aibioWhitehawk Therapeutics agrees to $87.5 million private placement of stock and warrants
Tickers WHWK
Whitehawk agreed to sell 4,330,866 shares at $3.92 and 17,991,021 pre-funded warrants in a PIPE financing. The company expects gross proceeds of about $87.5 million and a May 14, 2026 closing.
Key facts
- Company
- Whitehawk Therapeutics, Inc. (NASDAQ: WHWK)
- News type
- Financings
- Primary source
- Whitehawk Therapeutics, Inc. Form 8-K filed May 13, 2026 (SEC EDGAR)
Whitehawk Therapeutics, Inc. (Nasdaq: WHWK) agreed on May 12, 2026 to sell common stock and pre-funded warrants to investors in a private placement, for an aggregate purchase price of $87,500,000. The company disclosed it in a Form 8-K filed May 13, 2026. It calls the sale a PIPE financing, short for private investment in public equity, and expects it to close on May 14, 2026, subject to customary closing conditions.
What the filing says
Whitehawk signed a Securities Purchase Agreement with the purchasers named in it, called the PIPE Investors. The company agreed to sell 4,330,866 shares of common stock at $3.92 per share. It also agreed to sell 17,991,021 pre-funded warrants at $3.9199 per warrant.
These warrants have an exercise price of $0.0001 per share, are immediately exercisable and stay exercisable until exercised in full. A holder may not exercise if it, together with its affiliates, would own more than 4.99%, or 9.99% or 19.99% at the holder's election, of the common stock outstanding right after the exercise.
In a press release furnished with the filing, Whitehawk says the financing is expected to produce gross proceeds of approximately $87.5 million, before deducting placement agent fees and other private placement expenses.
Who is buying
Certain executive officers, affiliated funds of directors and a director signed the agreement and committed to buy an aggregate of $39,750,000 of shares and pre-funded warrants. A pricing committee of independent directors and the disinterested members of the audit committee approved their participation.
The press release names existing investors taking part: Avoro Capital, QVT, Coastlands Capital, KVP Capital, ADAR1 Capital Management, Acuta Capital Partners, StemPoint Capital LP and Invus, as well as members of the executive team. The executive officers and directors also agreed to lock-up arrangements, which generally bar them from selling company securities for 60 days after the closing.
Placement agents and resale registration
Jefferies LLC, Leerink Partners LLC, Oppenheimer & Co. Inc., Citizens JMP Securities, LLC and JonesTrading Institutional Services LLC acted as placement agents. Whitehawk agreed to pay them customary placement fees and reimburse certain expenses. The press release calls Jefferies and Leerink Partners the lead placement agents.
The securities are being sold in a private placement under Section 4(a)(2) of the Securities Act of 1933, so they are not registered. At closing, the company intends to sign a Registration Rights Agreement with the investors. It would require Whitehawk to file a resale registration statement with the SEC within 30 days after closing and to use commercially reasonable efforts to have it declared effective within 60 calendar days of closing, or 90 calendar days if the SEC reviews it.
Use of proceeds
Whitehawk says it intends to use the net proceeds and its existing cash, cash equivalents and marketable securities for working capital and general corporate purposes, including advancing its ADC pipeline and related development activities. The company says this is expected to extend its cash runway into the second half of 2028.
About the company
Whitehawk describes itself as a clinical-stage oncology therapeutics company. Its annual report on Form 10-K, filed March 12, 2026, says it entered into a license agreement in December 2024 with WuXi Biologics (Shanghai FX) Co., Ltd. for three antibody drug conjugates (ADCs). The ADCs target PTK7, MUC16 and SEZ6 and use a linker-payload platform called CPT113.
The 10-K says Whitehawk submitted investigational new drug applications to the FDA for HWK-007 and HWK-016 in the fourth quarter of 2025, and that the FDA has cleared both. It anticipates submitting an application for HWK-206 in mid-2026 and expects data readouts in the first half of 2027 from each Phase 1 trial.
The 10-K also shows what the company has been spending. Research and development expense was $91.0 million in 2025, against $51.0 million in 2024, and cash used in operations was $97.4 million, against $59.5 million. Revenue was $7.1 million in 2025, against $26.0 million, and the net loss was $20.6 million, against $63.7 million. All three assets are in Phase 1, so the data due in the first half of 2027 will be early. Chief Financial Officer Scott Giacobello signed the 8-K.