LCTX / Lineage Cell Therapeutics, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Lineage Cell Therapeutics, Inc.
US ˙ NYSEAM ˙ US53566P1093

Mga Batayang Estadistika
LEI 5299002BI4W22SDF8R25
CIK 876343
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Lineage Cell Therapeutics, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
August 26, 2025 EX-9.1

LINEAGE ANNOUNCES RESEARCH COLLABORATION WITH WILLIAM DEMANT INVEST TO DEVELOP RESONANCE™ (ANP1) FOR HEARING LOSS

LINEAGE ANNOUNCES RESEARCH COLLABORATION WITH WILLIAM DEMANT INVEST TO DEVELOP RESONANCE™ (ANP1) FOR HEARING LOSS ● Three-year term intended to advance preclinical development of ReSonance ● Up to $12 million of development costs to be contributed by William Demant Invest CARLSBAD, CA – August 26, 2025 - Lineage Cell Therapeutics, Inc.

August 26, 2025 8-K

FORM 8-K Item 7.01 Regulation FD Disclosure. Item 8.01 Other Events. Item 9.01 Financial Statements and Exhibits.

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): August 26, 2025 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (

August 15, 2025 EX-FILING FEES

Calculation of Filing Fee Table Form S-8 (Form Type) Lineage Cell Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) Lineage Cell Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security type Security class title Fee calculation rule Amount registered (1) Proposed maximum offering price per unit (2) Maximum aggregate offering price Fee rate Amount of registration fee Equity Common Sha

August 15, 2025 S-8

As filed with the Securities and Exchange Commission on August 15, 2025

As filed with the Securities and Exchange Commission on August 15, 2025 Registration No.

August 12, 2025 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS SECOND QUARTER 2025 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

LINEAGE CELL THERAPEUTICS REPORTS SECOND QUARTER 2025 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE • Positive RG6501 (OpRegen®) Phase 1/2a Clinical Study 36 Month Results Featured at Clinical Trials at the Summit 2025 • Successfully Reduced-to-Practice Critical Aspect of Commercial-Scale, Cell-Based, GMP Production Processes • First Chronic Patient Treated in New Clinical Study of OPC1 in Patients with Subacute and Chronic Spinal Cord Injury • Hosted the 3rd Annual SCI Investor Symposium CARLSBAD, CA – August 12, 2025 - Lineage Cell Therapeutics, Inc.

August 12, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeut

August 12, 2025 8-K

FORM 8-K Item 2.02 Results of Operations and Financial Condition. Item 9.01 Financial Statements and Exhibits.

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): August 12, 2025 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (

July 2, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): June 26, 2025 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (Co

June 23, 2025 EX-99.1

OPREGEN® (RG6501) 36-MONTH VISUAL ACUITY RESULTS FEATURED AT CLINICAL TRIALS AT THE SUMMIT 2025

OPREGEN® (RG6501) 36-MONTH VISUAL ACUITY RESULTS FEATURED AT CLINICAL TRIALS AT THE SUMMIT 2025 • Mean vision gains of +9 letters among patients with extensive coverage of OpRegen cell therapy to the Geographic Atrophy (GA) lesion site • Evidence of retinal structural improvement persisted out to 3 years • Anatomical and functional improvements occur following a single administration of OpRegen cell therapy CARLSBAD, CA – June 23, 2025 - Lineage Cell Therapeutics, Inc.

June 23, 2025 8-K

FORM 8-K Item 7.01 Regulation FD Disclosure. Item 8.01 Other Events. Item 9.01 Financial Statements and Exhibits.

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): June 23, 2025 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (Co

June 11, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive

June 9, 2025 EX-16.1

Letter from Moss Adams LLP June 3, 2024

Exhibit 16.1 June 9, 2025 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Ladies and Gentlemen: We have read the statements made by Lineage Cell Therapeutics, Inc. included under Item 4.01 of its Current Report on Form 8-K dated June 3, 2025 to be filed with the Securities and Exchange Commission. We agree with the statements concerning our Firm contained therein. Sin

June 9, 2025 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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): June 03, 2025 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (Co

May 13, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 13, 2025 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (Com

May 13, 2025 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS FIRST QUARTER 2025 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

LINEAGE CELL THERAPEUTICS REPORTS FIRST QUARTER 2025 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE • RG6501 (OpRegen®) Phase 1/2a Clinical Study 36 Month Results to be featured June 21st at Clinical Trials at the Summit 2025 • Initiated Clinical Study of OPC1 Delivery Device for Patients with Subacute and Chronic Spinal Cord Injury • Announced 3rd Annual SCI Investor Symposium with Christopher & Dana Reeve Foundation CARLSBAD, CA – May 13, 2025 - Lineage Cell Therapeutics, Inc.

May 13, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeu

May 1, 2025 8-K

Other Events

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 01, 2025 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (Com

April 29, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive

April 29, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive

March 10, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): March 10, 2025 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (C

March 10, 2025 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 Lineage Cell Therapeutics, Inc. The following is a list of subsidiaries of Lineage Cell Therapeutics, Inc. as of December 31, 2024, omitting some subsidiaries which, considered in the aggregate, would not constitute a significant subsidiary. Subsidiary State or Jurisdiction of Incorporation or Organization Cell Cure Neurosciences Ltd Israel ES Cell International Pte. Ltd Singapore

March 10, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

T UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeutic

March 10, 2025 EX-4.02

Description of Capital Stock of the Registrant

Exhibit 4.02 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Lineage Cell Therapeutics, Inc. (the “Company”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934: common shares (the “common shares”). The following is a description of the rights of the common shares and related provisions of: (i) the Company’s Re

March 10, 2025 EX-19.01

Insider Trading Policy effective June 11, 2024

Exhibit 19.01 Insider Trading Policy (As of June 11, 2024) INTRODUCTION The Board of Directors (the “Board”) of Lineage Cell Therapeutics, Inc. (the “Company”) has adopted this Insider Trading Policy (this “Policy”) to promote compliance by Insiders (as defined below) with laws that prohibit certain persons aware of material nonpublic information about a company from (i) trading in securities of t

March 10, 2025 EX-4.03(C)

Warrant issued to Broadwood Partners, L.P. on January 27, 2025

Exhibit 4.03(c) COMMON SHARE PURCHASE WARRANT Lineage Cell Therapeutics, Inc. Warrant Shares: 7,894,737 Issue Date: January 27, 2025 THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Broadwood Partners L.P. or its assigns (the “Holder”) is entitled, upon the terms and conditions hereinafter set forth, at any time on or after May 21, 2025 (the “Initial Exercise

March 10, 2025 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS FOURTH QUARTER AND FULL YEAR 2024 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTS FOURTH QUARTER AND FULL YEAR 2024 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE • Positive 24 Month Visual Acuity Data with OpRegen® in Geographic Atrophy Patients Reported at 2024 Retinal Cell & Gene Therapy Innovation Summit • Signed Services Agreement with Genentech to Further Support Ongoing OpRegen Development • OpRegen Received RMAT Designation

January 28, 2025 EX-99

JOINT FILING AGREEMENT

EX-99 2 d1159607ex-99.htm Exhibit A JOINT FILING AGREEMENT The undersigned agree that this Amendment No. 28 to Schedule 13D, dated January 28, 2025, relating to the Common Shares, no par value, of Lineage Cell Therapeutics, Inc. shall be filed on behalf of the undersigned. Dated: January 28, 2025 Broadwood Partners, L.P. By: Broadwood Capital, Inc. By: /s/ Neal C. Bradsher Name: Neal C. Bradsher T

January 27, 2025 EX-99.1

Lineage Cell Therapeutics Announces CLOSING OF SECOND TRANCHE OF PREVIOUSLY ANNOUNCED Registered Direct Offering Lineage Has Now Received $30 Million in Gross Proceeds and May Receive an Additional $36 Million in Gross Proceeds Upon the Full Exercise

Lineage Cell Therapeutics Announces CLOSING OF SECOND TRANCHE OF PREVIOUSLY ANNOUNCED Registered Direct Offering Lineage Has Now Received $30 Million in Gross Proceeds and May Receive an Additional $36 Million in Gross Proceeds Upon the Full Exercise of OpRegen® Clinical Milestone-linked Warrants CARLSBAD, CA – January 27, 2025 - Lineage Cell Therapeutics, Inc.

January 27, 2025 EX-4.1

COMMON SHARE PURCHASE WARRANT Lineage Cell Therapeutics, Inc.

COMMON SHARE PURCHASE WARRANT Lineage Cell Therapeutics, Inc. Warrant Shares: 7,894,737 Issue Date: January 27, 2025 THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Broadwood Partners L.P. or its assigns (the “Holder”) is entitled, upon the terms and conditions hereinafter set forth, at any time on or after May 21, 2025 (the “Initial Exercise Date”) and on or

January 27, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

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): January 27, 2025 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation)

December 9, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive

November 29, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive

November 21, 2024 SC 13D/A

LCTX / Lineage Cell Therapeutics, Inc. / BROADWOOD PARTNERS, L.P. Activist Investment

SC 13D/A 1 d1153438113d-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 27) Lineage Cell Therapeutics, Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 53566P109 (CUSIP Number) Neal C. Bradsher c/o Broadwood Capital, Inc. 156 West 56th Street, 3rd Floor New York, New York 100

November 21, 2024 424B5

Up to 39,473,688 Common Shares Common Warrants to Purchase up to 39,473,688 Common Shares Placement Agent Warrants to Purchase up to 1,973,684 Common Shares Up to 41,447,372 Common Shares underlying such Common Warrants and Placement Agent Warrants

Filed Pursuant to Rule 424(b)(5) Registration No. 333-277758 PROSPECTUS SUPPLEMENT (To prospectus dated May 14, 2024) Up to 39,473,688 Common Shares Common Warrants to Purchase up to 39,473,688 Common Shares Placement Agent Warrants to Purchase up to 1,973,684 Common Shares Up to 41,447,372 Common Shares underlying such Common Warrants and Placement Agent Warrants We are offering up to 39,473,688

November 20, 2024 8-K

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

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): November 19, 2024 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation)

November 20, 2024 EX-10.1

Form of Securities Purchase Agreement dated November 19, 2024, between Lineage Cell Therapeutics, Inc. and the purchaser parties thereto

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 19, 2024, between Lineage Cell Therapeutics, Inc., a California corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms a

November 20, 2024 EX-99.1

Lineage Cell Therapeutics Announces Pricing of up to $66 Million Registered Direct Offering $30 Million Upfront With Up to an Additional $36 Million of Aggregate Gross Proceeds Upon the Exercise in Full of Clinical Milestone-linked Common Warrants

Exhibit 99.1 Lineage Cell Therapeutics Announces Pricing of up to $66 Million Registered Direct Offering $30 Million Upfront With Up to an Additional $36 Million of Aggregate Gross Proceeds Upon the Exercise in Full of Clinical Milestone-linked Common Warrants CARLSBAD, CA – November 20, 2024 - Lineage Cell Therapeutics, Inc. (NYSE American and TASE: LCTX), a clinical-stage biotechnology company d

November 20, 2024 EX-10.2

Form of Securities Purchase Agreement dated November 19, 2024, between Lineage Cell Therapeutics, Inc. and Broadwood Partners, L.P.

Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 19, 2024, between Lineage Cell Therapeutics, Inc., a California corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms a

November 20, 2024 EX-4.3

Form of Placement Agent Warrant

Exhibit 4.3 PLACEMENT AGENT COMMON SHARE PURCHASE WARRANT Lineage Cell Therapeutics, Inc. Warrant Shares: Issue Date: November 21, 2024 Initial Exercise Date: May 21, 2025 THIS PLACEMENT AGENT COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions herei

November 20, 2024 EX-4.1

Form of Common Stock Purchase Warrant issued pursuant to the Securities Purchase Agreement dated November 19, 2024, between Lineage Cell Therapeutics, Inc. and the purchaser parties thereto

Exhibit 4.1 COMMON SHARE PURCHASE WARRANT Lineage Cell Therapeutics, Inc. Warrant Shares: Issue Date: November 21, 2024 Initial Exercise Date: May 21, 2025 THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on

November 20, 2024 EX-4.2

Form of Common Stock Purchase Warrant issued pursuant to the Securities Purchase Agreement dated November 19, 2024, between Lineage Cell Therapeutics, Inc. and Broadwood Partners, L.P.

Exhibit 4.2 COMMON SHARE PURCHASE WARRANT Lineage Cell Therapeutics, Inc. Warrant Shares: Issue Date: Stockholder Approval Date THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and conditions hereinafter set forth, at any time on or after the later of (a) Stockholder Approval Date and (b) the six month

November 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Ther

November 14, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 14, 2024 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation)

November 14, 2024 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS THIRD QUARTER 2024 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTS THIRD QUARTER 2024 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE • OpRegen® Granted Regenerative Medicine Advanced Therapy (RMAT) Designation From FDA • ReSonance™ (ANP1) Preclinical Results Presented at 59th Annual Inner Ear Biology Workshop • Added to 2024 Russell 3000® Index CARLSBAD, CA – November 14, 2024 - Lineage Cell Therapeutics, Inc. (NYSE

August 8, 2024 EX-10.1

Second Amended and Restated License Agreement dated June 15, 2017, between Cell Cure Neurosciences, Ltd. and Hadasit Medical Research Services and Development Ltd.

Exhibit 10.1 CERTAIN INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT (AND ITS ANNEXES) BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. IN THIS EXHIBIT (AND ITS ANNEXES), “[*]” INDICATES WHERE SUCH INFORMATION HAS BEEN OMITTED. SECOND AMENDED AND RESTATED LICENSE AGREEMENT This Second Amended and Restated License Agreement (this “Second Amendmen

August 8, 2024 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS SECOND QUARTER 2024 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTS SECOND QUARTER 2024 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE • 24 Month Visual Acuity Benefits from a Single Administration with OpRegen® Reported at 2024 Retinal Cell & Gene Therapy Innovation Summit • Supported OpRegen for Geographic Atrophy in Phase 2a Study in Collaboration with Roche and Genentech • Initiated Activities Under Recently Estab

August 8, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 08, 2024 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (

August 8, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeut

June 14, 2024 EX-16.1

Letter from WithumSmith+Brown, PC dated June 11, 2024

EXHIBIT 16.1 June 11, 2024 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read the statements included under Item 4.01 of the Form 8-K dated June 11, 2024 to be filed by our former client Lineage Cell Therapeutics, Inc. We agree with the statements under Item 4.01 insofar as they relate to our Firm. We are not

June 14, 2024 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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): June 11, 2024 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (Co

June 13, 2024 8-K

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

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): June 11, 2024 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (Co

June 13, 2024 EX-3.1(A)

Second Amended and Restated Bylaws

EXHIBIT 3.1(a) SECOND AMENDED AND RESTATED BYLAWS OF LINEAGE CELL THERAPEUTICS, INC. a California corporation Article I OFFICES Section 1. Principal Office. Offices of Lineage Cell Therapeutics, Inc. (the “Corporation”) may be established and maintained at such place or places, either within or without the State of California, as the Board of Directors of the Corporation (the “Board of Directors”)

June 13, 2024 EX-3.1(B)

Second Amended and Restated Bylaws of Lineage Cell Therapeutics, Inc. (marked to show changes against prior version).

EXHIBIT 3.1(b) SECOND AMENDED AND RESTATED BYLAWS OF LINEAGE CELL THERAPEUTICS, INC. a California corporation Article I ARTICLE I OFFICES Section 1. Section 1. Principal Office. Offices of Lineage Cell Therapeutics, Inc. (the “Corporation”) may be established and maintained at such place or places, either within or without the State of California, as the Board of Directors of the Corporation (the

May 14, 2024 424B5

Up to $39,966,424 Common Shares

Filed Pursuant to Rule 424(b)(5) Registration No. 333-277758 PROSPECTUS SUPPLEMENT (To prospectus dated May 14, 2024) Up to $39,966,424 Common Shares We have entered into a sales agreement (the “sales agreement”) with B. Riley Securities, Inc. (“B. Riley”) relating to the sale of our common shares offered by this prospectus supplement and the accompanying prospectus. We may offer and sell common s

May 14, 2024 8-K

Financial Statements and Exhibits, Other Events

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 14, 2024 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (Com

May 9, 2024 EX-10.2

Amendment No. 1 to Employment Agreement entered into as of March 6, 2024 between Registrant and Jill A. Howe

Exhibit 10.2 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This Amendment No. 1 to Employment Agreement (this “Amendment No. 1”) is entered into as of March 6, 2024, Lineage Cell Therapeutics, Inc., a California corporation (together with any successor in interest thereto that has assumed its rights and obligations hereunder, whether by operation of law or otherwise, “Company”), and Jill A. Howe (“Execu

May 9, 2024 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS FIRST QUARTER 2024 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTS FIRST QUARTER 2024 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ● Established New Services Agreement with Genentech to Support Ongoing Development of the OpRegen® Program ● Long-Term Visual Benefits from a Single Administration with OpRegen Reported at 2024 Retinal Cell & Gene Therapy Innovation Summit ● OpRegen Preclinical Results Presented at 2024

May 9, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeu

May 9, 2024 EX-10.1

Amendment No. 1 to Employment Agreement entered into as of March 6, 2024 between Registrant and Brian M. Culley

Exhibit 10.1 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This Amendment No. 1 to Employment Agreement (this “Amendment No. 1”) is entered into as of March 6, 2024, Lineage Cell Therapeutics, Inc., a California corporation (together with any successor in interest thereto that has assumed its rights and obligations hereunder, whether by operation of law or otherwise, “Company”), and Brian Michael Culley

May 9, 2024 EX-10.3

Amendment No. 1 to Employment Agreement entered into as of March 6, 2024 between Registrant and George A. Samuel III

Exhibit 10.3 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This Amendment No. 1 to Employment Agreement (this “Amendment No. 1”) is entered into as of March 6, 2024, Lineage Cell Therapeutics, Inc., a California corporation (together with any successor in interest thereto that has assumed its rights and obligations hereunder, whether by operation of law or otherwise, “Company”), and George A. Samuel III

May 9, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 09, 2024 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (Com

April 29, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive

April 29, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive

March 22, 2024 424B5

Up to $40,000,000 Common Shares

Filed Pursuant to Rule 424(b)(5) Registration No. 333-254167 PROSPECTUS SUPPLEMENT (To prospectus dated March 19, 2021) Up to $40,000,000 Common Shares We have entered into a sales agreement (the “sales agreement”) with B. Riley Securities, Inc. (“B. Riley”) relating to the sale of our common shares offered by this prospectus supplement and the accompanying prospectus. We may offer and sell common

March 22, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): March 12, 2024 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (C

March 22, 2024 EX-1.1

Sales Agreement, dated March 22, 2024, by and between Lineage Cell Therapeutics, Inc. and B. Riley Securities, Inc.

Exhibit 1.1 Lineage Cell Therapeutics, Inc. Common Shares (no par value per share) Sales Agreement March 22, 2024 B. Riley Securities, Inc. 299 Park Avenue, 21st Floor New York, NY 10171 Ladies and Gentlemen: Lineage Cell Therapeutics, Inc., a California corporation (the “Company”), confirms its agreement (this “Agreement”) with B. Riley Securities, Inc. (the “Agent”), as follows: 1. Issuance and

March 7, 2024 EX-97

Lineage Cell Therapeutics, Inc. Clawback Policy

Exhibit 97 LINEAGE CELL THERAPEUTICS, INC. POLICY ON RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION November 22, 2023 1. Overview The Board believes that it is in the best interests of the Company and its shareholders to adopt this Policy to provide for the recovery of certain Incentive-Based Compensation in the event of an Accounting Restatement. This Policy is designed to comply with, and shall be

March 7, 2024 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 Lineage Cell Therapeutics, Inc. The following is a list of subsidiaries of Lineage Cell Therapeutics, Inc. as of December 31, 2023, omitting some subsidiaries which, considered in the aggregate, would not constitute a significant subsidiary. Subsidiary State or Jurisdiction of Incorporation or Organization Cell Cure Neurosciences Ltd Israel ES Cell International Pte. Ltd Singapore

March 7, 2024 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS FOURTH QUARTER AND FULL YEAR 2023 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

LINEAGE CELL THERAPEUTICS REPORTS FOURTH QUARTER AND FULL YEAR 2023 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE • Advanced OpRegen® For Dry AMD in Phase 2a Study in Collaboration with Roche and Genentech • Closed $14 Million Registered Direct Offering • OPC1 Investigational New Drug Amendment Cleared; New Clinical Trial Planned • Initiated Development of Hypoimmune iPSC Cell Line for Neurology Indications Under Gene Editing Collaboration with Eterna Therapeutics • Added to Russell 3000® Index • Established 1st Annual Spinal Cord Injury Investor Symposium CARLSBAD, CA – March 7, 2024 - Lineage Cell Therapeutics, Inc.

March 7, 2024 EX-FILING FEES

Filing fee table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Lineage Cell Therapeutics, Inc.

March 7, 2024 EX-10.04(A)

Separation, Release and Consulting Agreement dated November 30, 2023 between Registrant and Gary S. Hogge

Exhibit 10.04(a) November 30, 2023 Gary S. Hogge, DVM, PhD. c/o Lineage Cell Therapeutics, Inc. 2173 Salk Avenue, Suite 200 Carlsbad, CA 92008 Re: Separation, Release and Consulting Agreement Dear Gary: This Separation, Release and Consulting Agreement (this “Agreement”) summarizes the terms and conditions of the separation, release and consulting agreement that Lineage Cell Therapeutics, Inc. (“L

March 7, 2024 EX-4.3

Form of Indenture, between the registrant and one or more trustees to be named

Exhibit 4.3 LINEAGE CELL THERAPEUTICS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20 Debt Securities Table Of Contents Page article 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee’s Certifica

March 7, 2024 8-K

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

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): March 07, 2024 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation) (C

March 7, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeutics,

March 7, 2024 EX-10.04(B)

Amendment to Stock Option Agreements dated December 4, 2023 between Registrant and Gary S. Hogge

Exhibit 10.04(b) AMENDMENT TO STOCK OPTION AGREEMENTS This AMENDMENT TO STOCK OPTION AGREEMENTS (this “Amendment”), is made and entered into as of December 4, 2023 (the “Amendment Date”), by and between Lineage Cell Therapeutics, Inc., a California corporation (the “Company”), and Dr. Gary S. Hogge, an individual (“Dr. Hogge”). WHEREAS, the Company and Dr. Hogge previously entered into stock optio

March 7, 2024 S-3

As filed with the Securities and Exchange Commission on March 7, 2024

As filed with the Securities and Exchange Commission on March 7, 2024 Registration No.

February 15, 2024 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 14, 2024 Lineage Cell Therapeutics, Inc.

February 8, 2024 SC 13D/A

LCTX / Lineage Cell Therapeutics, Inc. / BROADWOOD PARTNERS, L.P. Activist Investment

SC 13D/A 1 d1097407013d-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 26) Lineage Cell Therapeutics, Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 53566P109 (CUSIP Number) Neal C. Bradsher c/o Broadwood Capital, Inc. 142 West 57th Street, 11th Floor New York, New York 10

February 6, 2024 EX-10.1

Form of Stock Purchase Agreement

Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of February 6, 2024 (the “Effective Date”), between Lineage Cell Therapeutics, Inc., a California corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). Article 1 PU

February 6, 2024 424B5

13,461,540 Common Shares

Filed Pursuant to Rule 424(b)(5) Registration No. 333-254167 PROSPECTUS SUPPLEMENT (To prospectus dated March 19, 2021) 13,461,540 Common Shares We are offering 13,461,540 of our common shares to certain investors in a registered direct offering pursuant to this prospectus supplement, the accompanying prospectus, and a stock purchase agreement with such investors. Each common share will be sold at

February 6, 2024 424B5

Lineage Cell Therapeutics, Inc. Up to $40,000,000 Common Shares

Filed Pursuant to Rule 424(b)(5) Registration No. 333-254167 PROSPECTUS SUPPLEMENT (To prospectus dated March 19, 2021 and prospectus supplements dated May 18, 2023 and December 21, 2021) Lineage Cell Therapeutics, Inc. Up to $40,000,000 Common Shares This prospectus supplement updates and amends certain information in the prospectus supplements dated May 18, 2023 and December 21, 2021, in each ca

February 6, 2024 8-K

Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits

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): February 6, 2024 LINEAGE CELL THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) California 001-12830 94-3127919 (State or other jurisdiction of incorporation)

February 6, 2024 EX-99.1

LINEAGE CELL THERAPEUTICS ANNOUNCES $14.0 MILLION REGISTERED DIRECT OFFERING

Exhibit 99.1 LINEAGE CELL THERAPEUTICS ANNOUNCES $14.0 MILLION REGISTERED DIRECT OFFERING CARLSBAD, CA – February 6, 2024 - Lineage Cell Therapeutics, Inc. (NYSE American and TASE: LCTX), a clinical-stage biotechnology company developing allogeneic cell therapies for unmet medical needs, today announced that it entered into a definitive agreement with certain investors for the purchase and sale of

November 13, 2023 S-8

As filed with the Securities and Exchange Commission on November 13, 2023

As filed with the Securities and Exchange Commission on November 13, 2023 Registration No.

November 13, 2023 EX-FILING FEES

Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) Lineage Cell Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security type Security class title Fee calculation rule Amount registered (1) Proposed maximum offering price per unit (2) Maximum aggregate offering price Fee rate Amount of registration fee Equity Common Sha

November 9, 2023 EX-3.1

Restated Articles of Incorporation, as amended

Exhibit 3.1 RESTATED ARTICLES OF INCORPORATION OF BIOTIME, INC. Michael D. West, Ph.D., Aditya Mohanty, and Judith Segall certify that: 1. They are the Co-Chief Executive Officers and the Secretary, respectively, of BioTime, Inc., a California Corporation. 2. The Articles of Incorporation of this corporation, as amended to date (the “Articles of Incorporation”), without alterations or amendments (

November 9, 2023 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 9, 2023 Lineage Cell Therapeutics, Inc.

November 9, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Ther

November 9, 2023 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS THIRD QUARTER 2023 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTS THIRD QUARTER 2023 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ● Enrollment Continues in Phase 2a Clinical Study of RG6501 (OpRegen®) in Patients with Geographic Atrophy (GA) Secondary to Age-Related Macular Degeneration (AMD) Under Management of Genentech, a Member of the Roche Group ● Additional RG6501 (OpRegen®) Data Presented at 23rd Annual EUR

September 7, 2023 8-K

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): September 6, 2023 Lineage Cell Th

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): September 6, 2023 Lineage Cell Therapeutics, Inc. (Exact name of Registrant as Specified in Its Charter) California 001-12830 94-3127919 (State or Other Jurisdiction of Incorporation)

August 10, 2023 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTs SECOND QUARTER 2023 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTs SECOND QUARTER 2023 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ● Enrollment Continues in Phase 2a Clinical Study of RG6501 (OpRegen®) in Patients with GA Secondary to AMD Under Management of Genentech, a Member of the Roche Group ● FDA Type B Meeting Response Provides Path for New OPC1 Delivery Device ● Positive Topline Data Reported from Phase 1

August 10, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 10, 2023 Lineage Cell Therap

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 10, 2023 Lineage Cell Therapeutics, Inc.

August 10, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeut

July 27, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive

July 27, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive

July 11, 2023 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive

June 21, 2023 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 21, 2023 Lineage Cell Therapeutics, Inc.

May 18, 2023 424B5

Up to $63,857,188 Common Shares

Filed Pursuant to Rule 424(b)(5) Registration No. 333-254167 PROSPECTUS SUPPLEMENT (To prospectus dated March 19, 2021 and prospectus supplement dated December 21, 2021) Up to $63,857,188 Common Shares On December 21, 2021, we filed with the Securities and Exchange Commission (the “SEC”) a prospectus supplement (the “December 2021 prospectus supplement”) for the offer and sale from time to time of

May 18, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 18, 2023 Lineage Cell Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 18, 2023 Lineage Cell Therapeutics, Inc.

May 11, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeu

May 11, 2023 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTs FIRST QUARTER 2023 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTs FIRST QUARTER 2023 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ● Additional RG6501 (OpRegen®) Phase 1/2a Clinical Study Results Presented at ARVO 2023 ● Enrolling Phase 2a Clinical Study of RG6501 (OpRegen) in Patients with GA Secondary to AMD Under Management of Genentech, a Member of the Roche Group ● Awarded CIRM Grant to Support 1st Annual Spin

May 11, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 11, 2023 Lineage Cell Therapeut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 11, 2023 Lineage Cell Therapeutics, Inc.

April 27, 2023 EX-31.04

Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302(a) of the Sarbanes- Oxley Act of 2002

Exhibit 31.04 CERTIFICATIONS I, Jill Ann Howe, certify that: 1. I have reviewed this Amendment No. 1 on Form 10-K/A to the Annual Report on Form 10-K of Lineage Cell Therapeutics, Inc.; and 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which s

April 27, 2023 EX-31.03

Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302(a) of the Sarbanes- Oxley Act of 2002

Exhibit 31.03 CERTIFICATIONS I, Brian M. Culley, certify that: 1. I have reviewed this Amendment No. 1 on Form 10-K/A to the Annual Report on Form 10-K of Lineage Cell Therapeutics, Inc.; and 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which

April 27, 2023 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineag

March 9, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 9, 2023 Lineage Cell Therapeu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 9, 2023 Lineage Cell Therapeutics, Inc.

March 9, 2023 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTs FOURTH QUARTER AND FULL YEAR 2022 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTs FOURTH QUARTER AND FULL YEAR 2022 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ● Phase 2a Clinical Study of RG6501 (OpRegen®) in Patients with GA Secondary to AMD Initiated by Genentech, a Member of the Roche Group ● Submitted RMAT and Pre-IND Materials to Support OPC1 and VAC2 Programs in Spinal Cord Injury and Oncology, Respectively ● Launched Two

March 9, 2023 EX-10.07

Employment Agreement dated November 14, 2022 between Registrant and Jill A. Howe

Exhibit 10.07 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made as of October 28, 2022, by and between Lineage Cell Therapeutics, Inc., a California corporation (together with any successor in interest thereto that has assumed its rights and obligations hereunder, whether by operation of law or otherwise, “Company”), and Jill Ann Howe (“Executive”). NOW, THEREFORE, in consi

March 9, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeutics,

March 9, 2023 EX-10.21

Stipulation and Agreement of Compromise and Settlement dated October 26, 2022

Exhibit 10.21 IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE neil d. ross, on behalf of himself and all others similarly situated, Plaintiff, v. LiNEAGE CELL THERAPEUTICS, INC. f/k/a BioTime, Inc., Michael H. Mulroy, Alfred D. Kingsley, Richard T. LeBuhn, and Aditya Mohanty, Defendants. ) ) ) ) ) ) ) ) ) ) ) ) C.A. No. 2019-0822-LWW STIPULATION AND AGREEMENT OF COMPROMISE AND SETTLEMENT This St

March 9, 2023 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 Lineage Cell Therapeutics, Inc. The following is a list of subsidiaries of Lineage Cell Therapeutics, Inc. as of December 31, 2022, omitting some subsidiaries which, considered in the aggregate, would not constitute a significant subsidiary. Subsidiary State or Jurisdiction of Incorporation or Organization Cell Cure Neurosciences Ltd Israel ES Cell International Pte. Ltd Singapore

January 23, 2023 EX-99.1

Corporate Presentation dated January 23, 2023

Exhibit 99.1

January 23, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 23, 2023 Lineage Cell Therapeutics, Inc.

November 10, 2022 EX-10.3

Amended and Restated Employment Agreement dated September 26, 2022 between Registrant and George A. Samuel III

Exhibit 10.3 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made as of September 26, 2022, by and between Lineage Cell Therapeutics, Inc., a California corporation (together with any successor in interest thereto that has assumed its rights and obligations hereunder, whether by operation of law or otherwise, “Company”), and George A.

November 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Ther

November 10, 2022 EX-10.2

Amended and Restated Employment Agreement dated September 26, 2022 between Registrant and Brian Michael Culley

Exhibit 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made as of September 26, 2022, by and between Lineage Cell Therapeutics, Inc., a California corporation (together with any successor in interest thereto that has assumed its rights and obligations hereunder, whether by operation of law or otherwise, “Company”), and Brian Mich

November 10, 2022 EX-10.4

Amended and Restated Employment Agreement dated September 26, 2022 between Registrant and Gary S. Hogge

Exhibit 10.4 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made as of September 26, 2022, by and between Lineage Cell Therapeutics, Inc., a California corporation (together with any successor in interest thereto that has assumed its rights and obligations hereunder, whether by operation of law or otherwise, “Company”), and Gary S. Ho

November 10, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 10, 2022 Lineage Cell Ther

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 10, 2022 Lineage Cell Therapeutics, Inc.

November 10, 2022 EX-10.5

Executive Performance Incentive Bonus Plan, adopted September 2022

Exhibit 10.5 EXECUTIVE PERFORMANCE INCENTIVE BONUS PLAN Adopted on September 20, 2022 This Executive Performance Incentive Bonus Plan (this “Plan”) was adopted by the Board of Directors (the “Board”) of Lineage Cell Therapeutics, Inc., a California corporation (the “Company”). Unless the Board determines otherwise, the Compensation Committee shall be the administrator of this Plan (the “Administra

November 10, 2022 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTs THIRD QUARTER 2022 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTs THIRD QUARTER 2022 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ● Appointed Jill Howe as Chief Financial Officer ● Established New R&D Facility and Expanded Existing cGMP Manufacturing Facility ● Received Notice of Allowance for Patent Applications Covering Directed Differentiation Methods for Retinal Pigmented Epithelium and Oligodendrocyte Progeni

October 31, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 28, 2022 Lineage Cell Therapeutics, Inc.

October 28, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 26, 2022 Lineage Cell Therapeutics, Inc.

September 30, 2022 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2022 Lineage Cell Therapeutics, Inc.

September 26, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 20, 2022 Lineage Cell Therapeutics, Inc.

August 11, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeut

August 11, 2022 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 11, 2022 Lineage Cell Therapeutics, Inc.

August 11, 2022 EX-10.1

Form of Indemnification Agreement entered into between the Registrant and its Directors and Officers

Exhibit 10.1 FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of , by and between Lineage Cell Therapeutics, Inc., a California corporation (the ?Company?), and (?Indemnitee?). Whereas, the Company desires to attract and retain the services of highly qualified individuals as directors and officers; Whereas, the Articles of Incorporation authorize the Compan

August 11, 2022 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTs SECOND QUARTER 2022 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTs SECOND QUARTER 2022 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ? Advanced RG6501 (OpRegen?) Development in Partnership with Roche and Genentech ? Published OPC1 Phase 1/2a Clinical Study Results in Journal of Neurosurgery: Spine ? Completed Key Activities to Support Planned Regulatory Interactions for OPC1 and VAC2 ? Expanded Collaboration with Ad

July 7, 2022 EX-10.1

Separation Agreement dated July 5, 2022, between Lineage Cell Therapeutics, Inc. and Kevin L. Cook

Exhibit 10.1 July 5, 2022 Kevin L. Cook c/o Lineage Cell Therapeutics, Inc. 2173 Salk Avenue, Suite 200 Carlsbad, CA 92008 Re: Separation Agreement Dear Kevin: This letter agreement (this ?Agreement?) summarizes the terms of the separation agreement that Lineage Cell Therapeutics, Inc. (?Lineage?) is offering to you in connection with your employment termination. 1. Employment Resignation. (a) Sep

July 7, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 5, 2022 Lineage Cell Therapeutics, Inc.

June 17, 2022 8-K

Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 16, 2022 Lineage Cell Therapeutics, Inc.

June 17, 2022 EX-10.2

Share Purchase and Transfer Agreement, dated June 16, 2017, by and among registrant, HBL-Hadasit Bio-Holdings Ltd. and Cell Cure Neurosciences Ltd.

Exhibit 10.2 CERTAIN INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. IN THIS EXHIBIT, ?[ * ]? INDICATES WHERE SUCH INFORMATION HAS BEEN OMITTED. SHARE PURCHASE AND TRANSFER AGREEMENT THIS SHARE PURCHASE AND TRANSFER AGREEMENT (the ?Agreement?) is made and entered on June 16, 2017 (?Effective Date?

June 17, 2022 EX-10.1

Debt and Note Purchase Agreement, dated June 16, 2017, and Amendment to Debt and Note Purchase Agreement, dated as of June 29, 2017, between registrant and HBL-Hadasit Bio-Holdings Ltd.

Exhibit 10.1 CERTAIN INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. IN THIS EXHIBIT, ?[ * ]? INDICATES WHERE SUCH INFORMATION HAS BEEN OMITTED. DEBT AND NOTE PURCHASE AGREEMENT THIS DEBT AND NOTE PURCHASE AGREEMENT (the ?Agreement?) is made and entered on June 16 2017 (?Effective Date?), by and b

May 12, 2022 8-K

Regulation FD Disclosure, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 11, 2022 (May 3, 2022) Lineage Cell Therapeutics, Inc.

May 12, 2022 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTs FIRST QUARTER 2022 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTs FIRST QUARTER 2022 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ? Reported RG6501 (OpRegen?) Clinical Results at 2022 ARVO Meeting; Outer Retinal Structure Improvement Observed in Five Dry AMD Patients ? Expanded Pipeline with Two New Cell Therapy Development Programs; Auditory Neurons and Photoreceptors ? Announced Completion of Enrollment in VAC2

May 12, 2022 EX-99.1

RG6501 (OPREGEN®) PHASE 1/2A CLINICAL RESULTS SUPPORT THE POTENTIAL FOR OPREGEN TO SLOW, STOP OR REVERSE DISEASE PROGRESSION IN GEOGRAPHIC ATROPHY SECONDARY TO AGE-RELATED MACULAR DEGENERATION

Exhibit 99.1 RG6501 (OPREGEN?) PHASE 1/2A CLINICAL RESULTS SUPPORT THE POTENTIAL FOR OPREGEN TO SLOW, STOP OR REVERSE DISEASE PROGRESSION IN GEOGRAPHIC ATROPHY SECONDARY TO AGE-RELATED MACULAR DEGENERATION ? 12-Month Primary Endpoint Data Suggest OpRegen is Well Tolerated with an Acceptable Safety Profile ? Preliminary Evidence of Visual Function and Outer Retinal Structure Improvements Observed i

May 12, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeu

May 12, 2022 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 12, 2022 Lineage Cell Therapeutics, Inc.

April 29, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X]

April 29, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive

March 25, 2022 SC 13D/A

LCTX / Lineage Cell Therapeutics Inc / BROADWOOD PARTNERS, L.P. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

March 10, 2022 EX-10.13

Collaboration and License Agreement dated December 17, 2021, between F. Hoffmann-La Roche Ltd, Genentech, Inc., Cell Cure Neurosciences Ltd., and Registrant

Exhibit 10.13 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. COLLABORATION AND LICENSE AGREEMENT BETWEEN LINEAGE CELL THERAPEUTICS, INC. AND CELL CURE NEUROSCIENCES LTD. AND GENENTECH, INC. AND F. HOFFMANN-LA ROCHE LTD AS OF DECEMBER 17, 20

March 10, 2022 EX-10.4B

Second Amendment to Hadasit License dated December 1, 2019

Exhibit 10.4 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LICENSE AGREEMENT This Second Amendment (this ?Amendment?) is made on December 1, 2019 as an amendment to the Second Amended and Res

March 10, 2022 EX-21.1

List of Subsidiaries

Exhibit 21.1 Lineage Cell Therapeutics, Inc. The following is a list of subsidiaries of Lineage Cell Therapeutics, Inc. as of December 31, 2021, omitting some subsidiaries which, considered in the aggregate, would not constitute a significant subsidiary. Subsidiary State or Jurisdiction of Incorporation or Organization Asterias Biotherapeutics, Inc. Delaware Cell Cure Neurosciences Ltd Israel ES C

March 10, 2022 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 10, 2022 Lineage Cell Therapeutics, Inc.

March 10, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeutics,

March 10, 2022 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTs FOURTH QUARTER AND FULL YEAR 2021 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTs FOURTH QUARTER AND FULL YEAR 2021 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ? Established Exclusive Worldwide Collaboration and License Agreement with Roche and Genentech for the Development and Commercialization of RG6501 (OpRegen?) in Transaction Worth up to $670 Million ? Retinal Tissue Restoration and Visual Improvements Reported in Four Pati

March 10, 2022 EX-10.4C

Side Letter Agreement dated December 17, 2021 between Hadasit Medical Research Services and Development Ltd., Cell Cure Neurosciences Ltd., Genentech, Inc. and F. Hoffmann-La Roche Ltd

Exhibit 10.4(c) CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SIDE LETTER TO SECOND AMENDED AND RESTATED LICENSE AGREEMENT This side letter (?Side Letter?) to the Second Amended and Restated License Agreement is made and entered into, effe

March 10, 2022 EX-10.4D

Second Side Letter Agreement dated December 17, 2021 between Hadasit Medical Research Services and Development Ltd. and Cell Cure Neurosciences Ltd.

Exhibit 10.4(d) CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Confidential December 17, 2021 SECOND SIDE LETTER TO SECOND AMENDED AND RESTATED LICENSE AGREEMENT This side letter (the ?Second Side Letter?) to the Second Amended and Restated

February 14, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 11, 2022 Lineage Cell Therapeutics, Inc.

December 21, 2021 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 21, 2021 Lineage Cell Therapeutics, Inc.

December 21, 2021 424B5

Up to $64,133,000 Common Shares

Filed Pursuant to Rule 424(b)(5) Registration Nos. 333-254167 and 333-237975 PROSPECTUS SUPPLEMENT (To Prospectuses dated March 19, 2021 and May 8, 2020) Up to $64,133,000 Common Shares We have entered into a Controlled Equity OfferingSM Sales Agreement (the ?sales agreement?) with Cantor Fitzgerald & Co. (?Cantor Fitzgerald?) relating to our common shares offered by this prospectus supplement. In

December 20, 2021 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 17, 2021 Lineage Cell Therapeutics, Inc.

December 20, 2021 EX-99.1

LINEAGE ESTABLISHES EXCLUSIVE WORLDWIDE COLLABORATION WITH GENENTECH FOR THE DEVELOPMENT AND COMMERCIALIZATION OF OPREGEN® RPE CELL THERAPY FOR THE TREATMENT OF OCULAR DISORDERS

Exhibit 99.1 LINEAGE ESTABLISHES EXCLUSIVE WORLDWIDE COLLABORATION WITH GENENTECH FOR THE DEVELOPMENT AND COMMERCIALIZATION OF OPREGEN? RPE CELL THERAPY FOR THE TREATMENT OF OCULAR DISORDERS ? Genentech Will Pay Lineage $50 Million Upfront ? Eligible to Receive a Total of $670 Million in Upfront and Milestone Payments ? Conference Call to Discuss Collaboration Planned for 8 a.m. ET CARLSBAD, CA? D

December 13, 2021 EX-99.1

Lineage Reports Fourth Case of Retinal Tissue Restoration With OpRegen®

Exhibit 99.1 Lineage Reports Fourth Case of Retinal Tissue Restoration With OpRegen? ? Four Patients With Dry Age-Related Macular Degeneration Observed to Have Areas of Geographic Atrophy Which Diminished or Remained Unchanged Relative to Baseline for a Period of at Least 12 Months ? All Four Patients Exhibited Improvements in Visual Acuity at 12 Months ? Differences in Visual Acuity Between Treat

December 13, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 13, 2021 Lineage Cell Therapeutics, Inc.

November 10, 2021 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 10, 2021 Lineage Cell Therapeutics, Inc.

November 10, 2021 EX-99.1

LINEAGE REPORTs THIRD QUARTER 2021 FINANCIAL RESULTS AND HIGHLIGHTS PROGRESS FROM CLINICAL CELL THERAPY PROGRAMS

Exhibit 99.1 LINEAGE REPORTs THIRD QUARTER 2021 FINANCIAL RESULTS AND HIGHLIGHTS PROGRESS FROM CLINICAL CELL THERAPY PROGRAMS ? OpRegen? Continues to Demonstrate Functional and Anatomical Improvements in Patients with Dry AMD ? Performance Testing Underway to Support New Delivery Device for OPC1 Clinical Trials ? Cash, Cash Equivalents, and Marketable Securities of $65.1 Million CARLSBAD, CA ? Nov

November 10, 2021 EX-10.1

First Amendment to Separation and Consulting Agreement dated July 20, 2021, between Registrant and Brandi L. Roberts

Exhibit 10.1 FIRST AMENDMENT TO CONSULTING AGREEMENT This First Amendment to the Consulting Agreement (the ?Amendment?) is entered into as of July 20, 2021 among Brandi L. Roberts, (?Consultant?) and Lineage Cell Therapeutics, Inc., (?Lineage?) (collectively, the ?Parties?). WHEREAS, the Parties have previously entered into that certain Separation and Consulting Agreement, dated January 20, 2021 (

November 10, 2021 EX-10.2

Employment Agreement dated August 5, 2021, between Registrant and George A. Samuel III

Exhibit 10.2 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this ?Agreement?) is made August 5, 2021, by and between Lineage Cell Therapeutics, Inc. (?Company?), a California corporation, and George Samuel (?Executive?). NOW, THEREFORE, in consideration of the terms and conditions hereinafter set forth, the parties hereto agree as follows: 1. Engagement; Position and Duties. (a) Position and Duties. C

November 10, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Ther

September 30, 2021 8-K

Regulation FD Disclosure, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 30, 2021 Lineage Cell Therapeutics, Inc.

September 30, 2021 EX-99.1

PROMISING NEW OpREGEN® CLINICAL DATA FEATURED AT 54TH ANNUAL RETINA SOCIETY MEETING IN PODIUM PRESENTATION BY CHRISTOPHER D. RIEMANN, M.D. Statistically Significant Evidence of a Treatment Effect with OpRegen Observed in Cohort 4 Patients

EX-99.1 2 ex99-1.htm Exhibit 99.1 PROMISING NEW OpREGEN® CLINICAL DATA FEATURED AT 54TH ANNUAL RETINA SOCIETY MEETING IN PODIUM PRESENTATION BY CHRISTOPHER D. RIEMANN, M.D. Statistically Significant Evidence of a Treatment Effect with OpRegen Observed in Cohort 4 Patients CARLSBAD, CA– September 30, 2021 - Lineage Cell Therapeutics, Inc. (NYSE American and TASE: LCTX), a clinical-stage biotechnolo

September 28, 2021 EX-99.4

2021 Plan Form of Restricted Stock Unit Award Grant Notice and Agreement

Exhibit 99.4 LINEAGE CELL THERAPEUTICS, INC. RESTRICTED STOCK UNIT AWARD GRANT NOTICE 2021 EQUITY INCENTIVE PLAN Lineage Cell Therapeutics, Inc., a California corporation (the ?Company?), has granted to the participant listed below (?Participant?) the restricted stock units (the ?RSUs?) described in this Restricted Stock Unit Award Grant Notice (this ?Notice?), subject to the terms of the Lineage

September 28, 2021 S-8

As filed with the Securities and Exchange Commission on September 28, 2021

As filed with the Securities and Exchange Commission on September 28, 2021 Registration No.

September 28, 2021 EX-99.3

2021 Plan Form of Stock Option Grant Notice and Agreement for Non-Employee Directors

Exhibit 99.3 LINEAGE CELL THERAPEUTICS, INC. STOCK OPTION GRANT NOTICE 2021 EQUITY INCENTIVE PLAN Lineage Cell Therapeutics, Inc., a California corporation (the ?Company?), has granted to the participant listed below (?Participant?) the stock option (the ?Option?) to purchase common shares of the Company (?Shares?) described in this Stock Option Grant Notice (this ?Notice?), subject to the terms o

September 28, 2021 EX-99.2

2021 Plan Form of Stock Option Grant Notice and Agreement for Employees and Consultants

Exhibit 99.2 LINEAGE CELL THERAPEUTICS, INC. STOCK OPTION GRANT NOTICE 2021 EQUITY INCENTIVE PLAN Lineage Cell Therapeutics, Inc., a California corporation (the ?Company?), has granted to the participant listed below (?Participant?) the stock option (the ?Option?) to purchase common shares of the Company (?Shares?) described in this Stock Option Grant Notice (this ?Notice?), subject to the terms o

September 15, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 13, 2021 Lineage Cell Therapeutics, Inc.

September 15, 2021 EX-10.1

Lineage Cell Therapeutics 2021 Equity Incentive Plan, effective as of September 2021 (“2021 Plan”)

Exhibit 10.1 Lineage Cell Therapeutics, Inc. 2021 Equity Incentive Plan Adopted by the Board of Directors: July 21, 2021 Approved by the Shareholders: September 13, 2021 1. General. (a) Prior Plan. As of the Effective Date: (i) no additional awards may be granted under the Prior Plan; and (ii) all Prior Plan Awards will remain subject to the terms of the Prior Plan, except that any Prior Plan Retu

September 2, 2021 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, fo

August 12, 2021 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 12, 2021 Lineage Cell Therapeutics, Inc.

August 12, 2021 EX-10.1

First Amendment to License Agreement dated April 16, 2021, between CRT and Registrant

EX-10.1 2 ex10-1.htm Exhibit 10.1 FIRST AMENDMENT TO LICENCE AGREEMENT THIS FIRST AMENDMENT (this “Amendment”) is made the 16th day April, 2021 (“Amendment Effective Date”) CRT Initial/Date: /TH/ 6/8/2021 Company Initial/Date: /BC/ 5/17/2021 BETWEEN: CANCER RESEARCH TECHNOLOGY LIMITED a company registered in England and Wales with number 1626049 and registered office at 2 Redman Place, Stratford,

August 12, 2021 EX-10.3

Employment Agreement dated June 8, 2021 between Registrant and Kevin Leon Cook

Exhibit 10.3 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this ?Agreement?) is made June 8, 2021, by and between Lineage Cell Therapeutics, Inc. (?Company?), a California corporation, and Kevin L. Cook (?Executive?). NOW, THEREFORE, in consideration of the terms and conditions hereinafter set forth, the parties hereto agree as follows: 1. Engagement; Position and Duties. (a) Position and Duties. Com

August 12, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeut

August 12, 2021 EX-99.1

LINEAGE REPORTs SECOND QUARTER 2021 FINANCIAL RESULTS AND HIGHLIGHTS ADDITIONAL PROGRESS FROM CLINICAL CELL THERAPY PROGRAMS

Exhibit 99.1 LINEAGE REPORTs SECOND QUARTER 2021 FINANCIAL RESULTS AND HIGHLIGHTS ADDITIONAL PROGRESS FROM CLINICAL CELL THERAPY PROGRAMS ? OpRegen? Continued to Demonstrate Functional and Anatomical Improvements in Patients with Dry AMD ? Three Cases of Retinal Tissue Restoration Reported; Longest of Which Has Lasted 3 Years ? Company Added to Russell 3000? and Russell Microcap? Indexes ? License

August 12, 2021 EX-10.2

First Amendment to Separation and Consulting Agreement dated May 21, 2021 between Registrant and Chase C. Leavitt

Exhibit 10.2 FIRST AMENDMENT TO SEPARATION AND CONSULTING AGREEMENT This First Amendment to the Separation and Consulting Agreement (the ?Amendment?) is entered into as of May 21, 2021 among Chase C. Leavitt (?Consultant?) and Lineage Cell Therapeutics, Inc., (?Lineage?) (collectively, the ?Parties?). WHEREAS, the parties have previously entered into that certain Separation and Consulting Agreemen

August 3, 2021 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, fo

August 3, 2021 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, fo

July 21, 2021 8-K

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 20, 2021 Lineage Cell Therapeutics, Inc.

July 21, 2021 EX-16.1

OUM & Co., LLP letter to the Securities and Exchange Commission, dated July 20, 2021

Exhibit 16.1 July 20, 2021 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-7561 Ladies and Gentlemen: We have read Lineage Cell Therapeutics, Inc.?s statements included under Item 4.01 of its Form 8-K dated July 20, 2021, and are in agreement with the statements contained therein concerning our firm in response to Item 304(a) of Regulation S-K. Very truly yours, /s/ OUM

June 16, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 16, 2021 Lineage Cell Therapeutics, Inc.

June 1, 2021 8-K

Regulation FD Disclosure, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 1, 2021 Lineage Cell Therapeutics, Inc.

June 1, 2021 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS ADDITIONAL CASES OF RETINAL TISSUE RESTORATION IN DRY AMD PATIENTS TREATED WITH OPREGEN® RPE CELLS

EX-99.1 2 ex99-1.htm Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTS ADDITIONAL CASES OF RETINAL TISSUE RESTORATION IN DRY AMD PATIENTS TREATED WITH OPREGEN® RPE CELLS ● Restoration Was Observed in Two Additional Patients in a Phase 1/2a Clinical Study of OpRegen ● An Earlier and First-Known Clinical Report of Restoration Has Been Maintained for 3 Years ● Restoration Has Been Observed in Three of F

May 13, 2021 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 13, 2021 Lineage Cell Therapeutics, Inc.

May 13, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeu

May 13, 2021 EX-99.1

LINEAGE REPORTs FIRST QUARTER 2021 FINANCIAL RESULTS AND HIGHLIGHTS SIGNIFICANT PROGRESS WITH ALL THREE CLINICAL PROGRAMS

Exhibit 99.1 LINEAGE REPORTs FIRST QUARTER 2021 FINANCIAL RESULTS AND HIGHLIGHTS SIGNIFICANT PROGRESS WITH ALL THREE CLINICAL PROGRAMS ? OpRegen? Clinical Data Continued to Demonstrate Improvements in Dry Age-Related Macular Degeneration (AMD) with Geographic Atrophy (GA) ? Worldwide License Agreement Secured for a Cancer Immunotherapy Candidate Based on the Lineage VAC Platform ? Exclusive Agreem

May 13, 2021 EX-10.2

Separation and Consulting Agreement dated March 29, 2021 between Registrant and Chase C. Leavitt

Exhibit 10.2 March 29, 2021 Chase C. Leavitt c/o Lineage Cell Therapeutics, Inc. 2173 Salk Avenue, Suite 200 Carlsbad, CA 92008 Re: Separation and Consulting Agreement Dear Chase: This letter agreement (this ?Agreement?) summarizes the terms of the separation and consulting agreement that Lineage Cell Therapeutics, Inc. (?Lineage?) is offering to you in connection with your employment termination.

May 5, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 4, 2021 Lineage Cell Therapeutics, Inc.

May 3, 2021 EX-99.1

OpREGEN® CLINICAL DATA CONTINUES TO DEMONSTRATE IMPROVEMENTS IN PATIENTS WITH DRY AMD WITH GEOGRAPHIC ATROPHY

EX-99.1 2 ex99-1.htm Exhibit 99.1 OpREGEN® CLINICAL DATA CONTINUES TO DEMONSTRATE IMPROVEMENTS IN PATIENTS WITH DRY AMD WITH GEOGRAPHIC ATROPHY ● Eighty-Three Percent of All Cohort 4 Patients Exhibited Stable or Improved BCVA ● Visual Acuity Declined in the Majority of Untreated Eyes ● Positive Interim Outcomes on Patient-Reported Visual Function Questionnaire ● No Acute or Delayed Inflammation or

May 3, 2021 8-K

Regulation FD Disclosure, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 3, 2021 Lineage Cell Therapeutics, Inc.

April 22, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): April 20, 2021 Lineage Cell Therapeutics, Inc.

March 29, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 29, 2021 Lineage Cell Therapeutics, Inc.

March 26, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 23, 2021 Lineage Cell Therapeutics, Inc.

March 23, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 23, 2021 Lineage Cell Therapeutics, Inc.

March 17, 2021 CORRESP

VIA EDGAR

VIA EDGAR March 17, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Jordan Metoyer Tim Buchmiller RE: Lineage Cell Therapeutics, Inc. Registration Statement on Form S-3 Filed March 11, 2021 File No. 333-254155 To Whom It May Concern: Lineage Cell Therapeutics, Inc., a California corporation (the ?Company?), respectfully req

March 17, 2021 CORRESP

VIA EDGAR

VIA EDGAR March 17, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Jordan Metoyer Tim Buchmiller RE: Lineage Cell Therapeutics, Inc. Registration Statement on Form S-3 Filed March 11, 2021 File No. 333-254167 To Whom It May Concern: Lineage Cell Therapeutics, Inc., a California corporation (the ?Company?), respectfully req

March 16, 2021 SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 24)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

March 11, 2021 EX-4.3

Form of Indenture, between the Registrant and one or more trustees to be named

EX-4.3 2 ex4-3.htm Exhibit 4.3 LINEAGE CELL THERAPEUTICS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20 Debt Securities Table Of Contents Page article 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and

March 11, 2021 10-K

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeutics,

March 11, 2021 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 11, 2021 Lineage Cell Therapeutics, Inc.

March 11, 2021 EX-10.15

Separation and Consulting Agreement dated January 20, 2021 between Registrant and Brandi Roberts

Exhibit 10.15 January 20, 2021 Brandi L. Roberts c/o Lineage Cell Therapeutics, Inc. 2173 Salk Avenue, Suite 200 Carlsbad, CA 92008 Re: Separation and Consulting Agreement Dear Brandi: This letter agreement (this “Agreement”) summarizes the terms of the separation and consulting agreement that Lineage Cell Therapeutics, Inc. (“Lineage”) is offering to you in connection with your employment termina

March 11, 2021 S-3

-

As filed with the Securities and Exchange Commission on March 11, 2021 Registration No.

March 11, 2021 EX-4.2

Description of Capital Stock of the Registrant

Exhibit 4.2 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Lineage Cell Therapeutics, Inc. (the ?Company?) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934: common shares, no par value (the ?common shares?). The following is a description of the rights of the common shares and related provisions of: (i) the

March 11, 2021 EX-4.7

Form of Debt Securities Warrant Agreement and Warrant Certificate

Exhibit 4.7 Lineage Cell Therapeutics, Inc. and , as Warrant Agent Form of Debt Securities Warrant Agreement Dated as of LINEAGE CELL THERAPEUTICS, INC. FORM OF DEBT SECURITIES WARRANT AGREEMENT This Debt Securities Warrant Agreement (this ?Agreement?), dated as of between Lineage Cell Therapeutics, Inc., a California corporation (the ?Company?) and , a [corporation] [national banking association]

March 11, 2021 S-3

-

As filed with the Securities and Exchange Commission on March 11, 2021 Registration No.

March 11, 2021 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTs FOURTH QUARTER AND FULL YEAR 2020 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTs FOURTH QUARTER AND FULL YEAR 2020 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ● Completed Enrollment in Phase 1/2a Clinical Trial of OpRegen for the Treatment of Dry Age-Related Macular Degeneration ● Announced First Known Report of Human Retinal Tissue Restoration; Persisted to 23 Months with Improved Vision ● Made Significant Improvements to OPC1

March 11, 2021 S-8

-

As filed with the Securities and Exchange Commission on March 11, 2021 Registration No.

March 11, 2021 EX-4.6

Form of Preferred Share Warrant Agreement and Warrant Certificate

EX-4.6 4 ex4-6.htm Exhibit 4.6 Lineage Cell Therapeutics, Inc. and , as Warrant Agent Form of Preferred Share Warrant Agreement Dated as of LINEAGE CELL THERAPEUTICS, INC. FORM OF PREFERRED SHARE WARRANT AGREEMENT This Preferred Share Warrant Agreement (this “Agreement”), dated as of between Lineage Cell Therapeutics, Inc., a California corporation (the “Company”) and , a [corporation] [national b

March 11, 2021 EX-4.5

Form of Common Share Warrant Agreement and Warrant Certificate

Exhibit 4.5 Lineage Cell Therapeutics, Inc. and , As Warrant Agent Form of Common Share Warrant Agreement Dated as of Lineage Cell Therapeutics, INC. FORM OF COMMON SHARE WARRANT AGREEMENT This Common Share Warrant Agreement (this ?Agreement?), dated as of between Lineage Cell Therapeutics, Inc., a California corporation (the ?Company?) and , a [corporation] [national banking association] organize

March 11, 2021 EX-21.1

List of Subsidiaries

Exhibit 21.1 Lineage Cell Therapeutics, Inc. The following is a list of subsidiaries of Lineage Cell Therapeutics, Inc. as of December 31, 2020, omitting some subsidiaries which, considered in the aggregate, would not constitute a significant subsidiary. Subsidiary State or Jurisdiction of Incorporation or Organization Asterias Biotherapeutics, Inc. Delaware Cell Cure Neurosciences Ltd Israel ES C

March 5, 2021 424B5

Up to $25,000,000 Common Shares

Filed Pursuant to Rule 424(b)(5) Registration No. 333-237975 PROSPECTUS SUPPLEMENT (To Prospectus dated May 8, 2020) Up to $25,000,000 Common Shares We have entered into a Controlled Equity OfferingSM Sales Agreement, or sales agreement, with Cantor Fitzgerald & Co., or Cantor Fitzgerald, relating to our common shares offered by this prospectus supplement. In accordance with the terms of the sales

March 5, 2021 8-K

Other Events, Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 5, 2021 Lineage Cell Therapeutics, Inc.

January 20, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 15, 2021 Lineage Cell Therapeutics, Inc.

January 8, 2021 SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10) ONCOCYTE CORPORATION (Name of Issuer)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10) ONCOCYTE CORPORATION (Name of Issuer) Common Stock, no par value 68235C107 (Title of class of securities) (CUSIP number) Brandi Roberts Chief Financial Officer Lineage Cell Therapeutics, Inc. 2173 Salk Avenue Suite 200 Carlsbad, CA 92008 (442) 287-8990 (

January 6, 2021 EX-99.1

January 2021 corporate presentation handout

Exhibit 99.1

January 6, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 6, 2021 Lineage Cell Therapeutics, Inc.

November 16, 2020 8-K

Other Events, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 16, 2020 Lineage Cell Therapeutics, Inc.

November 16, 2020 EX-99.1

LINEAGE CELL THERAPEUTICS PRESENTS NEW OPREGEN® DATA FOR DRY AMD WITH GA AT 2020 AMERICAN ACADEMY OF OPHTHALMOLOGY ANNUAL MEETING

LINEAGE CELL THERAPEUTICS PRESENTS NEW OPREGEN® DATA FOR DRY AMD WITH GA AT 2020 AMERICAN ACADEMY OF OPHTHALMOLOGY ANNUAL MEETING ● Improved Visual Acuity Continues to be Observed in Cohort 4 Patients ● First Known Clinical Report of Retinal Tissue Regeneration Persisted to 23 Months with Further Improvement in Visual Acuity ● Patient Enrollment Recently Completed ● Therapeutic Expert Call with Principal Investigator Christopher D.

November 12, 2020 8-K

Other Events -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 11, 2020 Lineage Cell Therapeutics, Inc.

November 4, 2020 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 4, 2020 Lineage Cell Therapeutics, Inc.

November 4, 2020 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Ther

November 4, 2020 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS THIRD QUARTER 2020 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTS THIRD QUARTER 2020 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ● Reported Encouraging VAC2 Clinical Data in the Ongoing Phase 1 Trial in Non-Small Cell Lung Cancer ● Enrolled Additional Patients in Final Cohort of OpRegen Phase 1/2a Clinical Trial for the Treatment of Dry Age-Related Macular Degeneration (AMD) ● Announced Extension of OpRegen Devel

September 23, 2020 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 22, 2020 Lineage Cell Therapeutics, Inc.

September 14, 2020 8-K

Termination of a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 11, 2020 Lineage Cell Therapeutics, Inc.

September 14, 2020 EX-10.1

Lease Termination Agreement dated September 11, 2020

Exhibit 10.1 LEASE TERMINATION AGREEMENT THIS LEASE TERMINATION AGREEMENT dated September 11, 2020 (this “Agreement”), is entered into by and between G&I IX MARINA VILLAGE RESEARCH PARK LP, a Delaware limited partnership (“Landlord”), and LINEAGE CELL THERAPEUTICS, INC., a California corporation, formerly known as Biotime, Inc., a California corporation (“Tenant”), with reference to the following

August 10, 2020 DEFA14A

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, fo

August 10, 2020 DEF 14A

Schedule 14A

DEF 14A 1 formdef14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy State

August 6, 2020 EX-10.1

Second Amendment to Clinical Trial and Option Agreement dated May 6, 2020 between Cancer Research UK, CRT, Asterias Biotherapeutics, Inc. and Registrant

Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE LINEAGE CELL THERAPEUTICS, INC. HAS DETERMINED THE INFORMATION: (A) IS NOT MATERIAL AND (B) WOULD LIKELY CAUSE COMPETITIVE HARM TO LINEAGE CELL THERAPEUTICS, INC. IF PUBLICLY DISCLOSED. SECOND AMENDMENT TO CLINICAL TRIAL AND OPTION AGREEMENT THIS SECOND AMENDMENT (this “Amendment”) i

August 6, 2020 EX-10.2

Agreement dated May 6, 2020 between CRT and Registrant

Exhibit 10.2 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE LINEAGE CELL THERAPEUTICS, INC. HAS DETERMINED THE INFORMATION: (A) IS NOT MATERIAL AND (B) WOULD LIKELY CAUSE COMPETITIVE HARM TO LINEAGE CELL THERAPEUTICS, INC. IF PUBLICLY DISCLOSED. THIS AGREEMENT is made the 6th day of May 2020 BETWEEN: (1) CANCER RESEARCH TECHNOLOGY LIMITED, a

August 6, 2020 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 6, 2020 Lineage Cell Therapeutics, Inc. (Exact name of registrant as specified in charter) California 001-12830 94-3127919 (State or other jurisdiction of incor

August 6, 2020 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS SECOND QUARTER 2020 FINANCIAL RESULTS AND PROVIDES UPDATE on ALL clinical programs

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTS SECOND QUARTER 2020 FINANCIAL RESULTS AND PROVIDES UPDATE on ALL clinical programs ● Announced First Known Reported Finding of Retinal Tissue Restoration Following OpRegen RPE Cell Transplant ● Exercised Option with Cancer Research UK for VAC Immuno-Oncology Cell Therapy Program and Initiated Process to Expand VAC Platform to Develop Coronavirus Vacci

August 6, 2020 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeut

May 21, 2020 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 21, 2020 Lineage Cell Therapeutics, Inc.

May 7, 2020 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineage Cell Therapeu

May 7, 2020 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS FIRST QUARTER 2020 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

Exhibit 99.1 LINEAGE CELL THERAPEUTICS REPORTS FIRST QUARTER 2020 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ● Presented Positive New Data from Phase 1/2a Clinical Study of OpRegen in Dry AMD at 2020 ARVO Virtual Meeting ● Announced Early Exercise of Option with Cancer Research UK for Immuno-Oncology Cell Therapy Program ● Initiated Process to Expand VAC Cell Therapy Platform to Develop Corona

May 7, 2020 8-K

Results of Operations and Financial Condition, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 6, 2020 Lineage Cell Therapeutics, Inc.

May 6, 2020 CORRESP

-

CORRESP 1 filename1.htm VIA EDGAR May 6, 2020 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Abby Adams RE: Lineage Cell Therapeutics, Inc. Registration Statement on Form S-3 File No. 333-237975 Dear Ms. Adams: Lineage Cell Therapeutics, Inc., a California corporation (the “Company”), respectfully requests pursuant to Rule 461

May 1, 2020 EX-4.7

Form of Debt Securities Warrant Agreement and Warrant Certificate

Exhibit 4.7 Lineage Cell Therapeutics, Inc. and , as Warrant Agent Form of Debt Securities Warrant Agreement Dated as of LINEAGE CELL THERAPEUTICS, INC. FORM OF DEBT SECURITIES WARRANT AGREEMENT This Debt Securities Warrant Agreement (this “Agreement”), dated as of between Lineage Cell Therapeutics, Inc., a California corporation (the “Company”) and , a [corporation] [national banking association]

May 1, 2020 EX-4.5

Form of Common Share Warrant Agreement and Warrant Certificate

EX-4.5 4 ex4-5.htm Exhibit 4.5 Lineage Cell Therapeutics, Inc. and , As Warrant Agent Form of Common Share Warrant Agreement Dated as of Lineage Cell Therapeutics, INC. FORM OF COMMON SHARE WARRANT AGREEMENT This Common Share Warrant Agreement (this “Agreement”), dated as of between Lineage Cell Therapeutics, Inc., a California corporation (the “Company”) and , a [corporation] [national banking as

May 1, 2020 EX-1.2

Controlled Equity OfferingSM Sales Agreement, dated May 1, 2020, between Cantor Fitzgerald & Co. and Lineage Cell Therapeutics, Inc.

Exhibit 1.2 Lineage Cell Therapeutics, Inc. Common Shares (no par value per share) Controlled Equity OfferingSM Sales Agreement May 1, 2020 Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Ladies and Gentlemen: Lineage Cell Therapeutics, Inc., a California corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows: 1. Iss

May 1, 2020 EX-4.3

Form of Indenture, between the Registrant and one or more trustees to be named

Exhibit 4.3 LINEAGE CELL THERAPEUTICS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20 Debt Securities Table Of Contents Page article 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee’s Certifica

May 1, 2020 S-3

-

As filed with the Securities and Exchange Commission on May 1, 2020 Registration No.

May 1, 2020 EX-4.6

Form of Preferred Share Warrant Agreement and Warrant Certificate

Exhibit 4.6 Lineage Cell Therapeutics, Inc. and , as Warrant Agent Form of Preferred Share Warrant Agreement Dated as of LINEAGE CELL THERAPEUTICS, INC. FORM OF PREFERRED SHARE WARRANT AGREEMENT This Preferred Share Warrant Agreement (this “Agreement”), dated as of between Lineage Cell Therapeutics, Inc., a California corporation (the “Company”) and , a [corporation] [national banking association]

April 28, 2020 10-K/A

Form 10-K/A

10-K/A 1 form10-ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file

April 27, 2020 SC 13D/A

AST / Asterias Biotherapeutics, Inc. / BIOTIME INC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9) ONCOCYTE CORPORATION (Name of Issuer) Common Stock, no par value 68235C107 (Title of class of securities) (CUSIP number) Brandi Roberts Chief Financial Officer Lineage Cell Therapeutics, Inc. 2173 Salk Avenue Suite 200 Carlsbad, CA 92008 (442) 287-8990 (N

March 12, 2020 8-K

Results of Operations and Financial Condition, Financial Statements and Exhibits

8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 12, 2020 Lineage Cell Therapeutics, Inc. (Exact name of registrant as specified in charter) California 001-12830 94-3127919 (State or other jurisdiction of incor

March 12, 2020 10-K

Form 10-K

10-K 1 form10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12830 Lineag

March 12, 2020 EX-99.1

LINEAGE CELL THERAPEUTICS REPORTS FOURTH QUARTER AND FULL YEAR 2019 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE

EX-99.1 2 ex99-1.htm LINEAGE CELL THERAPEUTICS REPORTS FOURTH QUARTER AND FULL YEAR 2019 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ● Reported Positive Data from Phase 1/2a Clinical Trial of OpRegen®; All Cohort 4 Patients Have Improved Visual Acuity at Twelve Months or as of Last Visit (Gained Between 8-25 Readable Letters) ● Entered into Agreements with Three Companies for Certain IP and Ass

March 12, 2020 EX-10.25

Employment Agreement effective May 20, 2019, between Registrant and Chase Leavitt

Exhibit 10.25 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (“Agreement”) is made May 20, 2019 (“Effective Date”), by and between BioTime, Inc. (“Company”), a California corporation, and Chase C. Leavitt (“Executive”). NOW, THEREFORE, in consideration of the terms and conditions hereinafter set forth, the parties hereto agree as follows: 1. Engagement; Position and Duties. (a) Position and Duties. Com

March 12, 2020 EX-4.2

Description of Capital Stock of the Registrant

EX-4.2 2 ex4-2.htm Exhibit 4.2 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of March 12, 2020, Lineage Cell Therapeutics, Inc. (the “Company”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934: common shares, no par value (the “common shares”). The following is a description of the rights of the common

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