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Artiva Biotherapeutics prices $300.0 million offering of shares and warrants

Tickers ARTV

Artiva Biotherapeutics agreed to sell 23,871,526 shares at $11.52 each, plus pre-funded warrants for 2,170,138 shares. The company's last reported sale price was $12.52 on May 7, 2026.

Key facts

Company
Artiva Biotherapeutics, Inc. (NASDAQ: ARTV)
News type
Financings
Primary source
Artiva Biotherapeutics, Inc. 424B5 (2026-05-08)
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The banks and the terms

Artiva Biotherapeutics, Inc. (Nasdaq: ARTV) entered into an underwriting agreement dated May 8, 2026 with Jefferies LLC, TD Securities (USA) LLC and Cantor Fitzgerald & Co. The three firms are the representatives of the underwriters and the joint book-running managers of the offering. Wedbush Securities Inc. and Needham & Company, LLC are also named underwriters.

Counsel is named in the filings. Cooley LLP passes on the validity of the securities for Artiva, and Latham & Watkins LLP represents the underwriters.

The shares were priced at $11.52, against a last reported sale price of $12.52 on May 7, 2026. The prospectus supplement puts the gross offering price at $299,999,752.27. Underwriting discounts are $0.6912 per share, or $17,999,998.16 in total, which leaves $281,999,754.11 before expenses. The company estimates net proceeds of approximately $280.5 million. Delivery is expected on or about May 11, 2026.

Dilution and the warrants

The supplement warns that buyers will suffer immediate and substantial dilution. Based on the $11.52 price and net tangible book value as of March 31, 2026, the dilution to buyers of common stock is $4.26 per share. After the offering, 48,588,198 shares would be outstanding, assuming no pre-funded warrants are exercised.

Buyers who take pre-funded warrants pay $11.5199 per warrant and pay $0.0001 per share when they exercise. A holder may not exercise if it would own more than 4.99% of the common stock after exercise, or 9.99% if it elects that limit. The holder can raise or lower the limit, up to 19.99%, on at least 61 days' notice.

What the money is for

The company says it will use the net proceeds to fund clinical development of its pipeline, along with manufacturing and supply, general and administrative expenses and capital expenditures. Management will have broad discretion over the use of the money.

The company's own figures show why the money is needed. Its net loss for 2025 was $83.9 million, up from $65.4 million in 2024. Research and development expense rose to $69.5 million from $50.3 million. Cash used in operations was $76.8 million in 2025, against $55.0 million in 2024. Revenue was $0 in 2025 and $251,000 in 2024. The supplement puts net tangible book value at $87.8 million, or $3.55 per share, on March 31, 2026.

The data behind the raise

The supplement describes what Artiva calls positive initial clinical data for AlloNK (AB-101), an off-the-shelf natural killer cell therapy given with rituximab to patients with autoimmune disease. The dataset has an April 3, 2026 cutoff and covers 21 refractory rheumatoid arthritis patients with at least 12 weeks of follow-up, 13 of them with six months. The lead efficacy figure is small. Five of seven patients (71%) with six months of follow-up in the company's Phase 2a basket trial achieved an ACR50 response. In the investigator-initiated trial, four of five patients (80%) with six months of follow-up showed greater than 50% improvement on at least four of five measured components, and ACR50 could not be adequately assessed. These are uncontrolled results reported by the company.

The company reports no cytokine release syndrome or neurotoxicity, no treatment discontinuations due to adverse events and no serious adverse events related to AlloNK. The Grade 3 or higher infection rate was 2% (n=1). Two of 55 autoimmune patients were hospitalized in the first 28 days for treatment-emergent events, which the company says were not related to AlloNK.

After a recent FDA interaction, Artiva plans a randomized Phase 3 trial in about 150 refractory RA patients, assigned 2:1 to AlloNK plus rituximab or rituximab alone, with ACR50 at six months as the primary endpoint. It expects to start in the second half of 2026 and report primary efficacy data in the second half of 2028.

Lock-up and the old ATM

For 90 days after the prospectus date, the company may not issue or announce further equity without the prior written consent of Jefferies LLC and TD Securities (USA) LLC, who may release securities from lock-up agreements early. On May 8, 2026 the company told Leerink Partners LLC it had suspended its at-the-market sales agreement dated August 6, 2025, which covered up to $11.95 million of stock.

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