0002130606 us-gaap:CommonStockMember 2026-04-11 2026-06-30 0002130606 us-gaap:CommonStockMember 2026-04-10 0002130606 obx:ConcurrentPrivateInvestmentInPublicEquityFinancingMember 2026-04-14 2026-04-14 0002130606 2026-04-10 0002130606 2026-04-11 2026-06-30 0002130606 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2026-04-10 0002130606 us-gaap:RetainedEarningsMember 2026-04-11 2026-06-30 0002130606 obx:Supportive-CareProductDivestitureMember us-gaap:SubsequentEventMember obx:ContingentValueRightsAgreementMember 2026-07-31 2026-07-31 0002130606 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2026-04-11 2026-06-30 0002130606 2026-06-30 0002130606 us-gaap:RetainedEarningsMember 2026-04-10 0002130606 us-gaap:SubsequentEventMember obx:ContingentValueRightsAgreementMember 2026-07-31 2026-07-31 0002130606 2026-04-01 2026-06-30 0002130606 us-gaap:RetainedEarningsMember 2026-06-30 0002130606 us-gaap:CommonStockMember 2026-06-30 0002130606 2026-01-01 2026-06-30 0002130606 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2026-06-30 0002130606 dei:FormerAddressMember 2026-01-01 2026-06-30 0002130606 obx:DevelopmentCommercializationLicensingSaleOrOtherDispositionOfLegacyProductOrRelatedIntellectualPropertyMember us-gaap:SubsequentEventMember obx:ContingentValueRightsAgreementMember 2026-07-31 2026-07-31 0002130606 obx:Supportive-CareProductDivestitureMember us-gaap:SubsequentEventMember obx:ContingentValueRightsAgreementMember 2026-07-31 0002130606 obx:ConcurrentPrivateInvestmentInPublicEquityFinancingMember 2026-04-14 0002130606 us-gaap:AdditionalPaidInCapitalMember 2026-04-11 2026-06-30 0002130606 us-gaap:AdditionalPaidInCapitalMember 2026-04-10 0002130606 2026-08-10 0002130606 obx:DevelopmentCommercializationLicensingSaleOrOtherDispositionOfLegacyProductOrRelatedIntellectualPropertyMember us-gaap:SubsequentEventMember obx:ContingentValueRightsAgreementMember 2026-07-31 0002130606 us-gaap:AdditionalPaidInCapitalMember 2026-06-30 pure shares iso4217:USD shares iso4217:USD 0002130606 false Q2 --12-31 10-Q true 2026-06-30 2026 false 001-43430 OBSIDIAN THERAPEUTICS, INC. DE 42-1977778 1030 Massachusetts Avenue Cambridge MA 02138 (781) 806-6245 Gazelle Parent, Inc. 1030 Massachusetts Avenue Cambridge MA 02138 (781) 806-6245 Common stock, par value $0.0001 per share OBX NASDAQ No Yes Non-accelerated Filer false true false false 61772876

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1. BASIS OF PRESENTATION Description of BusinessObsidian Therapeutics, Inc., a Delaware corporation (the “Company”), is a clinical-stage biopharmaceutical company harnessing novel protein-regulation technology to develop engineered tumor infiltrating lymphocyte cell therapies for the treatment of patients with solid tumors. The Company has two wholly-owned direct subsidiaries, Onyx MergerSub, Inc. (“Obsidian Merger Sub”), and Gazelle Merger Subsidiary, Inc. (“Galera Merger Sub”), both of which are Delaware corporations. On July 2, 2026, the United States Securities and Exchange Commission (the “SEC”) declared effective the Registration Statement on Form S-4, as amended, of Gazelle Parent, Inc., which was formed on April 10, 2026 for purposes of consummating the transactions described herein (“Legacy Company”) relating to the Agreement and Plan of Merger (the “Merger Agreement”) dated April 14, 2026, by and among Company, Legacy Company, Galera Therapeutics, Inc. (“Legacy Galera”), Obsidian Merger Sub and Galera Merger Sub pursuant to which (a) Obsidian Merger Sub merged with and into the Company, pursuant to the provisions of the General Corporation Law of the State of Delaware, as amended (the “DGCL”), with Obsidian as the surviving entity (the “Obsidian Merger”) and (b) immediately following the Obsidian Merger, the Galera Merger Sub merged with and into Legacy Galera, pursuant to the DGCL, with Legacy Galera as the surviving entity (the “Galera Merger,” and together with the Obsidian Merger, the “Mergers”). Immediately following the completion of the Mergers, Legacy Company was renamed Obsidian Therapeutics, Inc.Concurrently with entering into the Merger Agreement, on April 14, 2026, the Company, Legacy Company and Legacy Galera entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain qualified institutional buyers and/or accredited investors (the “Investors”). Pursuant to the Securities Purchase Agreement, and subject to the terms and conditions therein, the Investors agreed to purchase, and Legacy Galera agreed to issue and sell, immediately prior to the effective time of the Obsidian Merger (the “Obsidian Effective Time”), shares of Legacy Galera’s Series C Non-Voting Convertible Preferred Stock, par value $0.001 per share (“Series C Preferred Stock”), for an aggregate purchase price of $350.0 million (the “Concurrent PIPE Financing”).In connection with the Concurrent PIPE Financing, Legacy Galera, Legacy Company and the investors in the Concurrent PIPE Financing entered into a registration rights agreement (the “Registration Rights Agreement”), pursuant to which, among other things, Company agreed to register for resale certain shares of common stock of Company, par value $0.001 per share (“Company Common Stock”) held by such Investors from time to time, including shares of Company Common Stock issued in the Mergers in exchange for the shares of common stock, par value $0.001 per share, of Legacy Galera (“Legacy Galera Common Stock”) issued in the Concurrent PIPE Financing.On July 31, 2026, Legacy Company and Legacy Obsidian entered into a Contingent Value Rights Agreement (the “CVR Agreement”) with Equiniti Trust Company, LLC (the “Rights Agent”), pursuant to which stockholders of Legacy Galera of record as of July 31, 2026 received (1) one contingent value right, each a CVR, for each outstanding share of Legacy Galera Common Stock held by such stockholder on such date, representing the right to receive a pro rata portion of 80% of any potential future net proceeds received by Company or its affiliates from the development, commercialization, licensing, sale or other disposition of the Legacy Product (as defined in the CVR Agreement), or related intellectual property during the five years following the closing and (2) the CVR for each outstanding share of Legacy Galera Common Stock held by such stockholder on such date, representing the right to receive a pro rata portion of 95% of any potential future net proceeds received by Company or its affiliates from the Supportive-Care Product Divestiture (as defined in the CVR Agreement) during the ten years following the closing.The contingent payments under the CVR Agreement, if they become payable, will become payable to the Rights Agent for subsequent distribution to the holders of the CVRs. There can be no assurance that any holders of CVRs will receive payments with respect thereto.The right to the contingent payments contemplated by the CVR Agreement is a contractual right only and will not be transferable, except in the limited circumstances specified in the CVR Agreement. The CVRs are not evidenced by a certificate or any other instrument and are not registered with the SEC. The CVRs do not have any voting or dividend rights and do not represent any equity or ownership interest in us or any of our affiliates. No interest will accrue on any amounts payable in respect of the CVRs.<div style="font-size:10pt;font-family:Times New Roman;">Use of EstimatesThe preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the applicable periods presented. Actual results may vary from these estimates under different assumptions or conditions. </div>

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On July 31, 2026, Legacy Company and Legacy Obsidian entered into a Contingent Value Rights Agreement (the “CVR Agreement”) with Equiniti Trust Company, LLC (the “Rights Agent”), pursuant to which stockholders of Legacy Galera of record as of July 31, 2026 received (1) one contingent value right, each a CVR, for each outstanding share of Legacy Galera Common Stock held by such stockholder on such date, representing the right to receive a pro rata portion of 80% of any potential future net proceeds received by Company or its affiliates from the development, commercialization, licensing, sale or other disposition of the Legacy Product (as defined in the CVR Agreement), or related intellectual property during the five years following the closing and (2) the CVR for each outstanding share of Legacy Galera Common Stock held by such stockholder on such date, representing the right to receive a pro rata portion of 95% of any potential future net proceeds received by Company or its affiliates from the Supportive-Care Product Divestiture (as defined in the CVR Agreement) during the ten years following the closing. 0.80 P5Y 0.95 P10Y

Use of EstimatesThe preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the applicable periods presented. Actual results may vary from these estimates under different assumptions or conditions.

2. EQUITY The Company was formed on April 10, 2026 and at inception was authorized to issue 1,000 shares of common stock, par value $0.001 per share. As part of the formation, the Company issued 1,000 shares of common stock at its par value to Legacy Galera. At June 30, 2026, 1,000 shares of the Company’s common stock were issued and outstanding.

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