aibioRelay Therapeutics adds $212,978,049 to at-the-market stock program
Tickers RLAY
Relay Therapeutics amended its stock sales agreement on August 6, 2026 to add $212,978,049 of at-the-market sales, raising the program to $462,978,049. The prospectus puts immediate dilution at $14.22 a share for investors who buy in the offering.
Key facts
- Company
- Relay Therapeutics, Inc. (NASDAQ: RLAY)
- News type
- Financings
- Primary source
- Relay Therapeutics, Inc. 8-K (2026-08-06)
The amendment
Relay Therapeutics, Inc. amended its common stock sales agreement with TD Securities (USA) LLC on August 6, 2026. The 8-K names the agent as TD Securities, and the prospectus supplement refers to the same firm as TD Cowen. The company filed a prospectus supplement the same day to sell up to an additional $212,978,049 of common stock.
Amendment No. 1 raises the size of the program in the agreement from $250,000,000 to $462,978,049. The original agreement is dated August 6, 2024. Sales are made at the market, meaning into the open market at market prices, through Nasdaq or in negotiated transactions such as block trades.
Through August 3, 2026 the company had issued 16,006,569 shares under the original agreement. About $87,021,951 of stock remained eligible for sale under it. The new supplement covers the added amount.
The agent's terms
The sales agent is paid a commission of up to 3.0% of gross proceeds. The agent is not required to sell any specific number or dollar amount, and it will use commercially reasonable efforts.
The company also agreed to reimburse up to $75,000 of the agent's actual outside legal expenses, and it estimates its other offering expenses at about $0.2 million. Goodwin Procter LLP of Boston, Massachusetts, is counsel to the company on the offering. The filing does not name counsel for the agent.
The stock trades on The Nasdaq Global Market under RLAY. The closing price on July 31, 2026 was $18.83 a share.
The dilution
Net tangible book value was about $850.6 million, or $3.89 a share, at June 30, 2026, with 218,531,200 shares outstanding. The prospectus assumes a sale of 11,310,570 shares for $213.0 million at $18.83, the July 31 price. On that basis, adjusted net tangible book value would be about $1.1 billion, or $4.61 a share. That is an immediate increase of $0.72 a share for existing holders. For investors who buy in the offering, it is an immediate dilution of $14.22 a share in net tangible book value.
The supplement gives no price for future sales under the program, so the actual dilution will depend on the prices the agent achieves.
The use of the money
The company says it may use proceeds, together with its existing cash and cash equivalents, to fund research and clinical development of current or additional pipeline candidates, working capital, capital expenditures and general corporate purposes. Management keeps broad discretion over the use of the net proceeds.
The supplement says there can be no assurance that Relay will sell any shares or use the full program.
The finances
Relay's annual report for 2025, filed February 26, 2026, shows revenue of $15.4 million, up from $10.0 million in 2024. Relay reported a net loss of $276.5 million, against $337.7 million. It used $235.5 million in operations in 2025, compared with $249.1 million in 2024.
The annual report's risk summary states that the company has never successfully completed a large-scale pivotal trial, and that it has no products approved for sale and no revenue from product sales. It also says Relay will need to raise substantial additional funding, and that without it, it would have to delay, reduce or eliminate some product development programs.
What comes next
The program has no timetable. The supplement sets no minimum sale and gives no schedule for sales under the amended agreement. Any sales will be made at market prices and will carry the 3.0% commission, so the net money to the company will be below the gross figure.