aibioHCW Biologics prices $1.6 million private placement with insiders and a stockholder
Tickers HCWB
The company agreed to sell 618,682 units at $2.585 per unit, including shares to its founder, chairman and an officer, and the common warrants need stockholder approval.
Key facts
- Company
- HCW Biologics Inc. (NASDAQ: HCWB)
- News type
- Financings
- Primary source
- HCW Biologics press release, July 29, 2026
HCW Biologics Inc. (NASDAQ: HCWB) announced the pricing of a $1.6 million private placement offering, according to a press release issued from Miramar, Florida on July 29, 2026. The company agreed to sell 618,682 units under a securities purchase agreement with a group of investors.
The terms
Each unit consists of either one share of common stock or, in place of that share, one pre-funded warrant, plus the right to receive one common warrant. The company says it will issue 218,682 shares of common stock and 400,000 pre-funded warrants at the closing. The combined purchase price was $2.585 per unit for units that include a share, and $2.5849 per unit for units that include a pre-funded warrant.
The pre-funded warrants have an exercise price of $0.0001 per share, are exercisable immediately and do not expire until exercised in full. The common warrants can be issued only after stockholder approval. They cover up to 618,682 shares, carry an exercise price of $2.585 per share and expire five and a half years after issuance. The company says Nasdaq Listing Rule 5635(d) requires that approval because the shares issuable on exercise of the common warrants could exceed the thresholds in that rule.
Who bought the units
The release says the investors include officers, directors and an existing stockholder. Hing C. Wong, Ph.D., the company's Founder and Chief Executive Officer, Scott Garrett, a member and the Chairman of the Board of Directors, and Lee Flowers, Senior Vice President of Business Development, took part in the offering on the same terms as the other investors. The release does not give each investor's amount.
Each investor's holding, including pre-funded warrant shares, is capped at 9.99% of the common stock outstanding after each issuance.
Banks, advisors and counsel
The release names no underwriter, placement agent, financial advisor or legal counsel for the offering.
Registration rights
The company also entered into a registration rights agreement with the investors on July 29, 2026. Under that agreement the company must submit a registration statement on Form S-1 to the Securities and Exchange Commission within 15 trading days after the closing. The statement covers resale of the shares sold and those issuable on exercise of both kinds of warrant. The company must also use commercially reasonable efforts to have it declared effective within 60 days after the closing.
Use of proceeds
The company intends to use the net proceeds to continue clinical trials for HCW9302, to advance IND-enabling studies for its T-cell engager HCW11-018b and its second-generation immune checkpoint inhibitor HCW11-040, and for general corporate purposes.
Company background
HCW Biologics describes itself as a clinical-stage biopharmaceutical company developing fusion immunotherapeutics for diseases promoted by chronic inflammation. Its annual report, filed March 31, 2026, names HCW9302, an injectable interleukin 2 fusion protein, as its clinical-stage lead. The company says Beijing Trimmune Biotech Co., Ltd. has an option to license rights to HCW9302 in the China market.
Financial position
The annual report gives results for 2025 and 2024. Research and development expense was $5.4 million in 2025, compared with $6.4 million in 2024. The net loss was $8.0 million in 2025 and $30.0 million in 2024. Cash used in operations was $13.4 million in 2025 and $14.2 million in 2024. Year-end cash and cash equivalents were $4.7 million at December 31, 2024, and short-term investments were $0 at that date.
What the placement does not cover
The common warrants can be issued only after a stockholder vote that the company is obligated to seek, and Nasdaq rules require that approval. The resale registration statement is due 15 trading days after the closing. The $1.6 million raised is small against cash used in operations of $13.4 million in 2025, and year-end 2024 cash was $4.7 million. The warrants and pre-funded warrants will add to the share count, and insiders taking part on the same terms does not change that dilution. The company says the proceeds go to HCW9302 trials and preclinical studies. It depends on one clinical-stage lead, and the sources report no efficacy results for it.