Lycia Therapeutics, Inc. filed a Form 8-K on October 26, 2026, reporting that its Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws became effective in connection with the closing of its initial public offering.

Key Highlights

  • Governing documents updated: The Amended and Restated Certificate of Incorporation was filed with the Delaware Secretary of State on October 26, 2026, and the Amended and Restated Bylaws became effective at the same time.
  • IPO trigger: According to the filing, the amendments took effect in connection with the closing of the company's initial public offering of shares of common stock, par value $0.0001 per share.
  • Prior approval: The company's board of directors and stockholders previously approved the amendment and restatement of both documents, to be effective immediately prior to the closing of the offering.
  • Prospectus reference: The final prospectus, dated October 22, 2026, relates to a Registration Statement on Form S-1 (File No. 333-299300, as amended) filed with the SEC under Rule 424(b).
  • Exhibits filed: The Amended and Restated Certificate of Incorporation and the Amended and Restated Bylaws were filed as Exhibit 3.1 and Exhibit 3.2, respectively.
  • Emerging growth company: The filing indicates Lycia Therapeutics is an emerging growth company as defined under applicable SEC rules.

Lycia Therapeutics Adopts New Governing Documents Upon IPO Closing

Lycia Therapeutics, Inc. (NASDAQ:LYCA), a Delaware-incorporated biopharmaceutical company headquartered at 400 East Jamie Court, Suite 200, South San Francisco, California 94080, disclosed via an Item 5.03 filing that its corporate governing documents were amended and restated on October 26, 2026. The Amended and Restated Certificate of Incorporation, referred to in the filing as the "Charter," was filed with the Secretary of State of the State of Delaware, and the Amended and Restated Bylaws became effective concurrently with the closing of the company's initial public offering.

According to the filing, the company's board of directors and stockholders had previously approved these changes, with effectiveness timed to occur immediately prior to the IPO closing. The filing notes that a description of certain provisions of the Charter and Bylaws is set forth in the section titled "Description of Capital Stock" in the final prospectus dated October 22, 2026, which relates to the Registration Statement on Form S-1 (File No. 333-299300, as amended). The full text of both documents is incorporated by reference from Exhibit 3.1 (Charter) and Exhibit 3.2 (Bylaws) attached to the filing.

The Form 8-K was signed by Amy Bachrodt, Chief Financial Officer of Lycia Therapeutics, Inc., on October 26, 2026. The company is listed on The Nasdaq Global Select Market under the trading symbol LYCA, with common stock carrying a par value of $0.0001 per share. The company indicated it is an emerging growth company and has not elected to opt out of the extended transition period for new or revised financial accounting standards.

What Was Disclosed

Lycia Therapeutics reported the adoption of an Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws, both effective October 26, 2026, in connection with the closing of its initial public offering. Both documents are filed as exhibits to the 8-K.