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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 07, 2026

 

 

FIBROGEN, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-36740

77-0357827

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

350 Bay Street

Suite 100 #6009

 

San Francisco, California

 

94133

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 415 978-1200

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, $0.01 par value

 

FGEN

 

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On December 29, 2025, FibroGen, Inc. (the “Company”) filed a Certificate of Amendment of the Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware changing the name of the Company from “FibroGen, Inc.” to “Kyntra Bio, Inc.”

The Certificate of Amendment shall be effective at 4:30 p.m. Eastern Time on January 7, 2026. The Board also approved the amendment of the Company’s Bylaws, effective at 4:30 p.m. Eastern Time on January 7, 2026, solely to update the title of the Bylaws to reflect the Company’s new name, Kyntra Bio, Inc.

The foregoing descriptions of the Certificate of Amendment and amendment of the Bylaws are qualified in their entirety by the full text of the Certificate of Amendment, and Bylaw amendment, respectively filed as Exhibit 3.1 and Exhibit 3.2 hereto and incorporated herein by reference.

Item 8.01 Other Events.

On January 7, 2026, the Company issued a press release announcing its name change to Kyntra Bio. A copy of the Company’s press release of such announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The Company’s common stock (formerly trading under the symbol “FGEN”) will begin trading at the market open on January 8, 2026 under the new trading symbol “KYNB.”

The CUSIP number for the common stock will remain unchanged (31572Q881).

The information in this Item 8.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 8.01 shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by FibroGen, Inc. or Kyntra Bio, Inc., whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Description

3.1

 

Certificate of Amendment of the Amended and Restated Certificate of Incorporation.

 

 

 

3.2

 

Certificate of Amendment of the Amended and Restated Bylaws.

 

 

 

99.1

 

Press Release, dated January 7, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 


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 thereunto duly authorized.

 

 

 

FibroGen, Inc.

 

 

 

 

Date:

January 7, 2026

By:

/s/ John Alden

 

 

 

John Alden
General Counsel

 


Exhibit 3.1

Certificate of Amendment

of the Amended and Restated Certificate of Incorporation

of FibroGen, Inc.

FibroGen, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, hereby certifies that:

First: The current name of the corporation is FibroGen, Inc.

Second: The date of filing of the original Certificate of Incorporation of FibroGen, Inc. with the Secretary of State of the State of Delaware was September 29, 1993 and the date of filings of the Amended and Restated Certificate of Incorporation of the Company with the Secretary of State of the State of Delaware was November 19, 2014 and Certificate of Amendment of the Amended and Restated Certificate of Incorporation on June 10, 2025.

THIRD: The FIRST Article of the Amended and Restated Certificate of Incorporation is hereby further amended to read in its entirety as follows:

“The name of this corporation is Kyntra Bio, Inc. (the “Company”).”

FOURTH: This Certificate of Amendment shall be effective at 4:30 p.m. Eastern Time on January 7, 2026.

IN WITNESS WHEREOF, said corporation has caused this Certificate of Amendment to be signed by its Chief Executive Officer this 29th day of December, 2025.

 

 

 

 

 

 

By:

/s/ Thane Wettig

Thane Wettig

Chief Executive Officer

 

 

 

 

img145352098_0.jpg

1


Exhibit 3.2

FIRST AMENDMENT TO AMENDED AND RESTATED BYLAWS
OF
FIBROGEN, INC.
(to be renamed “Kyntra Bio, Inc.”)

 

This First Amendment to the Amended and Restated Bylaws (this “Amendment”) of FibroGen, Inc., a Delaware corporation (the “Corporation”), is adopted by the Board of Directors pursuant to the authority granted under the Corporation’s Amended and Restated Bylaws and the General Corporation Law of the State of Delaware.

 

1.
Amendment to Title. The title of the Amended and Restated Bylaws is hereby amended and restated in its entirety to read as follows:

 

AMENDED AND RESTATED BYLAWS
OF
KYNTRA BIO, INC.

 

2.
Effective Time. This Amendment shall become effective at 4:30 p.m. Eastern Time on January 7, 2026.

 

3.
No Other Amendments. Except as expressly set forth in this Amendment, the Amended and Restated Bylaws shall remain unmodified and in full force and effect.

 

 

 

By:

/s/ John Alden

John Alden

Secretary

 


Exhibit 99.1

img3914235_0.jpg

 

FibroGen Rebrands as Kyntra Bio to Reflect a New Era of Focus and Momentum

Name change to Kyntra Bio reflects the newly sharpened focus of the Company on novel therapies with potential for outsized impact in oncology and rare disease
Kyntra Bio will begin trading on Nasdaq under the trading symbol “KYNB” effective January 8th

SAN FRANCISCO, January 7, 2026 (GLOBE NEWSWIRE) – FibroGen, Inc. (Nasdaq: FGEN), today announced it is rebranding the company to Kyntra Bio, representing the next step of the transformation of the Company and its focus on oncology and rare disease assets. The Company’s common stock will begin trading under the new Nasdaq symbol “KYNB” at stock market open on January 8, 2026.

“2025 was a transformational year, highlighted by the sale of FibroGen China, the payoff of our senior secured term loan, and the extension of our cash runway into 2028. We begin this year as Kyntra Bio, a name that captures our company journey and evolution and reflects our purposeful move to a company obsessed with creating outsized impact for patients and shareholders,” said Thane Wettig, Chief Executive Officer of Kyntra Bio. “Today, with a sharpened direction, Kyntra Bio is laser-focused on our mid- and late-stage assets – specifically, FG-3246, our first-in-class, CD46 targeting antibody drug conjugate, and FG-3180, our companion PET imaging agent, currently in a Phase 2 monotherapy trial in prostate cancer, and roxadustat, our Phase 3 ready asset, for which we recently received Orphan Drug Designation in myelodysplastic syndromes. We are thrilled to move forward with renewed purpose into this bold era for our company and are excited for what is in front of us.”

 

 

Recent Highlights and Upcoming Milestones

 

FG-3246 (CD46 Targeting ADC) and FG-3180 (CD46 Targeting PET Imaging Agent)

 

Topline results from the investigator-sponsored Phase 1b/2 study, conducted by UCSF, of FG-3246 in combination with enzalutamide in patients with mCRPC are expected to be presented at ASCO GU in the first quarter of 2026.
Interim results from the recently commenced Phase 2 monotherapy trial are expected in the second half of 2026. The trial will also assess the diagnostic performance of FG-3180 to determine the potential correlation between CD46 expression and response to FG-3246.

 

 

 

 

 


Exhibit 99.1

Roxadustat

 

Granted Orphan Drug Designation from the FDA for the treatment of myelodysplastic syndromes (MDS).
Submitted the pivotal Phase 3 clinical trial protocol for roxadustat for the treatment of anemia in patients with lower-risk MDS and high transfusion burden to the U.S. Food and Drug Administration.

 

In addition to the new name, the Company is refreshing its corporate website to better reflect the Company’s strategy moving forward. The CUSIP number for the Company’s common stock is not affected by the name change.

 

 

About Kyntra Bio

Kyntra Bio is a biopharmaceutical company focused on development of novel therapies in oncology and rare disease. Roxadustat (爱瑞卓®, EVRENZOTM) is currently approved in Europe, Japan, and numerous other countries for the treatment of anemia in chronic kidney disease (CKD) patients on dialysis and not on dialysis. The Company continues to evaluate the development plan for the Phase 3 trial of roxadustat in anemia associated with lower-risk myelodysplastic syndrome (LR-MDS) in the U.S. FG-3246 (also known as FOR46), a first-in-class antibody-drug conjugate (ADC) targeting CD46, is in Phase 2 development for the treatment of metastatic castration-resistant prostate cancer. This program also includes the development of FG-3180, an associated CD46-targeted PET biomarker. For more information, please visit www.kyntrabio.com.

 

Forward-Looking Statements

This release contains forward-looking statements regarding Kyntra Bio’s strategy, future plans and prospects, including statements regarding its commercial products and clinical programs and those of its collaboration partners Fortis and UCSF. These forward-looking statements include, but are not limited to, statements regarding the efficacy, safety, and potential clinical or commercial success of Kyntra Bio products and product candidates, statements under the caption “Recent Highlights and Upcoming Milestones”, statements about regulatory interactions, the payoff of the Morgan Stanley Tactical Value term loan, statements regarding cash, such as the expectation that cash, cash equivalents and accounts receivable will be sufficient to fund Kyntra Bio’s operating plans into 2028, and statements about Kyntra Bio’s plans and objectives. These forward-looking statements are typically identified by use of terms such as “may,” “will”, “should,” “on track,” “could,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue” and similar words, although some forward-looking statements are expressed differently. Kyntra Bio’s actual results may differ materially from those indicated in these forward-looking statements due to risks and uncertainties related to the continued progress and timing of its various programs, including the enrollment and results from ongoing and potential future clinical trials, and other matters that are


Exhibit 99.1

described in Kyntra Bio’s most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q, each as filed with the Securities and Exchange Commission (SEC), including the risk factors set forth therein. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release, and Kyntra Bio undertakes no obligation to update any forward-looking statement in this press release, except as required by law.

 

 

For Investor Inquiries:

David DeLucia, CFA

Senior Vice President and Chief Financial Officer

ir@kyntrabio.com