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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 22, 2025
Instil Bio, Inc.
(Exact name of registrant as specified in its Charter)
 
Delaware 001-40215 83-2072195
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
3963 Maple Avenue, Suite 350
Dallas, Texas
75219
(Address of Principal Executive Offices) (Zip Code)
(972) 499-3350
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
  Name of each exchange on which registered
Common Stock, $0.000001 par value TIL The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).



Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐  
Item 7.01 Regulation FD Disclosure

On May 22, 2025, Instil Bio, Inc. (the “Company”) issued a joint press release with ImmuneOnco Biopharmaceuticals (Shanghai) Inc. (“ImmuneOnco”) entitled “Instil Bio and ImmuneOnco Announced the Phase 2 Trial in First-line NSCLC of IMM2510/AXN-2510 (‘2510), a PD-L1xVEGF Bispecific Antibody, in Combination with Chemotherapy in China is on Track to Complete Enrollment in Q3 2025; Initial Results Anticipated in 2H 2025”. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The information in this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 8.01 Other Events.

On May 22, 2025, the Company and ImmuneOnco announced clinical trial updates of IMM2510/AXN-2150 (“‘2510”) and non-small cell lung cancer (“NSCLC”) clinical development strategy.

Phase 2 Trial of ‘2510 in Combination with Chemotherapy in First-line NSCLC

ImmuneOnco expects to complete enrollment of approximately 60 patients in the third quarter of 2025 in its Phase 2 trial of ‘2510 in combination with chemotherapy in patients with NSCLC in the first-line setting in China. Of the more than 30 NSCLC patients enrolled (including the safety run-in), more than 20 first-line NSCLC patients have been treated since the end of March 2025. ImmuneOnco anticipates sharing initial safety and efficacy results from approximately 60 first-line patients from this Phase 2 trial in the second half of 2025.

As of May 9, 2025, preliminary safety data (including first-line and relapsed/refractory patients) indicated a reduction in the frequency of infusion-related reactions (“IRRs”) in patients treated with ‘2510 in combination with chemotherapy, with IRRs observed in 29.2% of patients compared to patients treated with monotherapy where IRRs were observed in 60.4% of patients.

In the safety analysis set from all solid tumor patients in monotherapy dose escalation and dose expansion (n=106), treatment-related adverse events (“TRAEs”) were observed in 94.3% of patients, with grade 3 TRAEs accounting for 21.7% of cases. Serious TRAEs occurred in 12.3% of the study population. Treatment discontinuation due to TRAEs was observed in 4.7% of patients. TRAEs leading to death were observed in 0.9% of patients. Grade 3+ possible VEGF-related toxicities were observed to be rare.

A Phase 3 trial of first-line ‘2510 in combination with chemotherapy in NSCLC is anticipated to start in mid-2026 in China, subject to regulatory discussions.

Phase 1 Trial of ‘2510 Monotherapy in Relapsed/Refractory NSCLC

Preliminary data from the Phase 1 trial of ‘2510 in patients with heavily pre-treated relapsed/refractory NSCLC in China demonstrated an objective response rate of 23.1%, including responses in patients with low (≤5%) PD-L1 tumor proportion score (TPS) and in patients who had been previously treated with checkpoint inhibitors (efficacy evaluable n=13). 62% of NSCLC patients in the study experienced tumor shrinkage.

Other ‘2510 Clinical and Preclinical Updates

The Company expects to initiate a Phase 1b/2 trial of ‘2510 in the United States before the end of 2025, assuming the necessary regulatory approvals are obtained. The trial is expected to be a monotherapy dose optimization trial in relapsed/ refractory solid tumors, which is intended to bridge the doses to the ongoing trials in China, and replaces the previously planned U.S. ‘2510 and chemotherapy combination trial in first-line NSCLC.




Preclinical assays demonstrated cooperative binding of ‘2510 to PD-L1 in the presence of VEGF in vitro.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits
Exhibit No. Description
99.1
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
    Instil Bio, Inc.
Dated: May 27, 2025     By:   /s/ Sandeep Laumas, M.D.
      Sandeep Laumas, M.D.
      Chief Financial Officer and Chief Business Officer
(Principal Financial Officer and Principal Accounting Officer)

EX-99.1 2 prpressreleasedataandtrial.htm EX-99.1 Document
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Exhibit 99.1


Instil Bio and ImmuneOnco Announced the Phase 2 Trial in First-line NSCLC of IMM2510/AXN-2510 (‘2510), a PD-L1xVEGF Bispecific Antibody, in Combination with Chemotherapy in China is on Track to Complete Enrollment in Q3 2025; Initial Results Anticipated in 2H 2025

Phase 3 trial of ‘2510 in combination with chemotherapy in first-line NSCLC anticipated to start in mid-2026 in China, subject to regulatory discussions

Monotherapy US dose optimization Phase 1b/2 trial of ‘2510 in relapsed/refractory solid tumors, intended to bridge the doses to the ongoing China trials, replaces the previously planned US trial

DALLAS, TX and SHANGHAI, China May 22, 2025 (GLOBE NEWSWIRE) – Instil Bio, Inc. (Nasdaq: TIL, “Instil”) and ImmuneOnco Biopharmaceuticals (Shanghai) Inc. (HKEX Code: 1541.HK, “ImmuneOnco”), today announced clinical trial updates of ‘2510 and NSCLC clinical development strategy.

“We are delighted with the significant clinical advancements by our collaborator, ImmuneOnco, with ‘2510 for NSCLC in China,” said Bronson Crouch, CEO of Instil. “We are confident that ‘2510 has the potential to emerge as a leading PD-(L)1xVEGF bispecific antibody, and we look forward to the initial results from the ongoing first-line chemotherapy combination trial in China. In parallel, we are advancing preparations to initiate U.S. clinical development later this year, and we look forward to bringing this potential important new medicine to patients globally.”

Dr. Tian Wenzhi, CEO of ImmuneOnco, said, “Our collaboration on ‘2510 has achieved meaningful progress. We are actively conducting a Phase 2 clinical trial of ‘2510 in combination with chemotherapy in patients with first-line NSCLC. The data generated to date underscore its best-in-class potential within the promising PD-(L)1xVEGF class. We anticipate sharing further clinical data in the second half of 2025.”

Phase 2 Trial of ‘2510 in Combination with Chemotherapy in First-line NSCLC
•ImmuneOnco expects to complete enrollment of approximately 60 patients in Q3 2025 in its Phase 2 trial of ‘2510 in combination with chemotherapy in patients with NSCLC in the first-line setting in China.
•Among more than 30 NSCLC patients enrolled (including the safety run-in), more than 20 first-line NSCLC patients have been treated since the end of March.
•ImmuneOnco anticipates sharing initial safety and efficacy results from this Phase 2 trial in the second half of 2025.

‘2510 Monotherapy Data in Relapsed/Refractory NSCLC (China)
•The objective response rate (ORR) is similar to datasets from competitor PD-(L)1xVEGF bispecific antibodies at a similar stage of development in patients with previously treated NSCLC, showing ORR of 23% (efficacy evaluable n=13).
•The updated clinical safety from the full ‘2510 monotherapy trial (n=106) and efficacy data in NSCLC are further detailed in a new corporate deck posted on Instil Bio’s investor relations webpage at https://ir.instilbio.com/news-events/presentations.

Other ‘2510 Clinical and Preclinical Updates
•Instil’s Phase 1b/2 trial of ‘2510 in the United States is expected to be initiated before the end of 2025, assuming the necessary regulatory approvals are obtained. The trial is expected to be a monotherapy dose optimization trial in relapsed/refractory solid tumors, which is intended to


image_0.jpg
bridge the doses to the ongoing China trials and replaces the previously planned US ‘2510 and chemotherapy combination trial in first-line NSCLC.
◦Instil believes that this change may accelerate the path to initiating a potential global Phase 3 trial in first-line NSCLC.

•Preclinical assays demonstrate cooperative binding of ‘2510 to PD-L1 in the presence of VEGF in vitro. Further preclinical datasets demonstrating the unique and potentially best-in-class mechanism of action of ‘2510 are anticipated to be presented at future medical or scientific conferences.

About AXN-2510
AXN-2510 is a PD-L1xVEGF bispecific antibody in development for the treatment of multiple solid tumors. AXN-2510/IMM2510 is differentiated from other PD-(L)1xVEGF bispecific antibodies by its VEGF trap, which binds multiple VEGF receptor ligands beyond VEGF-A, a bispecific structure which leverages PD-L1 as an anchor in the tumor microenvironment (TME), and enhanced antibody-dependent cellular cytotoxicity (ADCC) to direct killing of PD-L1-positive tumor cells.

About ImmuneOnco
ImmuneOnco is a clinical-stage biotech company focused on discovery and development of biologics to treat cancers, autoimmune diseases and metabolic diseases. With 10+ assets all originated in-house and the most advanced asset in phase III right now, ImmuneOnco is pursuing innovative therapies to improve patients’ health. For more information visit www.immuneonco.com.

About Instil Bio
Instil Bio is a clinical-stage biopharmaceutical company focused on developing a pipeline of novel therapies. Instil's lead asset, AXN-2510, is a novel and differentiated PD-L1xVEGF bispecific antibody in development for the treatment of multiple solid tumors. For more information, visit www.instilbio.com.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words (and variations of words) such as "anticipates," "believes," "could," expects," "expected," "exploring," "future," "intends," "may," "plans," "potential," "projects," "will," “target,” and similar expressions are intended to identify forward-looking statements. Forward-looking statements include express or implied statements regarding Instil's expectations with respect to the therapeutic potential of AXN-2510/IMM2510, the clinical development of AXN-2510/IMM2510, including IND submissions and clearances, patient enrollment and clinical trials and the timing, scope and design thereof, the availability and timing of data from clinical trials, regulatory approvals and interactions and other statements that are not historical fact. Forward-looking statements are based on Instil management's current expectations and are subject to various risks and uncertainties that could cause actual results to differ materially and adversely from those expressed or implied by such forward-looking statements, including risks and uncertainties associated with in-licensing product candidates and clinical trial collaborations; the costly and time-consuming product development process and the uncertainty of clinical success; the risks inherent in relying on collaborators and other third parties, including for manufacturing and clinical trial operation; the risks and uncertainties related to successfully initiating, enrolling, completing and reporting data from clinical studies, as well as the risks that results obtained in clinical trials to date may not be indicative of results obtained in ongoing or future trials and that Instil's product candidates may otherwise not be effective treatments in their planned indications; risks related to macroeconomic conditions, including as a result of international conflicts, U.S.-China trade and political tensions, interest rates, inflation, and other factors, which could materially and adversely affect Instil's business and operations; the risks and uncertainties associated with the time-consuming and uncertain regulatory approval process for product candidates across multiple indications and multiple regulatory authorities; the impact of product candidates that may compete with those developed by Instil; the sufficiency of Instil's cash resources; and other risks and uncertainties affecting Instil and its plans and development programs, including those discussed in the section titled "Risk Factors" in Instil's Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 filed with the SEC, as well as Instil's other filings with the SEC. Additional information will be made available in other filings that Instil makes from time to time with the SEC. Accordingly, these forward-looking statements do not constitute guarantees of future performance, and you are cautioned not to place undue reliance on these forward-looking statements. These forward-looking statements speak only as the date hereof, and Instil disclaims any obligation to update these statements except as may be required by law.


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Contacts:
Investor Relations
1-972-499-3350
investorrelations@instilbio.com
www.instilbio.com

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