Kalaris Therapeutics Inc 2024年度报告

2024 ANNUAL REPORT 628 Middlefield Rd.Palo Alto, Califorff nia 94301(650) 249-2727 Dear Kalaris Therapea utics, Inc. Stockholders: This past year has been transforff mational forff our company, and I want to thank each employee,stockholder, and externarr l vendor partner forff their contributions to and support of our mission todevelop and commercialize treatments forff prevalent diseases of the retina. Our lead productcandidate, TH103, was engineered to address the limitations of current neovascular age-relatedmacular degeneration (“nAMD”) therapea utics, and I also want to recognize each patient who hasenrolled in our ongoing Phase 1 clinical trial of TH103 for nAMD, as well as the clinical trial’sprincipal investigators and their teams. As we continue to advance TH103 in the clinic, weremain committed to our belief that TH103 has the potential to provide longer-lasting andincreased anti-vascular endothelial growth facff tor activity to treat neovascular and exudativediseases of the retina. On March 18, 2025, we closed our merger with AlloVir, Inc. and our common stock commencedtrading on the Nasdaq Global Market under the symbol “KLRS” on March 19, 2025. Thesuccessfulff close of the merger has furff ther strengthened our foundation and provided a cashrunway into the fourffth quarter of 2026, which enables us to continue to advance the clinicaldevelopment of TH103. Since the closing of the merger was subsequent to year end, our 2024 Annual Report includesAlloVir’s Annual Report on Form 10-K forff the year ended December 31, 2024. To review (i) theaudited finff ancial statements of Kalaris Tx, Inc. (forff merly Kalaris Therapeutics, Inc.) as of andfor each of the years ended December 31, 2024 and 2023, (ii) Management’s Discussion andAnalysis of Financial Condition and Results of Operations of Kalaris Tx, Inc. (formerly KalarisTherapeutics, Inc.) as of and for the years ended December 31, 2024 and 2023, (iii) the unaudiatedpro forff ma condensed combined finff ancial information of AlloVir, Inc. and Kalaris Therapea utics,Inc. for the year ended December 31, 2024, and (iv) a description of our current business, pleasesee Exhibits 99.5, 99.4, 99.6 and 99.3, respectively, to our Current Report on Form 8-K filedwith the Securities and Exchange Commission on March 18, 2025. In 2024, we made meaningfulff progress of our business, including the submission of anInvestigational New Drugrrapplication to the U.S. Food and Drug Administration forff TH103 inpatients with nAMD, treating the first patient in our Phase 1 clinical trial of TH103 in patientswith nAMD, and announcing our merger with AlloVir. We look forward to continuing toadvance the development of TH103, including continuing to enroll our Phase 1 clinical trial ofTH103 and reporting initial clinical data from our Phase 1 clinical trial, which is expected in thefourth quarter of this year. Theseareexciting times for Kalaris. On behalf of myself,ff our Board of Directors, managementand the entire Kalaris team, I want to thank you again for your continued supporut. UNITED STATES (Mark One) Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES☐NO☒ Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. YES☐NO☒ Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subju ect to such filing requirements for the past 90 days. YES☒NO☐ Indicate by check mark whether the Registrant has submuitted electronically everyrr Interactive Data File required to be submuitted pursuant to Rule 405 of Regulation S-T (§232.405of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submuit such files). YES☒NO☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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. Large accelerated filer☐Non-accelerated filer☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correctionof an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of theregistrant’s executive offiff cers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the Registrant is a shell