As filed with the Securities and Exchange Commission on July 1, 2022
Registration
No. 333-
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
Under
The
Securities Act of 1933
CENTESSA PHARMACEUTICALS PLC
(Exact name of registrant as specified in its charter)
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England and Wales |
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98-1612294 |
(State or other jurisdiction of
incorporation or organization) |
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(I.R.S. Employer
Identification Number) |
Centessa Pharmaceuticals plc
3rd Floor, 1 Ashley Rd,
Altrincham, Cheshire,
United Kingdom, WA14 2DT
+44 (0) 203 920 6789, ext. 9999
(Address of Principal Executive Offices)
Centessa Pharmaceuticals plc 2021 Share Option and Incentive Plan
Centessa Pharmaceuticals plc 2021 Employee Share Purchase Plan
(Full Title of the Plans)
Saurabh Saha
Chief
Executive Officer
Centessa Pharmaceuticals, Inc.
One Federal Street, 38th Floor
Boston, Massachusetts 02110
+1 (617)-468-5770
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
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Mitchell S. Bloom
Edwin M. OConnor
James Xu Goodwin Procter
LLP 100 Northern Avenue
Boston, MA 02210 (617) 570-1000 |
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Iqbal Hussain
Centessa Pharmaceuticals plc
3rd Floor, 1 Ashley Rd,
Altrincham, Cheshire,
United Kingdom, WA14 2DT
+44 (0) 203 920 6789, ext. 9999 |
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Graham Defries
Goodwin Procter (UK) LLP
100 Cheapside London EC2V
6DY United Kingdom
+44 20 7447 4200 |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer, a smaller reporting company or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging growth company in Rule 12b-2 of the Exchange Act.
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Large accelerated filer |
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☐ |
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Accelerated filer |
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☐ |
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Non-accelerated filer |
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☒ |
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Smaller reporting company |
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☐ |
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Emerging growth company |
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☒ |
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 7(a)(2)(B) of the Securities Act. ☐