aibioCAMP4 completes second closing of private placement for $50.1 million gross proceeds
Tickers CAMP
CAMP4 Therapeutics sold 10,756,498 shares and pre-funded warrants for 21,925,368 shares on August 3, 2026, after the trigger for the second closing was satisfied.
Key facts
- Company
- CAMP4 Therapeutics Corporation (NASDAQ: CAMP)
- News type
- Financings
- Primary source
- Camp4 Therapeutics Corp Form 8-K filed August 4, 2026 (SEC EDGAR)
CAMP4 Therapeutics Corporation (Nasdaq: CAMP) completed the second closing of its private placement on August 3, 2026, with aggregate gross proceeds of approximately $50.1 million, before placement agent fees and other expenses. The company reported the closing, along with an amendment to the purchase agreement, in a Form 8-K filed August 4, 2026 under Items 1.01 and 3.02.
The second closing
At the second closing, the company issued 10,756,498 shares of common stock at $1.53 per share and pre-funded warrants for 21,925,368 shares at $1.5299 per warrant.
Certain members of management also bought 39,306 shares at $1.65 per share. The 8-K names Chief Executive Officer Josh Mandel-Brehm, Chief Financial Officer Kelly Gold, Chief Medical Officer Yuri Maricich, M.D., and co-founders Richard Young, Ph.D., a director, and Leonard Zon, M.D., a board observer, as buyers in that tranche.
How the placement was structured
The placement began with a Securities Purchase Agreement dated September 9, 2025, with certain accredited investors. The company agreed to sell, in up to two closings, up to 65,442,344 shares of common stock, or pre-funded warrants in place of common stock for some investors. The initial closing took place on September 11, 2025. It covered 26,681,053 shares at $1.53, pre-funded warrants for 6,003,758 shares at $1.5299, and 36,361 shares to management and the co-founders at $1.65.
The company's 10-K for 2025, filed March 5, 2026, puts the net cash proceeds of the initial closing at $46.7 million, after $3.3 million of issuance costs and legal fees.
The second closing depended on two conditions. In July 2026 the company said Australia's Therapeutic Goods Administration and the local Human Research Ethics Committee had cleared the start of its Phase 1/2 trial of CMP-002, its investigational candidate for SYNGAP1-related disorder. The 8-K says that clearance satisfied the CTA Milestone in the original agreement. The company also received a Price Threshold Waiver, which the 8-K says satisfied the second closing trigger.
On August 3, 2026, the company and certain investors signed an amendment that updates the mechanics of the second closing. It is filed as Exhibit 10.1.
Who is advising
The 8-K refers to placement agent fees but does not name a placement agent. It names no counsel for the company or the investors. The 10-K names Leerink Partners LLC as underwriter of the company's December 2025 underwritten offering and as sales agent under a sales agreement for an at-the-market program. It also lists J.P. Morgan Securities LLC, Leerink Partners LLC, Piper Sandler & Co. and William Blair & Company as the underwriters of the company's 2024 initial public offering. Neither the 8-K nor the 10-K ties any of these firms to the private placement.
Warrant terms and resale rights
The pre-funded warrants can be exercised at any time after issue and do not expire until exercised in full. A holder may not exercise if that would take its beneficial ownership above a limit of 19.99%.
The securities from the second closing are covered by a Registration Rights Agreement dated September 9, 2025. They have not been registered under the Securities Act of 1933. The company relies on the exemption in Section 4(a)(2), and restrictive legends are affixed to them.
About the company
In its 10-K filed March 5, 2026, CAMP4 describes itself as a clinical-stage biopharmaceutical company working on a new class of RNA-targeting therapeutics. It builds its programs on what it calls the RAP Platform. The report says its investigational candidate CMP-002 is aimed at SYNGAP1-related disorder. The company has no approved product. The same report shows a net loss of $80,403 thousand for 2025, against $51,791 thousand for 2024, and about $109.5 million of cash and cash equivalents at December 31, 2025.
Josh Mandel-Brehm, President and Chief Executive Officer, signed the 8-K.
What comes next
The second closing adds about $50.1 million of gross proceeds. The 8-K gives no timetable for starting the CMP-002 trial that cleared in July.