Press Releases

Mont-Saint-Guibert, Belgium; April 02, 2026, 7:00 pm CET; regulated information – Celyad Oncology (Euronext: CYAD) (the “Company”), today announces its financial results for the fiscal year ended December 31, 2025, and provides a business update.

2025 business and operational highlights

• The Company remains focused on partnering its intellectual property and has progressed in the discussions with potential partners for selected out-licensing of its technologies;
• The Company discontinued its R&D activities and sold its research facility for €3 million.

Full year 2025 financial review

As of December 31, 2025, the Company’s Treasury position amounts to €1.7 million.

The Company projects that its existing cash and cash equivalents should be sufficient to fund operating expenses and capital expenditure requirements into third quarter 2026. Hence, its existing cash and cash equivalents will not be sufficient to fund its estimated operating and capital expenditures over at least the next 12 months from the date that the financial statements are issued.

Key financial figures for full-year 2025, compared with full-year 2024, are summarized below:

Selected key financial figures (€ millions)	Full year 2025	Full year 2024
Revenue	0.02	0.2
Research and development expenses	(3.4)	(3.2)
General and administrative expenses	(3.8)	(3.2)
Other income/(expenses)	8.3	0.4
Operating profit/loss	0.9	(5.9)
Profit/loss for the period/year	0.8	(5.8)
Net cash used in operations	(2.5)	(2.8)
Treasury position (1)	1.7	4.2

 (1) “Treasury position” is an alternative performance measure determined by adding Short-term investments and Cash and cash equivalents from the statement of financial position prepared in accordance with IFRS. Management’s purpose of this measure is to identify the level of cash available internally (excluding external sources of financing) within 12 months.

Research and Development (R&D) expenses were €3.4 million in 2025 as compared to €3.2 million in 2024, a year-over-year increase of €0.2 million. The increase in the Company’s R&D expenses is a consequence of the Company’s decision to discontinue its R&D activities and to restructure its organization accordingly and which has driven severance and other termination‑related costs incurred as part of the phased reduction of R&D operations.

General and Administrative (G&A) expenses were €3.8 million in 2025 as compared to €3.2 million in 2024, a increase of €0.6 million. General and administration expenses increased mainly due to higher employee expenses and share-based payments, mainly reflecting severance and other termination‑related costs incurred; these increases were partially offset by a decrease in consulting fees as reliance on external advisors declined in line with the scaled‑back corporate activities.

Until December 31, 2025, Management has determined that there has been no event (such as a firm sublicense or collaboration contract) that led to a change in fair value of the contingent consideration and other financial liabilities towards Dartmouth and Celdara.

The Company’s other income increased by €7.8 million mainly due to three elements:

•                 Grant income that resulted from the Company’s decision to stop several subsidized research contracts with the Walloon Region and to transfer the rights on the related research results to the Walloon Region;

•                 R&D tax credit: the current year income increases compared to December 31, 2024, due to the derecognition of the related liability as the conditions for recognizing the underlying grant income are fully fulfilled end of 2025;

•                 The gain on sale of property, plant and equipment in 2025 amounts to €2,3 million and relates to the Company’s divestment of its research facility in Mont‑Saint‑Guibert. Under the terms of an asset purchase agreement, the Company sold the research facility’s laboratory equipment and office furniture for a total consideration of €3 million. 

Net profit for the year ending December 31, 2025, was €0.8 million, or €0.018 per share, compared to a net loss of €5.8 million, or 0.14€ per share, for the same period in 2024. The decrease in net loss between periods are primarily due to the elements explained here above.

Net cash used in operations for the year ending December 31, 2025, which excludes non-cash effects, amounted to €6.9 million, which is above the net cash used in operations of €5.7 million for the year ended December 31, 2024.

Alarm bell status

The net assets of the Company per 31 December 2025, on a BE-GAAP non-consolidated basis, having fallen below twenty-five percent of the Company’s capital, the board of directors will submit to the ordinary shareholders meeting on the 20^th of May 2026 the proposal to continue the Company’s activities in accordance with article 7:228 of the Belgian Code for Companies and Associations. The board of directors will publish a special report in this respect, by the 17^th of April 2026, together with the convening notice with proposed resolutions for the shareholders’ meeting.

Annual Report 2025

The Annual Report for the year ended December 31, 2025, will be published on April 02, 2026, and will be available on the Company’s website, www.celyad.com. The Company’s statutory auditor, BDO Réviseurs d’Entreprises SRL (or ‘BDO’), has confirmed that the completed audit has not revealed any material misstatement in the consolidated financial statements but that they will include in their audit opinion a paragraph referring to the existence of a material uncertainty about going concern. This was already the case last year and BDO also confirmed that the accounting data reported in the press release are consistent, in all material respects, with the consolidated financial statements from which it has been derived.

Financial Calendar 2026

May 20th, 2026	Annual shareholders meeting
September 23th, 2026	First Half 2026 Interim Results

The financial calendar is communicated on an indicative basis and may be subject to change.

Mont-Saint-Guibert, Belgium, November 25, 2025, 7pm CET – regulated information – Celyad Oncology SA (Euronext: CYAD) (“Celyad Oncology” or the “Company”) today announced, in accordance with Article 14 of the Belgian Law of 2 May 2007 regarding the publication of major shareholdings in issuers whose securities are admitted to trading on a regulated market (the “Transparency Law”), that it received a notification of transparency dated November 20, 2025, indicating that CFIP CLYD (UK) Limited, an affiliate of Fortress Investment Group LLC, has passively crossed above the 65% threshold, holding 49,050,641 voting rights, i.e. 67.77% of Celyad Oncology’s voting rights.

Content of the Notification:

• Reason of the Notification:
• Passive crossing of a threshold
•  
• Notification by:

A parent undertaking or a controlling person

• Persons subject to the notification requirement:

Fortress Investment Group LLC – 1345 Avenue of the Americas, New York, NY 10105 United States

CFIP CLYD (UK) Limited – 7 Clarges Street, 4th Floor, London W1J 8AE, United Kingdom

• Date on which the threshold is crossed:

November 14, 2025

• Threshold that is crossed (in %):

65

• Denominator:

72,383,166

• Notified details:

A) Voting Rights	Previous notification	After the Transaction
	# of voting rights	# of voting rights		% of voting rights
Holders of voting rights		Linked to the securities	Not linked to the securities	Linked to the securities	Not linked to the securities
Fortress Investment Group LLC	0	0	0	0.00 %	0.00 %
CFIP CLYD (UK) Limited	34,146,795	49,050,641	0	67.77%	0.00 %
Subtotal	34,146,795	49,050,641		67.77%
	TOTAL	49,050,641	0	67.77%	0.00 %

B) Equivalent financial instruments	After the transaction
Holders of equivalent financial instruments	Type of financial instrument	Expiration date	Exercise period or date	# of voting rights that may be acquired if the instrument is exercised	% of voting rights	Settlement
	TOTAL			0	0.00%

TOTAL (A & B)	# of voting rights	% of voting rights
CALCULATE	49,050,641	67.77%

• Full chain of controlled undertakings through which the holdings is effectively held:
  • CFIP CLYD (UK) Limited (“CFIP UK”), a UK limited liability company directly holds 49,050,641 voting rights in the issuer.
  • CFIP CLYD LLC, a Delaware limited liability company (“CFIP”), is the parent of CFIP UK.
  • FIP II UB Investments LP, a Delaware limited partnership (“FIP II”), holds 50% of the membership interests in CFIP.
  • FIP Fund II GP LLC, a Delaware limited liability company (“FIP II GP”), is the general partner of FIP II.
  • Hybrid GP Holdings LLC, a Delaware limited liability company (“Hybrid GP”), is the parent of FIP II GP and indirectly controls the general partners of certain investment funds that hold membership interests in CFIP.
  • FIG LLC, a Delaware limited liability company (“FIG LLC”), is an investment advisor registered with the US Securities and Exchange Commission and indirectly controls the investment advisers to certain investment funds that hold membership interests in CFIP.
  • Fortress Operating Entity I LP, a Delaware limited partnership (“FOE I”), is (i) the sole owner of FIG LLC and (ii) the managing member of, and holds the majority of equity interest in, Hybrid GP.
  • FIG Blue LLC (formerly known as FIG Corp.), a Delaware limited liability company (“FIG Blue”) is the general partner of FOE I.
  • Fortress Investment Group LLC, a Delaware limited liability company (“Fortress”) is the sole owner of FIG Blue. Fortress, acting through the investment advisers owned and controlled by FIG LLC, holds discretionary authority over the funds that indirectly hold the membership interests in CFIP, and can exercise the voting rights associated therewith without any instruction from its clients. Fortress is not a controlled entity.
• Additional information:

This transparency notification relates to the passive upward crossing of the 65% threshold. This results from the fact that the shares that were issued by Celyad on 14 November 2023 in the context of a private placement (the 2023 Private Placement) bear double voting rights as from 14 November 2025. CFIP CLYD (UK) Limited had on 14 November 2023 subscribed to 14,903,846 new shares in Celyad and these shares now bear double voting rights, bringing the total number of shares with double voting right in Celyad held by CFIP CLYD (UK) Limited to 22,858,654 and the total number of voting rights held by CFIP CLYD (UK) Limited to 49,050,641.