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Rezolute sells 1,295,383 shares in private placement for $4,209,994.75

Tickers RZLT

An 8-K filed June 13, 2025 reports the sale. Certain insiders had agreed in April to buy up to $10,000,000 of stock at $3.25 per share in the private placement.

Key facts

Company
Rezolute, Inc. (NASDAQ: RZLT)
News type
Financings
Primary source
Rezolute, Inc. Form 8-K filed June 13, 2025 (SEC EDGAR)
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Rezolute, Inc. sold and issued 1,295,383 shares of common stock in a private placement for an aggregate purchase price of $4,209,994.75, according to a Form 8-K filed June 13, 2025. The sale took place on June 13, 2025 under a Securities Purchase Agreement with certain investors, whom the filing calls the Investors.

How the placement came about

The June filing ties the sale to an earlier report. In an 8-K filed April 23, 2025, Rezolute said certain insiders had agreed to buy up to $10,000,000 of common stock at $3.25 per share in the private placement. The June 13 sale is smaller than that commitment, and the filing does not say whether the rest will be sold later.

The sale was made to "Investors" under the purchase agreement, and the filing does not name them. The 8-K also does not name a placement agent, underwriter or financial adviser for the sale. The April filing set the price at $3.25 per share, and the June 8-K does not restate a per-share price for the shares actually sold. It reports only the aggregate purchase price.

Why the shares are unregistered

The shares will not be registered under the Securities Act of 1933. Rezolute relied on the exemption in Section 4(a)(2) of that act. The company reported the sale under Item 3.02 of Form 8-K, which covers unregistered sales of equity securities, and pointed to its Item 8.01 disclosure for the details. That disclosure is the only description of the sale itself, and it is one paragraph long. The 8-K does not say whether or when a resale registration will be filed.

The cash position

The company's annual report, for the fiscal year ended June 30, 2024 and filed September 19, 2024, reported cash and cash equivalents of $70.4 million and marketable debt securities of $56.7 million, for a total of $127.1 million at June 30, 2024. Working capital was about $119.0 million on that date. The company said it had cumulative net losses of $329.4 million since inception and has not generated any meaningful revenue.

The report says the company's main funding has come from private placements and public offerings, and that it received $62.6 million in net proceeds from equity in fiscal 2024 and $11.6 million in fiscal 2023. The 8-K does not give a cash balance for June 2025, so the most recent balance the filings report is a year old.

The business and the trial

Rezolute describes itself in its annual report as a late-stage rare disease company focused on hypoglycemia caused by hyperinsulinism, or HI. Its lead asset is ersodetug, formerly RZ358, an intravenously given human monoclonal antibody that the company says binds a site on the insulin receptor and down-modulates insulin's action.

The company is actively enrolling a pivotal Phase 3 study called sunRIZE in congenital HI. Its primary endpoint is the change in Level 2 and Level 3 hypoglycemia events measured by self-monitored blood glucose, over a six-week pivotal treatment period. The company says ersodetug has Orphan Drug Designation in the United States and the European Union for congenital HI. The Phase 2b RIZE trial supported a PRIME designation from the European Medicines Agency. The 8-K itself does not report any trial results, and the annual report describes the trial design.

Who is involved

Chief Executive Officer Nevan Charles Elam signed the June 2025 8-K. In the annual report he signed as Acting Chair of the Board of Directors and Chief Executive Officer.

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