--- title: "Phio Pharmaceuticals sets up $6,360,000 at-the-market program" url: "https://aibio.space/news/phio-pharmaceuticals-sets-up-6-360-000-market-program/" publisher: "aibio.space (Biotech Investor Relations News)" date: "2026-04-08" section: "Financings" tickers: "NASDAQ:PHIO" source: "https://www.sec.gov/Archives/edgar/data/1533040/000143774926011761/phio20260402_8k.htm" summary: "Phio set up an at-the-market program that lets it sell up to $6,360,000 of common stock through H.C. Wainwright & Co., LLC, with a 3.0% commission. The siz" --- By the aibio.space news desk. Sources - [Phio Pharmaceuticals Corp. 8-K (2026-04-08)](https://www.sec.gov/Archives/edgar/data/1533040/000143774926011761/phio20260402_8k.htm) - [phio_424b5.htm](https://www.sec.gov/Archives/edgar/data/1533040/000168316826002750/phio_424b5.htm) - [Phio Pharmaceuticals Corp. 10-K (2026-03-05): business](https://www.sec.gov/Archives/edgar/data/1533040/000143774926007078/phio20251231_10k.htm) - [Phio Pharmaceuticals Corp. financial data (SEC XBRL)](https://www.sec.gov/Archives/edgar/data/1533040/000143774926007078/) [PHIO](https://aibio.space/companies/phio-pharmaceuticals/) 2026-04-08 # Phio Pharmaceuticals sets up $6,360,000 at-the-market program Tickers [PHIO](https://aibio.space/companies/phio-pharmaceuticals/) Phio set up an at-the-market program that lets it sell up to $6,360,000 of common stock through H.C. Wainwright & Co., LLC, with a 3.0% commission. The size is capped because its public float is only $19,080,217, and its auditors have raised a going concern doubt. ## Key facts - **Company**: Phio Pharmaceuticals Corp. (NASDAQ: PHIO) - **News type**: Financings - **Primary source**: [Phio Pharmaceuticals Corp. 8-K (2026-04-08)](https://www.sec.gov/Archives/edgar/data/1533040/000143774926011761/phio20260402_8k.htm) *A boardroom table with chairs and a laptop. CC0, via rawpixel. The picture shows the field, not the companies named.* Phio Pharmaceuticals Corp. (Nasdaq Capital Market: [PHIO](https://aibio.space/companies/phio-pharmaceuticals/)) entered into an At The Market Offering Agreement with H.C. Wainwright & Co., LLC on April 8, 2026, and disclosed it in an [8-K](https://www.sec.gov/Archives/edgar/data/1533040/000143774926011761/phio20260402_8k.htm) filed the same day. Wainwright acts as sales agent. Phio may sell shares of common stock from time to time, up to an aggregate offering price of $6,360,000, under a Form S-3 shelf registration, File No. 333-279557. The [prospectus supplement](https://www.sec.gov/Archives/edgar/data/1533040/000168316826002750/phio_424b5.htm) sets out the terms. Wainwright earns a commission of 3.0% of the gross proceeds from each sale. Phio also agreed to reimburse up to $75,000 of the sales agent's legal fees. Hogan Lovells US LLP gave the legal opinion on the shares for Phio, and Ellenoff Grossman & Schole LLP is counsel to Wainwright. The company may suspend or end the agreement at any time and has no obligation to sell any shares. ## Why the program is capped The size is limited by General Instruction I.B.6 of Form S-3. That rule caps sales at one-third of the non-affiliate market value over 12 months while that value is below $75,000,000. Phio put its public float at $19,080,217, based on 11,563,768 shares at $1.65, the closing price on February 13, 2026. The last reported sale on the Nasdaq Capital Market was $1.28 on April 2, 2026, which is well below that February price. The filings do not say what the float would be at the April price, and the company says it will file another prospectus supplement before it sells more if the float rises. Dilution is the practical result. Each sale adds shares, and the prospectus supplement warns that investors may suffer immediate dilution and further dilution from future equity issuances and from outstanding warrants and equity awards. ## Going concern and the cash burn The prospectus supplement says the audit report on the consolidated financial statements contains an explanatory paragraph about the company's ability to continue as a going concern. It is the auditor's flag on whether the company can keep operating without new funding. The 2025 annual report, filed March 5, 2026, puts the 2025 net loss at $8.7 million, up from $7.2 million in 2024. Cash used in operations was $8.0 million in 2025, compared with $7.1 million in 2024. Research and development expense was $4.6 million in 2025, against $3.6 million a year earlier. The program's ceiling of $6,360,000 sits beside that $8.0 million of 2025 cash use. The company describes itself as a clinical stage biopharmaceutical company. Its INTASYL small interfering RNA technology is designed to make immune cells more effective against tumors. Its clinical work centers on PH-762, which is being tested in a multi-center Phase 1b trial through intratumoral injection in cutaneous squamous cell carcinoma, melanoma and Merkel cell carcinoma. ## What the trial shows and does not show The Phase 1b study fully enrolled in November 2025 with 22 patients, 20 with cutaneous squamous cell carcinoma, one with melanoma and one with Merkel cell carcinoma. The company reports that PH-762 was well tolerated, with no dose-limiting toxicities or clinically relevant treatment-emergent adverse effects in any patient who received intratumoral injection. The company says revised reported data support an overall response rate of 65% in squamous cell carcinoma. That figure comes from a trial of 22 patients, of whom only 20 had that tumor type, and the company says final study data remain pending formal analysis. Among the 20 patients with squamous cell carcinoma, 13 were classified as pathologic responders, including 9 with complete response and 2 with partial response. The study is dose-escalating: patients were treated in five cohorts, with drug concentration increased 20-fold from the first to the final cohort. The company plans to submit to the FDA in the second quarter of 2026, seeking guidance on the next steps in study design. Until that guidance arrives, the trial result is an early signal from a small, uncontrolled study, and the company's own description of it is the only source of the efficacy figure. [Report an error](https://aibio.space/reputation/#correction) ## Companies in this story PHIO Phio Pharmaceuticals Corp. 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Cite as: aibio.space, "Phio Pharmaceuticals sets up $6,360,000 at-the-market program", 2026-04-08, https://aibio.space/news/phio-pharmaceuticals-sets-up-6-360-000-market-program/