0001853921 2026-07-24 2026-07-24 0001853921 1 2026-07-24 2026-07-24 0001853921 2 2026-07-24 2026-07-24 0001853921 3 2026-07-24 2026-07-24 iso4217:USD pure shares S-8 S-8 EX-FILING FEES 0001853921 Scribe Therapeutics, Inc. N/A false false false S-8 Scribe Therapeutics, Inc. Equity Common stock, par value $0.001 per share - To be issued or outstanding under the 2026 Equity Incentive Plan true 2650332 15.00 39754980.00 0.0001381 5490.16 Equity Common stock, par value $0.001 per share - To be issued under the 2026 Employee Stock Purchase Plan true 173000 12.75 2205750.00 0.0001381 304.61 Equity Common stock, par value $0.001 per share - Outstanding under the 2018 Stock Incentive Plan (Stock Options) true 1053295 6.85 7215070.75 0.0001381 996.40 49175800.75 6791.17 0.00 6791.17 1.a. Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the "Securities Act"), this Registration Statement shall also cover any additional shares of the Registrant's common stock that become issuable in respect of the securities identified in the above table by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without the receipt of consideration that increases the number of the Registrant's outstanding shares of common stock. 1.b. Shares of common stock reserved for issuance under the 2026 Equity Incentive Plan (the "2026 Plan") including (a) 353,003 shares of common stock reserved for issuance under the 2026 Plan, (b) 2,066,997 shares of common stock subject to issuance upon the exercise of stock options outstanding under the 2026 Plan as of this Registration Statement and (c) 230,332 shares of common stock previously reserved but unissued under the 2018 Stock Incentive Plan (the "2018 Plan") that are now available for issuance under the 2026 Plan. In addition, any shares of common stock that (i) are subject to options or other awards granted under the 2018 Plan that cease to be subject to such options or other awards by forfeiture, termination or otherwise, (ii) were or are issued under the 2018 Plan, including pursuant to the exercise of options, that are forfeited or repurchased at the original issue price, or (iii) are subject to options under the 2018 Plan and are used to pay the exercise price of an option or withheld to satisfy tax withholding obligations related to any award will be available for future grant and issuance under the 2026 Plan. 1.c. Calculated solely for the purpose of this offering under Rule 457(h) of the Securities Act on the basis of the initial public offering price per share of $15.00. See note 1.a. above 2.a. Represents shares of common stock reserved for issuance under the 2026 Employee Stock Purchase Plan (the "ESPP") as of the date of this Registration Statement. 2.b. Calculated solely for the purpose of this offering under Rule 457(h) of the Securities Act on the basis of the initial public offering price per share of the Registrant's common stock multiplied by 85%, which is the percentage of the price per share applicable to purchases under the ESPP. See note 1.a. and 1.b. above. 3.a. Represents shares of common stock reserved for issuance pursuant to outstanding stock option awards under the 2018 Plan as of the date of this Registration Statement. Any such shares of common stock that (i) are subject to options under the 2018 Plan that cease to be subject to such options by forfeiture, termination or otherwise, (ii) were or are issued under the 2018 Plan, including pursuant to the exercise of options, and are forfeited or repurchased at the original issue price or (iii) are subject to options under the 2018 Plan and are used to pay the exercise price of an option or withheld to satisfy tax withholding obligations relating to any awards will be available for issuance under the 2026 Plan. 3.b. Calculated solely for the purpose of this offering under Rule 457(h) of the Securities Act on the basis of the weighted average exercise price for outstanding stock option awards of $6.85 per share (rounded up to the nearest cent) as of the date of this Registration Statement.