--- title: "Minerva sets up $75 million at-the-market stock sale" url: "https://aibio.space/news/minerva-sets-up-75-million-market-stock-sale-leerink-partners/" publisher: "aibio.space (Biotech Investor Relations News)" date: "2026-05-27" section: "Financings" tickers: "NASDAQ:NERV" source: "https://www.sec.gov/Archives/edgar/data/1598646/000119312526241930/d119518d8k.htm" summary: "Minerva signed a sales agreement with Leerink Partners LLC for up to $75.0 million of common stock, and its filing also says the roluperidone Phase 3 relap" --- By the aibio.space news desk. Sources - [Minerva Neurosciences, Inc 8-K (2026-05-27)](https://www.sec.gov/Archives/edgar/data/1598646/000119312526241930/d119518d8k.htm) - [Minerva Neurosciences, Inc 10-K (2026-03-11): business](https://www.sec.gov/Archives/edgar/data/1598646/000119312526101117/nerv-20251231.htm) - [Minerva Neurosciences, Inc financial data (SEC XBRL)](https://www.sec.gov/Archives/edgar/data/1598646/000119312526101117/) [NERV](https://aibio.space/companies/minerva-neurosciences/) 2026-05-27 # Minerva sets up $75 million at-the-market stock sale with Leerink Partners Tickers [NERV](https://aibio.space/companies/minerva-neurosciences/) Minerva signed a sales agreement with Leerink Partners LLC for up to $75.0 million of common stock, and its filing also says the roluperidone Phase 3 relapse phase now runs 52 weeks. ## Key facts - **Company**: Minerva Neurosciences, Inc (NASDAQ: NERV) - **News type**: Financings - **Primary source**: [Minerva Neurosciences, Inc 8-K (2026-05-27)](https://www.sec.gov/Archives/edgar/data/1598646/000119312526241930/d119518d8k.htm) *Two people shaking hands across a table. Photo: Kristin Hardwick, CC0, via StockSnap. The picture shows the field, not the companies named.* Minerva Neurosciences, Inc. (Nasdaq: [NERV](https://aibio.space/companies/minerva-neurosciences/)) entered into a Sales Agreement with Leerink Partners LLC on May 27, 2026 for an at-the-market offering of its common stock. Under the prospectus supplement dated May 27, 2026, the company may sell shares with an aggregate offering price of up to $75.0 million through the agent. The company's [Form 8-K](https://www.sec.gov/Archives/edgar/data/1598646/000119312526241930/d119518d8k.htm) also reports a revised timetable for the Phase 3 confirmatory trial of roluperidone. ## The terms of the offering The shares are issued under the company's registration statement on Form S-3, File No. 333-294203, which became effective on March 19, 2026, together with the prospectus supplement. Leerink Partners will use commercially reasonable efforts to sell the shares on Minerva's instructions, consistent with its normal trading and sales practices, applicable state and federal law, and the rules of the Nasdaq Stock Market LLC. The agent is entitled to a commission of 3.0% of the gross proceeds of any shares it sells under the agreement. Minerva has given the agent customary indemnification rights. The company has no obligation to sell any shares, and the agent is not required to sell any specific number or dollar amount. Either side may suspend the offering on notice to the other. Either may also terminate the agreement by giving prior notice, in its sole discretion. Cooley LLP gave the legal opinion on the legality of the shares, which is filed as Exhibit 5.1 to the 8-K. The filing names Leerink Partners LLC as the sales agent for the program and Cooley LLP as the firm giving that opinion. ## The trial timetable Item 8.01 of the filing describes the C19 trial, a Phase 3 confirmatory trial of roluperidone for the treatment of negative symptoms in schizophrenia. Primary efficacy results will be assessed after 12 weeks of treatment with roluperidone compared with placebo. To support an intended monotherapy indication, patients then enter a relapse assessment phase. After further feedback from the U.S. Food and Drug Administration, the company has extended that phase from 40 weeks to 52 weeks. During it, patients cross over to receive either a daily 64 mg dose of roluperidone or antipsychotics. The company continues to expect topline efficacy results in the second half of 2027 and relapse assessment data in the second half of 2028. ## Background and financial position The company's annual report for 2025 says the historic operations of Minerva, Sonkei and Mind-NRG have consumed substantial amounts of cash since inception. It reports cash, cash equivalents and restricted cash of $82.4 million at December 31, 2025, and says that amount should meet operating commitments for at least twelve months from the date the financial statements are issued. The annual report expects the company to fund the C19 trial and the roluperidone NDA resubmission in part with net proceeds from its October 2025 private placement. It also says the company expects to keep incurring significant losses, and that raising funds by issuing equity securities will cause dilution to existing stockholders. Financial data reported to the SEC show research and development expense of $5.8 million for 2025 and $11.9 million for 2024. Cash from operations was negative $13.5 million for 2025 and negative $19.6 million for 2024. ## Dilution, runway and the trial The sales agreement gives Minerva a way to sell shares over time, and the company has no obligation to sell any of them. Any shares sold would dilute existing stockholders. The program is sized at up to $75.0 million against $82.4 million of cash at year-end 2025, even though the company says that cash meets its needs for twelve months. The roluperidone program also still needs a confirmatory trial before any NDA resubmission, and FDA feedback has already lengthened that trial's relapse phase from 40 weeks to 52 weeks. The company expects to keep incurring significant losses, and its forward-looking statements warn that its cash resources and runway may not be accurate, resulting in the need for additional financing sooner than anticipated. The timetable in the filing sets topline efficacy results for the second half of 2027 and relapse assessment data for the second half of 2028. [Report an error](https://aibio.space/reputation/#correction) ## Companies in this story NERV Minerva Neurosciences, 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/minerva-sets-up-75-million-market-stock-sale-leerink-partners/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Minerva sets up $75 million at-the-market stock sale", 2026-05-27, https://aibio.space/news/minerva-sets-up-75-million-market-stock-sale-leerink-partners/