---
title: "Upstream Bio sets up $150,000,000 at-the-market stock program with Leerink"
url: "https://aibio.space/news/upstream-bio-sets-up-150-000-000-market-stock-program-leerink/"
publisher: "aibio.space (Biotech Investor Relations News)"
date: "2026-03-26"
section: "Financings"
tickers: "NASDAQ:UPB"
source: "https://www.sec.gov/Archives/edgar/data/2022626/000119312526126561/d126101d424b5.htm"
summary: "Upstream Bio signed a sales agreement with Leerink Partners LLC on March 26, 2026 that lets it sell up to $150,000,000 of common stock on the Nasdaq market"
---

By the aibio.space news desk.

Sources

- [Upstream Bio, Inc. 424B5 (2026-03-26)](https://www.sec.gov/Archives/edgar/data/2022626/000119312526126561/d126101d424b5.htm)
- [d110609d8k.htm](https://www.sec.gov/Archives/edgar/data/2022626/000119312526126572/d110609d8k.htm)
- [Upstream Bio, Inc. 10-K (2026-03-26): business](https://www.sec.gov/Archives/edgar/data/2022626/000119312526126188/upb-20251231.htm)
- [Upstream Bio, Inc. financial data (SEC XBRL)](https://www.sec.gov/Archives/edgar/data/2022626/000119312526126188/)

[UPB](https://aibio.space/companies/upstream-bio/)

2026-03-26

# Upstream Bio sets up $150,000,000 at-the-market stock program with Leerink

Tickers [UPB](https://aibio.space/companies/upstream-bio/)

Upstream Bio signed a sales agreement with Leerink Partners LLC on March 26, 2026 that lets it sell up to $150,000,000 of common stock on the Nasdaq market. Leerink may earn a commission of up to 3.0% of gross proceeds, and cash used in operations rose to $133.3 million in 2025.

## Key facts

- **Company**: Upstream Bio, Inc. (NASDAQ: UPB)

- **News type**: Financings

- **Primary source**: [Upstream Bio, Inc. 424B5 (2026-03-26)](https://www.sec.gov/Archives/edgar/data/2022626/000119312526126561/d126101d424b5.htm)

*Two people shaking hands across a table. Photo: Kristin Hardwick, CC0, via StockSnap. The picture shows the field, not the companies named.*

## The agreement

Upstream Bio, Inc. (Nasdaq: [UPB](https://aibio.space/companies/upstream-bio/)) entered into a sales agreement with Leerink Partners LLC, dated March 26, 2026, under which it may sell common stock with an aggregate offering price of up to $150,000,000 from time to time. Leerink acts as sales agent and sells on the Nasdaq Global Select Market at prevailing prices, following the company's instructions on price, time or size.

Leerink is entitled to a commission of up to 3.0% of gross proceeds from each sale. Upstream is not required to sell any shares, and either side may suspend or end the offering on notice.

The shares are sold under an automatic shelf registration statement on Form S-3, file number 333-291267, filed on November 5, 2025. The prospectus supplement is dated March 26, 2026, and gives a last reported sale price of $8.45 a share on March 24, 2026.

## Counsel and the agent

Leerink Partners LLC is the only sales agent named for the program. Goodwin Procter LLP of Boston will pass on the validity of the shares for Upstream. It issued a legal opinion dated March 26, 2026, which the company filed with its 8-K. Cooley LLP of New York represents Leerink in the offering. The filing names no other bank or advisor for the program.

## Dilution and use of proceeds

The supplement says new investors may suffer immediate and substantial dilution. As an illustration, it assumes 17,751,479 shares sold at $8.45 a share, which would bring gross proceeds of $150.0 million and leave up to 71,989,229 shares outstanding. On that assumption, new investors would face dilution of $1.71 a share.

The count of 54,237,750 shares outstanding at December 31, 2025 excludes 7,960,728 shares issuable on stock options at a weighted average exercise price of $6.77. The company intends to use the net proceeds, together with existing cash, cash equivalents and short-term investments, mainly to fund research and development. The rest would go to working capital, capital expenditures and other general corporate purposes.

## The business behind the program

Upstream Bio is a clinical-stage biotechnology company based in Waltham, Massachusetts. Its lead candidate, verekitug, is a monoclonal antibody that targets the receptor for thymic stromal lymphopoietin, known as TSLP. The 10-K says the company has moved verekitug into separate Phase 2 trials for severe asthma, chronic rhinosinusitis with nasal polyps and chronic obstructive pulmonary disease.

The annual report says the company reported what it calls positive top-line results in its nasal polyp Phase 2 trial in September 2025 and in its severe asthma Phase 2 trial in February 2026. It started the COPD trial in July 2025 and plans to begin Phase 3 dosing in severe asthma and nasal polyps in the first quarter of 2027. The offering documents do not include the trial figures.

The competition is already on the market. The 10-K notes that seven biologics are approved for severe asthma, four of them also for nasal polyps and two for COPD.

## The 2025 numbers

The annual report shows 2025 revenue of $2.9 million, against $2.4 million in 2024. Research and development expense rose to $136.8 million from $63.0 million. The net loss was $143.4 million, compared with $62.8 million a year earlier. Cash used in operations rose from $59.2 million in 2024 to $133.3 million in 2025. At December 31, 2025, cash and cash equivalents were $101.6 million and short-term investments were $239.9 million, against $325.9 million and $144.6 million a year earlier.

## What the supplement does not say

The supplement does not say how many shares the company expects to sell, how fast it plans to use the program or how long its existing cash will last. Upstream is not required to sell any shares and Leerink is not required to sell a set amount, so the $150,000,000 is a ceiling, not a commitment.

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## Companies in this story

UPB

Upstream Bio, Inc.

NASDAQ · United States

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Source page: https://aibio.space/news/upstream-bio-sets-up-150-000-000-market-stock-program-leerink/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Upstream Bio sets up $150,000,000 at-the-market stock program with Leerink", 2026-03-26, https://aibio.space/news/upstream-bio-sets-up-150-000-000-market-stock-program-leerink/
