v3.25.3
Share-based Compensation
9 Months Ended
Sep. 30, 2025
Share-Based Payment Arrangement [Abstract]  
Share-based Compensation Share-based Compensation
Centessa Pharmaceuticals plc Stock Option and Incentive Plan
Remaining shares available for future grants as of September 30, 2025 under the 2021 Stock Option and Incentive Plan (the “2021 Plan”) were 11,454,749.
Share-based Compensation Expense
The Company recorded share-based compensation expense in the following expense categories in the unaudited interim consolidated statements of operations and comprehensive loss (amounts in thousands):
Three Months Ended
September 30, 2025
Three Months Ended
September 30, 2024
Nine Months Ended
September 30, 2025
Nine Months Ended
September 30, 2024
Research and development$3,298 $3,642 $11,570 $11,373 
General and administrative3,896 4,811 11,456 13,845 
$7,194 $8,453 $23,026 $25,218 
Share-based compensation expense by award type was as follows included within the unaudited interim consolidated statements of operations and comprehensive loss: (amounts in thousands):
Three Months Ended
September 30, 2025
Three Months Ended
September 30, 2024
Nine Months Ended
September 30, 2025
Nine Months Ended
September 30, 2024
Stock options
$6,568 $5,722 $19,590 $16,929 
Restricted share awards and units
626 2,731 3,436 8,289 
$7,194 $8,453 $23,026 $25,218 
Stock Options
The following table summarizes stock option activity for the nine months ended September 30, 2025:
Number of SharesWeighted-Average Exercise Price Per ShareWeighted-Average Remaining Contractual Term
Aggregate
Intrinsic Value
(in millions)
Balance at January 1, 2025
17,434,119 $7.77 7.4 years
Granted5,387,740 $16.03 
Exercised(1,087,469)$6.43 
Forfeited(858,214)$10.60 
Balance at September 30, 2025
20,876,176 $9.86 7.1 years$300.5 
Exercisable at September 30, 2025
12,757,975 $7.92 6.0 years$208.3 
Vested and expected to vest at September 30, 2025
20,876,176 $9.86 7.1 years$300.5 
The weighted-average grant date fair value of options granted was $11.40 per share for the nine months ended September 30, 2025. As of September 30, 2025, the total unrecognized compensation expense related to unvested stock option awards was $67.1 million, which the Company expects to recognize over a weighted-average period of 3.1 years.
The fair value of each option was estimated on the date of grant under the Black-Scholes option pricing model using the weighted average assumptions in the table below:
Nine Months Ended
September 30, 2025
Nine Months Ended
September 30, 2024
Expected term6.0 years5.9 years
Expected stock price volatility79.5 %76.1 %
Risk-free interest rate4.3 %4.0 %
Expected dividend yield0 %0 %
Restricted Share Awards and Units
The following table summarizes ordinary share activity related to the restricted stock programs for the nine months ended September 30, 2025:
Restricted Stock AwardsRestricted Stock Units
Number of SharesWeighted-Average Grant Date Fair Value Per ShareNumber of SharesWeighted-Average Grant Date Fair Value Per Share
Unvested at January 1, 2025
86,864 $20.00 1,510,077 $6.14 
Granted— $— 123,610 $16.45 
Vested(86,864)$20.00 (428,118)$5.69 
Forfeited— $— (170,168)$6.28 
Unvested at September 30, 2025
— $— 1,035,401 $7.53 
Unrecognized compensation expense
 at September 30, 2025 (in thousands)
$— $6,115 
Expected weighted average recognition period0.0 years2.5 years
Employee Share Purchase Plan
As of September 30, 2025, no shares have been purchased or issued under the 2021 Employee Share Purchase Plan (the “ESPP”) and remaining shares reserved for the ESPP were 2,708,515.