aibioAllogene Therapeutics registers up to $135,000,000 in share sales via TD Cowen
Tickers ALLO
The sales agreement dates to 2019 and was amended in 2022 and 2023. TD Cowen can receive up to 3.0% of gross proceeds, and the prospectus lists 100,200,000 shares issued in April at $2.00 a share.
Key facts
- Company
- Allogene Therapeutics, Inc. (NASDAQ: ALLO)
- News type
- Financings
- Primary source
- Allogene Therapeutics, Inc. 424B5 (2026-06-22)
Allogene Therapeutics, Inc. (Nasdaq: ALLO) filed a prospectus supplement dated June 22, 2026 for the sale of up to $135,000,000 of its common stock. The shares may be sold from time to time through TD Securities (USA) LLC, known as TD Cowen, as sales agent. The supplement sits under a Form S-3 shelf that became effective April 25, 2024. The sales agreement is dated November 5, 2019 and was amended on November 2, 2022 and November 2, 2023.
The terms of the sales agreement
TD Cowen is not required to sell any specific amount and will act as sales agent using commercially reasonable efforts. Sales would be made by any method deemed an at-the-market offering under Rule 415(a)(4), with settlement on the first business day after each sale. There is no escrow, trust or similar arrangement.
Compensation to TD Cowen is up to 3.0% of the gross proceeds of any shares sold. The prospectus says TD Cowen will be treated as an underwriter under the Securities Act. Allogene agreed to reimburse certain of TD Cowen's out-of-pocket expenses and to provide indemnification and contribution for certain liabilities. TD Cowen and its affiliates have provided investment banking and other financial services to Allogene and received customary fees. Cooley LLP passes on the validity of the shares, and Latham & Watkins LLP represents TD Cowen.
Use of proceeds and dilution
Allogene says it intends to use net proceeds for general corporate purposes, including clinical trial, research and development, and general and administrative expenses and capital expenditures. It may also use some to in-license or acquire assets, though it says it has no current plans for acquisitions. There is no minimum offering amount, so the prospectus says the total raised, if any, cannot be determined now, and it gives no assurance that any shares will be sold.
The company reported net tangible book value of $278.9 million, or $1.14 per share, at March 31, 2026. If 67,500,000 shares were sold at an assumed $2.00, the June 18 last sale price, it would be $409.6 million, or $1.31 per share, and new investors would face immediate dilution of $0.69 per share.
That calculation starts from 244,816,413 shares outstanding at March 31, 2026. It leaves out 100,200,000 shares issued on April 16, 2026 under an underwriting agreement at $2.00 a share, and the prospectus does not name the underwriters of that sale. It also leaves out 37,916,047 shares issuable on options at a weighted-average exercise price of $5.50 and 15,959,410 shares issuable on restricted stock units. A further 8,964,856 shares remain available under the 2018 equity incentive plan and 10,945,445 are reserved under the 2018 employee stock purchase plan.
The common stock trades on the Nasdaq Global Select Market under the symbol ALLO. The last reported sale price on June 18, 2026 was $2.00 a share.
What the business is building
The prospectus describes Allogene as a clinical-stage immuno-oncology company developing donor-derived T cell products. Its 10-K, filed March 12, 2026, names three core programs. The lead is cemacabtagene ansegedleucel, or cema-cel, for first-line large B-cell lymphoma in the ALPHA3 trial. The second is ALLO-329 for autoimmune disease, and the third is ALLO-316 for renal cell carcinoma in the TRAVERSE trial.
The money
The 10-K shows no revenue for 2025, against $22,000 in 2024. The net loss was $190.9 million in 2025 and $257.6 million in 2024. Cash used in operations was $149.2 million in 2025, after $200.3 million in 2024. Research and development expense was $150.2 million in 2025 and $192.3 million in 2024. Year-end 2024 cash and cash equivalents were $75.2 million, with short-term investments of $217.3 million.
The $135,000,000 program is set against that 2025 operating cash use of $149.2 million, and the April sale of 100,200,000 shares at $2.00 a share came only weeks before the new program was filed.