v3.26.1
Subsequent Events
3 Months Ended
Mar. 31, 2026
Subsequent Events [Abstract]  
Subsequent Events

16. Subsequent Events

Subsequent events have been evaluated through the date of filing of the unaudited condensed consolidated financial statements. The Company has identified the following subsequent events that require disclosure:

2026 Follow-On Offering

In connection with the 2026 Follow-On Offering (as defined below), on May 5, 2026, the Company issued and sold (i) 46,099,650 shares of common stock, which includes 6,508,650 shares sold upon the underwriters’ exercise in full of their

option to purchase additional shares of common stock on May 4, 2026, and (ii) in lieu of common stock to certain investors, pre-funded warrants to purchase an aggregate of up to 3,800,000 shares of its common stock, or the 2026 Follow-On Offering. Each such share of common stock was sold at a price to the public of $6.00 per share and each such pre-funded warrant was offered and sold at a price to the public of $5.99999 per pre-funded warrant for aggregate gross proceeds of $299.4 million in the 2026 Follow-On Offering. The Company received approximately $280.8 million in net proceeds from the 2026 Follow-On Offering, after deducting underwriting discounts and commissions and estimated offering expenses, of which approximately $39.0 million were used to effectuate the Matrix Repurchase.

Suspension and Termination of ATM Prospectus Supplement

In connection with the 2026 Follow-On Offering, on May 4, 2026, the Company delivered written notice to Jefferies that the Company was suspending and terminating the prospectus related to the shares issuable in the ATM pursuant to the terms of the Sales Agreement. As a result, the Company will not make any sales of its securities pursuant to the Sales Agreement, unless and until a new prospectus, prospectus supplement, or a new registration statement relating to the shares eligible to be sold in the ATM is filed. Other than the termination of the prospectus, the Sales Agreement remains in full force and effect.

Matrix Repurchase

On April 30, 2026, the Company and Matrix entered into a stock purchase agreement, or the Repurchase Agreement, pursuant to which the Company agreed to repurchase, in a privately negotiated transaction, up to 6,922,870 shares of its common stock, which the Company believes represents all shares of its common stock held by Matrix as of such date. Pursuant to the Repurchase Agreement, on May 7, 2026, the Company used approximately $39.0 million of the net proceeds received by the Company in the 2026 Follow-On Offering to repurchase 6,922,870 shares of its common stock from Matrix at a price per share equal to $5.64, the price per share at which the underwriters purchased shares from the Company in the 2026 Follow-On Offering. Such repurchased shares have become authorized but unissued shares.