Item 2.02. Results of Operations and Financial Condition

On January 26, 2021, Catalyst Biosciences, Inc. (the "Company"), filed with the Securities and Exchange Commission (the "SEC"), a preliminary prospectus supplement (the "Preliminary Prospectus") pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the "Securities Act"), related to the issuance and sale of shares of its common stock in an underwritten public offering (the "Offering"). In the Preliminary Prospectus, the Company disclosed that it expects to report that the Company had cash, cash equivalents, and investments of approximately $81.9 million as of December 31, 2020. This amount, is based solely upon information available to it as of the date of this Current Report on Form 8-K, is preliminary, has not been audited and is subject to change pending completion of the Company's audited consolidated financial statements for the year ended December 31, 2020. Additional information and disclosures would be required for a more complete understanding of the Company's financial position and results of operations as of December 31, 2020. The Company expects to complete its audited consolidated financial statements for the year ended December 31, 2020 subsequent to the completion of the Offering. It is possible that the Company or its independent registered public accounting firm may identify items that require them to make adjustments to the preliminary estimated cash, cash equivalents and investments balance set forth above and those changes could be material.

The information in this Item 2.02 shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act. The information contained in this Item 2.02 shall not be incorporated by reference into any registration statement or other document filed by the Company with the SEC, whether made before or after the date of this Current Report on Form 8-K, regardless of any general incorporation language in such filing (or any reference to this Current Report on Form 8-K generally), except as shall be expressly set forth by specific reference in such filing.

Item 8.01 Other Events

On January 26, 2021, the Company issued a press release announcing the Offering. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits




(d) Exhibits



Exhibit
  No.       Description

99.1          Press release issued by Catalyst Biosciences, Inc., dated January
            26, 2021

104         Cover Page Interactive Data File (formatted as Inline XBRL)




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