--- title: "Actuate Therapeutics prices $11.0 million offering of shares and warrants" url: "https://aibio.space/news/actuate-therapeutics-prices-11-0-million-offering-shares-warrants/" publisher: "aibio.space (Biotech Investor Relations News)" date: "2026-10-28" section: "Financings" tickers: "NASDAQ:ACTU" source: "https://www.sec.gov/Archives/edgar/data/1652935/000168316826008122/actuate_424b5.htm" summary: "Actuate Therapeutics priced 30,985,900 shares and warrants for 15,492,950 more shares at $0.71 per set, for about $11.0 million before costs. The stock las" --- By the aibio.space news desk. Sources - [Actuate Therapeutics, Inc. 424B5 (2026-10-28)](https://www.sec.gov/Archives/edgar/data/1652935/000168316826008122/actuate_424b5.htm) - [actuate_ex9901.htm](https://www.sec.gov/Archives/edgar/data/1652935/000168316826008143/actuate_ex9901.htm) - [Actuate Therapeutics, Inc. 10-K (2026-03-26): business](https://www.sec.gov/Archives/edgar/data/1652935/000168316826002257/actuate_i10k-123125.htm) - [Actuate Therapeutics, Inc. financial data (SEC XBRL)](https://www.sec.gov/Archives/edgar/data/1652935/000168316826002257/) [ACTU](https://aibio.space/companies/actuate-therapeutics/) 2026-10-28 # Actuate Therapeutics prices $11.0 million offering of shares and warrants Tickers [ACTU](https://aibio.space/companies/actuate-therapeutics/) Actuate Therapeutics priced 30,985,900 shares and warrants for 15,492,950 more shares at $0.71 per set, for about $11.0 million before costs. The stock last sold at $0.40, and the company reported $4.4 million of cash at June 30, 2026. ## Key facts - **Company**: Actuate Therapeutics, Inc. (NASDAQ: ACTU) - **News type**: Financings - **Primary source**: [Actuate Therapeutics, Inc. 424B5 (2026-10-28)](https://www.sec.gov/Archives/edgar/data/1652935/000168316826008122/actuate_424b5.htm) *Planning on a whiteboard. Photo: Startup Stock Photos, CC0, via StockSnap. The picture shows the field, not the companies named.* ## The offering Actuate Therapeutics, Inc. (Nasdaq: [ACTU](https://aibio.space/companies/actuate-therapeutics/)) priced an underwritten public offering of 30,985,900 common shares and warrants to buy up to 15,492,950 shares, according to a press release dated October 27, 2026. The final prospectus, dated October 26, 2026, puts gross proceeds at $10,999,995 before costs. The securities are sold in sets of two shares and one warrant at $0.71 per set. Each warrant exercises at $0.45 a share, can be exercised immediately and expires five years after issuance. The company does not intend to list the warrants. Underwriting discounts and commissions are $770,000, which leaves $10,229,995 in proceeds to the company before expenses. The underwriter holds a 45-day option to buy up to 4,647,885 more shares and 2,323,942 more warrants. If that option is exercised in full, proceeds before expenses would be $11,764,494. The company says full cash exercise of the warrants would bring in about $7.0 million more, but that no exercise is assured. ## Price against the stock The last reported sale price on the Nasdaq Global Market was $0.40 on October 27, 2026. Each set includes two shares, so the effective price is $0.355 per share, below that close. The $0.45 warrant exercise price is above the $0.40 close. ## Who is running it Newbridge Securities Corporation is the sole book-running manager, according to the release. The release says the Black River Management LTD Branch Office of Newbridge Securities Corporation sourced and executed the offering. Broadridge Corporate Issuer Solutions, LLC is the warrant agent under a warrant agency agreement. The documents name no co-manager, lender or adviser. Newbridge also receives underwriter's warrants for 3.5% of the shares sold to investors, exercisable at $0.44375 per share. ## The cash position The 10-K for 2025, filed March 26, 2026, reports a net loss of $22.2 million, down from $27.3 million in 2024. Research and development expense fell to $10.3 million from $18.7 million. Cash used in operations was $19.2 million in 2025, against $21.8 million in 2024. Year-end 2025 cash and cash equivalents were $13.2 million, up from $8.6 million a year earlier. Cash and cash equivalents were $4.4 million at June 30, 2026, below the $19.2 million used in operations over 2025. The company estimates net proceeds of approximately $9,961,479 and says it will use them for working capital and general corporate purposes, with no budget. ## The lead drug's data Elraglusib is in a randomized, controlled Phase 2 trial in first-line metastatic pancreatic ductal adenocarcinoma. The 10-K says the study enrolled 286 patients. Updated data presented at the ASCO Genitourinary Cancers Symposium in January 2026, with a cutoff of November 22, 2025, showed median overall survival of 10.1 months in the elraglusib arm against 7.2 months in the chemotherapy arm. The hazard ratio was 0.62, with a p-value of 0.02. The company reported 12-month survival of 44.4% against 22.3%, and 24-month survival of 12.9% against 2.6%. The prospectus says the company filed an investigational new drug application for an oral tablet of elraglusib in April 2026, and that the FDA cleared a Phase 1/2 study of it "subject to additional funding." The 10-K describes the oral program's later studies as subject to future funding too. In June 2026 it also signed an initial agreement with the University of Birmingham to test elraglusib in a neuroblastoma study, subject to additional funding. ## What the offering leaves open After the offering the company expects 54,999,477 shares outstanding, or 59,647,362 if the underwriter exercises its option in full, assuming no exercise of the warrants. The 30,985,900 new shares are therefore more than half of the post-offering count. The prospectus also discloses side deals with two holders, Bios Entities and Kairos Entities, which together own approximately 50% of the outstanding shares. In letter agreements dated October 2, 2026, they agreed to a two-year lock-up. In return the company will issue them warrants for 3,000,000 and 700,000 shares at $0.5325 per share. Two directors, Aaron Fletcher and Todd Thomson, manage those holders. The company itself agreed to a lock-up of up to 120 days, and the offering was expected to close on October 28, 2026. [Report an error](https://aibio.space/reputation/#correction) ## Companies in this story ACTU Actuate Therapeutics, Inc. NASDAQ ยท United States Open the starter desk ## More in Financings Financings ### [INmune Bio raises $4.50 million in registered direct offering with warrants](https://aibio.space/news/inmune-bio-raises-4-50-million-registered-direct-offering-warrants/) Oct 29, 2026 Financings ### [Lexeo Therapeutics files $300 million shelf registration](https://aibio.space/news/lexeo-therapeutics-files-300-million-shelf-registration/) Oct 29, 2026 Financings ### [ProKidney files $650 million shelf with $200 million Jefferies sales program](https://aibio.space/news/prokidney-files-650-million-shelf-200-million-jefferies-sales-program/) Oct 29, 2026 --- Source page: https://aibio.space/news/actuate-therapeutics-prices-11-0-million-offering-shares-warrants/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Actuate Therapeutics prices $11.0 million offering of shares and warrants", 2026-10-28, https://aibio.space/news/actuate-therapeutics-prices-11-0-million-offering-shares-warrants/