity Offering SM Sales Agreement with Cantor Fitzgerald & Co. valued at up to $14,200,000 (effective 2026-03-27).

“On March 27, 2026, Q32 Bio Inc. (the “Company”) entered into a Controlled Equity Offering SM Sales Agreement (the “Sales Agreement”) with Cantor Fitzgerald & Co. (the “Sales Agent”)”
Earnings Releases

Q32 Bio Inc. reported financial results for quarter ended December 31, 2025.

“Q32 Bio Inc. (Nasdaq: QTTB) (“Q32 Bio”), a clinical stage biotechnology company focused on developing innovative therapies for alopecia areata (AA) and other autoimmune and inflammatory diseases, today reported financial results for the quarter ended December 31, 2025, and provided recent corporate updates.”
Material Agreements

Q32 Bio Inc. entered into Purchase Agreement with certain institutional investors valued at approximately $10.5 million (effective 2026-02-17).

“On February 17, 2026, Q32 Bio Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with certain institutional investors relating to the issuance and sale of (i) 1,666,679 shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), at a purchase price of $3.90 per share, and (ii) pre-funded warrants to purchase 1,025,654 shares of Common Stock (the “Pre-Funded Warrants”), to such investors in a registered direct offering (the “Offering”).”
Material Agreements

Q32 Bio Inc. terminated Colorado License Agreement with The Regents of the University of Colorado (effective 2025-11-28).

“On November 28, 2025, in connection with the ADX-097 Asset Sale, the Company terminated its obligations under that certain exclusive license agreement, dated August 9, 2017, as amended in February 2018, September 2018, and April 2019 (the “Colorado License Agreement”), with The Regents of the University of Colorado”
Material Agreements

Q32 Bio Inc. entered into Asset Purchase Agreement with Akebia Therapeutics, Inc. valued at upfront payment of $7.0 million, payment of $3.0 million, milestone payment of $2.0 million, up to $ (effective 2025-11-28).

“On November 28, 2025 (the “Closing Date”), Q32 Bio Inc. (the “Company”), entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with Q32 Bio Operations Inc., a wholly-owned subsidiary of the Company (“Q32 Bio Operations” and, together with the Company, the “Seller”), and Akebia Therapeutics, Inc. (“Akebia”)”
M&A Transactions

Q32 Bio Inc. completed a disposition involving Akebia Therapeutics, Inc. for $7.0 million upfront (closed 2025-11-28).

“will be responsible for any future development and commercialization of ADX-097. As consideration for the ADX-097 Asset Sale, the Company (i) received an upfront payment of $7.0 million on the Closing Date, and (ii) will receive a payment of $3.0 million on the six-month anniversary of the Closing Date. The Company will also receive a near-term milestone payment”
Governance Changes

Q32 Bio Inc.: Approved amendment to Restated Certificate of Incorporation to limit liability of certain officers as permitted by Delaware law (effective 2025-06-16).

“on June 13, 2025 at the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of Q32 Bio Inc. (the “Company”), and upon the recommendation of the Board of Directors (the “Board”) of the Company, the Company’s stockholders approved an amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”) to limit the liability of certain officers of the Company as permitted by Delaware law (the “Charter Amendment”).”
Listing & Compliance Notices

Q32 Bio Inc. received a nasdaq noncompliance notice notice regarding stockholders equity (rules 5550(b)(1), 5550(b)(2), 5550(b)(3)).

“May 19, 2025, Q32 Bio Inc. (“Q32 Bio” or the “Company”) received written notice (the “Notice”) from the listing qualifications staff (the “Staff”) of the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, based on the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 which reported the Company’s stockholders’ equity (deficit) of approximately ($4.0 million), the Company is no longer in compliance with the minimum stockholders’ equity requirement of $2.5 million for continued listing on the Nasdaq Capital Market per Listing Rule 5550(b)(1). Additionally, t”

Mark Iwicki resigned as Director at Q32 Bio Inc..

“On April 25, 2025, Mark Iwicki provided notice of his resignation from the board of directors (the “Board”) of Q32 Bio Inc. (the “Company”), effective as of December 31, 2025”
Restructurings & Charges

Q32 Bio Inc. announced a restructuring with charges of approximately $1.1 million affecting general operations; discontinuing Phase 2 renal basket trial of ADX-097; evaluating strategic options for tissue-targeted complement inhibitor platform (reduction in force).

“the Company expects to incur severance and severance-related charges of approximately $1.1 million”
Earnings Releases

Q32 Bio Inc. reported the quarter ended March 31, 2024 results: net income $1.0 million, EPS $1.03 basic net income per share and ($6.33) diluted net loss per share.

“Q32 Bio Inc. announced its financial results for the quarter ended March 31, 2024”
Governance Changes

Q32 Bio Inc.: Company ceased to be a shell company as a result of the Merger.

“As a result of the Merger, we ceased to be a shell company (as defined in Rule 12b-2 of the Exchange Act) as of the closing of the Merger.”
Governance Changes

Q32 Bio Inc.: Filed second certificate of amendment to change company name to Q32 Bio Inc (effective 2024-03-25).

“On March 25, 2024, we filed a second certificate of amendment to the Charter with the Secretary of State of the State of Delaware to change our name to "Q32 Bio Inc.", which name change became effective on March 25, 2024.”
Governance Changes

Q32 Bio Inc.: Filed certificate of amendment to increase authorized shares from 200M to 400M after stockholder approval and effect 1:18 reverse stock split (effective 2024-03-25).

“We filed a certificate of amendment to the Charter with the Secretary of State of the State of Delaware on March 25, 2024, which took effect on March 25, 2024, and following which each 18 shares of common stock issued and outstanding immediately prior thereto were automatically reclassified, combined, converted and changed into one share of our common stock, and which increased the number of authorized shares of our common stock to 400,000,000.”
M&A Transactions

Q32 Bio Inc. completed an acquisition involving Legacy Q32 (closed 2024-03-25).

“On March 25, 2024, the parties to the Merger Agreement completed the merger of Merger Sub with and into Legacy Q32, with Legacy Q32 surviving as our wholly owned subsidiary, the Merger, and the other transactions contemplated thereby in accordance with the terms of the Merger Agreement, and our business became primarily the business conducted by Legacy Q32.”
Debt Financings

Q32 Bio Inc. incurred term loan with Silicon Valley Bank, a division of First-Citizens Bank & Trust Company.

“On March 26, 2024, Q32 drew down the tranche B term loan advance of $7.0 million.”
Auditor Changes

Q32 Bio Inc. engaged Ernst & Young LLP as its auditor.

“(b) Appointment of New Independent Registered Public Accounting Firm Ernst & Young LLP, or E&Y, served as the independent registered public accounting firm of Legacy Q32 prior to the completion of the Merger.”
Auditor Changes

Q32 Bio Inc. dismissed Deloitte & Touche LLP as its auditor.

“On March 25, 2024, following the completion of the Merger, Deloitte was dismissed as our independent registered public accounting firm.”

Jodie Morrison was appointed as Chief Executive Officer at Q32 Bio Inc..

“Ms. Morrison, age 48, has served as our Chief Executive Officer and a member of the Board since completion of the Merger.”

Mark Iwicki was appointed as Chairperson of the Board at Q32 Bio Inc..

“In addition, Mark Iwicki was appointed Chairperson of the Board.”

Bill Lundberg was appointed as Director at Q32 Bio Inc..

“Effective upon the closing of the Merger on March 25, 2024, the Board was reconstituted as follows: (i) Arthur Tzianabos and Mary Thistle (designated by Homology), and (ii) Jodie Morrison, David Grayzel, Diyong Xu, Isaac Manke, Kathleen LaPorte, Mark Iwicki and Bill Lundberg (designated by Legacy Q32).”

Mark Iwicki was appointed as Director at Q32 Bio Inc..

“Effective upon the closing of the Merger on March 25, 2024, the Board was reconstituted as follows: (i) Arthur Tzianabos and Mary Thistle (designated by Homology), and (ii) Jodie Morrison, David Grayzel, Diyong Xu, Isaac Manke, Kathleen LaPorte, Mark Iwicki and Bill Lundberg (designated by Legacy Q32).”

Kathleen LaPorte was appointed as Director at Q32 Bio Inc..

“Effective upon the closing of the Merger on March 25, 2024, the Board was reconstituted as follows: (i) Arthur Tzianabos and Mary Thistle (designated by Homology), and (ii) Jodie Morrison, David Grayzel, Diyong Xu, Isaac Manke, Kathleen LaPorte, Mark Iwicki and Bill Lundberg (designated by Legacy Q32).”

Isaac Manke was appointed as Director at Q32 Bio Inc..

“Effective upon the closing of the Merger on March 25, 2024, the Board was reconstituted as follows: (i) Arthur Tzianabos and Mary Thistle (designated by Homology), and (ii) Jodie Morrison, David Grayzel, Diyong Xu, Isaac Manke, Kathleen LaPorte, Mark Iwicki and Bill Lundberg (designated by Legacy Q32).”

Diyong Xu was appointed as Director at Q32 Bio Inc..

“Effective upon the closing of the Merger on March 25, 2024, the Board was reconstituted as follows: (i) Arthur Tzianabos and Mary Thistle (designated by Homology), and (ii) Jodie Morrison, David Grayzel, Diyong Xu, Isaac Manke, Kathleen LaPorte, Mark Iwicki and Bill Lundberg (designated by Legacy Q32).”

David Grayzel was appointed as Director at Q32 Bio Inc..

“Effective upon the closing of the Merger on March 25, 2024, the Board was reconstituted as follows: (i) Arthur Tzianabos and Mary Thistle (designated by Homology), and (ii) Jodie Morrison, David Grayzel, Diyong Xu, Isaac Manke, Kathleen LaPorte, Mark Iwicki and Bill Lundberg (designated by Legacy Q32).”

Jodie Morrison was appointed as Director at Q32 Bio Inc..

“Effective upon the closing of the Merger on March 25, 2024, the Board was reconstituted as follows: (i) Arthur Tzianabos and Mary Thistle (designated by Homology), and (ii) Jodie Morrison, David Grayzel, Diyong Xu, Isaac Manke, Kathleen LaPorte, Mark Iwicki and Bill Lundberg (designated by Legacy Q32).”

Mary Thistle was appointed as Director at Q32 Bio Inc..

“Effective upon the closing of the Merger on March 25, 2024, the Board was reconstituted as follows: (i) Arthur Tzianabos and Mary Thistle (designated by Homology), and (ii) Jodie Morrison, David Grayzel, Diyong Xu, Isaac Manke, Kathleen LaPorte, Mark Iwicki and Bill Lundberg (designated by Legacy Q32).”

Arthur Tzianabos was appointed as Director at Q32 Bio Inc..

“Effective upon the closing of the Merger on March 25, 2024, the Board was reconstituted as follows: (i) Arthur Tzianabos and Mary Thistle (designated by Homology), and (ii) Jodie Morrison, David Grayzel, Diyong Xu, Isaac Manke, Kathleen LaPorte, Mark Iwicki and Bill Lundberg (designated by Legacy Q32).”

Alise S. Reicin resigned as Director at Q32 Bio Inc..

“Steven Gillis, Matthew R. Patterson, Jeffrey V. Poulton and Alise S. Reicin resigned from the Board”

Jeffrey V. Poulton resigned as Director at Q32 Bio Inc..

“Steven Gillis, Matthew R. Patterson, Jeffrey V. Poulton and Alise S. Reicin resigned from the Board”

Matthew R. Patterson resigned as Director at Q32 Bio Inc..

“Steven Gillis, Matthew R. Patterson, Jeffrey V. Poulton and Alise S. Reicin resigned from the Board”

Steven Gillis resigned as Director at Q32 Bio Inc..

“Steven Gillis, Matthew R. Patterson, Jeffrey V. Poulton and Alise S. Reicin resigned from the Board”
Shareholder Votes

Q32 Bio Inc. shareholders approved Adjournment of the Special Meeting, if necessary, to solicit additional proxies at the 2024-03-15 meeting.

“Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 42,818,421 3,172,749 2,610,679 0”
Shareholder Votes

Q32 Bio Inc. shareholders approved 2024 Employee Stock Purchase Plan at the 2024-03-15 meeting.

“Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 28,097,015 11,039,000 194,097 9,271,737”
Shareholder Votes

Q32 Bio Inc. shareholders approved 2024 Stock Option and Incentive Plan at the 2024-03-15 meeting.

“Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 25,536,544 13,627,863 165,705 9,271,737”
Shareholder Votes

Q32 Bio Inc. shareholders approved Advisory, non-binding approval of certain compensation arrangements for named executive officers in connection with the Merger at the 2024-03-15 meeting.

“Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 33,917,653 4,789,759 622,700 9,271,737”
Shareholder Votes

Q32 Bio Inc. shareholders approved Amendment to the Restated Certificate of Incorporation to effect a reverse stock split at a ratio ranging from 1-for-10 to 1-for-30 at the 2024-03-15 meeting.

“Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 43,418,119 5,081,292 102,438 0”
Shareholder Votes

Q32 Bio Inc. shareholders approved Amendment to the Restated Certificate of Incorporation to increase the number of authorized shares of common stock to 400,000,000 at the 2024-03-15 meeting.

“Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 42,910,808 5,634,844 56,197 0”
Shareholder Votes

Q32 Bio Inc. shareholders approved Issuance of shares of common stock of Homology to stockholders of Q32 Bio Inc. pursuant to the terms of the Agreement and Plan of Merger at the 2024-03-15 meeting.

“Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 35,052,562 4,241,901 35,649 9,271,737”
Listing & Compliance Notices

Q32 Bio Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5450(a)(1), 5810(c)(3)(A)).

“December 29, 2023, Homology Medicines, Inc. (the “ Company ” or “ Homology ”) received a letter (the “ Nasdaq Notification ”) from The Nasdaq Stock Market LLC (“ Nasdaq ”) indicating that, for the last thirty (30) consecutive business days, the bid price for the Company’s common stock had closed below the minimum $1.00 per share requirement for continued listing on The Nasdaq Global Select Market under Nasdaq Listing Rule 5450(a)(1) (the “ Minimum Bid Price Requirement ”). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided 180 calendar days, or until June 26, 2”

Paul G. Alloway was appointed as President, Chief Operating Officer and Secretary at Q32 Bio Inc..

“the Board (i) appointed Paul G. Alloway, Ph.D., who currently serves as the Company’s Chief Legal Officer and Secretary, as the Company’s President, Chief Operating Officer and Secretary, and designated Dr. Alloway as the Company’s principal executive officer”

W. Bradford Smith was terminated as Chief Financial and Business Officer and Treasurer at Q32 Bio Inc..

“the Board terminated the employment of each of Albert Seymour, Ph.D. and W. Bradford Smith, effective as of November 17, 2023.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.