PepGen Announces Pricing of $125 Million Public Offering to Advance Clinical Development of Oligonucleotide Therapies
PepGen, a clinical-stage biotechnology company developing innovative oligonucleotide-based medicines for rare genetic diseases, has announced the pricing of a public offering expected to generate approximately $125 million in gross proceeds. The financing is intended to strengthen the company’s financial position and support the continued clinical development of its investigational product candidate as it advances its pipeline of potential treatments for patients living with serious genetic conditions.
Under the terms of the offering, PepGen is selling 25 million shares of its common stock at a public offering price of $5.00 per share. Based on the announced pricing, the company expects to receive aggregate gross proceeds of approximately $125 million before deducting underwriting discounts and commissions, as well as other offering-related expenses payable by PepGen.
In addition to the shares included in the initial offering, PepGen has granted the underwriters a 30-day option to purchase up to an additional 3.75 million shares of common stock. Any additional shares purchased through this option will be sold at the same public offering price of $5.00 per share, less applicable underwriting discounts and commissions.
The offering is being conducted entirely by PepGen, meaning that all securities included in the transaction are being issued and sold by the company. The company expects the offering to close on or about November 13, 2026, subject to the satisfaction of customary closing conditions.
The financing represents a significant capital-raising initiative for PepGen as it continues to pursue the development of oligonucleotide therapies designed to address the underlying causes of rare genetic diseases. By securing additional funding through the public equity markets, the company aims to maintain support for its clinical development activities while providing resources for working capital and other general corporate requirements.
Proceeds to Support Clinical Development and Corporate Operations
PepGen currently intends to use the net proceeds generated from the public offering primarily to fund the ongoing clinical development of its product candidate. The company also expects to allocate a portion of the proceeds toward working capital and other general corporate purposes.
The planned use of funds reflects the importance of maintaining sufficient financial resources as clinical-stage biotechnology companies progress through research, development and clinical evaluation. Advancing an investigational medicine requires investment across multiple activities, including clinical trial execution, patient recruitment, manufacturing, regulatory preparation and the collection and analysis of clinical data.
For PepGen, the additional capital is expected to provide financial flexibility as it continues its clinical development program. The company is focused on pioneering oligonucleotide therapies that could offer new treatment approaches for people affected by rare genetic disorders. Such conditions can be associated with significant unmet medical needs, particularly when existing treatment options do not adequately address the underlying genetic mechanisms responsible for disease progression.
Oligonucleotide-based medicines represent an important area of innovation within biotechnology. These therapies are designed to interact with specific genetic or RNA targets and can potentially influence the production or processing of proteins associated with disease. Their development has created opportunities to investigate treatments for conditions that may be difficult to address using conventional therapeutic approaches.
PepGen’s development strategy is centered on advancing this therapeutic approach for rare genetic diseases. The newly announced financing is intended to support the company’s ongoing work on its investigational product candidate, although the announcement did not provide additional details about specific clinical milestones or the allocation of funding across individual development activities.
The $125 million expected gross proceeds will be reduced by underwriting discounts, commissions and offering expenses. Consequently, the final amount available to support PepGen’s operations and development programs will depend on these deductions and the completion of the transaction.
Underwriters and Bookrunning Managers
PepGen has appointed Leerink Partners, Stifel and Guggenheim Securities as joint bookrunning managers for the public offering. These firms are responsible for coordinating key aspects of the offering and supporting the distribution of the company’s shares to investors.
Oppenheimer & Co. is serving as passive bookrunner, while H.C. Wainwright & Co. has been appointed lead manager for the transaction.
The participation of multiple financial institutions provides the framework for managing the public offering and distributing the securities. The underwriters will also have the option to purchase up to 3.75 million additional shares during the 30-day period following the offering, subject to the terms of the underwriting arrangement.
If the underwriters exercise their option in full, PepGen would sell an additional 3.75 million shares at the public offering price, less underwriting discounts and commissions. This would increase the total number of shares sold in the transaction to 28.75 million.
The additional option gives the underwriters flexibility to purchase more shares if investor demand and market conditions support a larger offering. However, the company has not stated that the option will necessarily be exercised.
Offering Conducted Under Effective SEC Registration Statement
The securities being offered by PepGen are being issued pursuant to an effective shelf registration statement on Form S-3, filed with the U.S. Securities and Exchange Commission (SEC).
The registration statement, identified as File No. 333-296016, was originally filed with the SEC on May 18, 2026, and was declared effective on May 21, 2026.
The public offering will be conducted exclusively through a written prospectus and prospectus supplement that form part of the effective registration statement. These documents provide investors with information about the securities being offered and the terms of the transaction.
PepGen stated that a final prospectus supplement, together with the accompanying prospectus, will be filed with the SEC. Once available, the documents can be accessed through the SEC’s official website at www.sec.gov.
Investors seeking additional information about the offering will also be able to obtain copies of the final prospectus supplement and accompanying prospectus from the financial institutions participating in the transaction.
Leerink Partners LLC is providing prospectus documents through its Syndicate Department at 53 State Street, 40th Floor, Boston, Massachusetts 02109. Interested parties can contact the firm by telephone at (800) 808-7525, extension 6105, or by email at syndicate@leerink.com.
Stifel, Nicolaus & Company, Incorporated, is making the documents available through its Syndicate Department at One Montgomery Street, Suite 3700, San Francisco, California 94104. The firm can be reached by telephone at (415) 364-2720 or by email at syndprospectus@stifel.com.
Guggenheim Securities, LLC, is also providing prospectus materials through its Equity Syndicate Department at 330 Madison Avenue, 8th Floor, New York, New York 10017. Investors can contact the department by telephone at (212) 518-9544 or by email at GSEquityProspectusDelivery@guggenheimpartners.com.
The prospectus supplement and accompanying prospectus are important sources of information for investors evaluating the offering. They contain the formal details of the transaction and should be reviewed alongside the company’s SEC filings.
Financing Supports PepGen’s Rare Genetic Disease Development Strategy
PepGen operates in the clinical-stage biotechnology sector, with a focus on developing oligonucleotide therapies that have the potential to transform treatment approaches for rare genetic diseases.
Rare genetic disorders can result from changes in DNA or RNA that disrupt normal biological processes, including the production of essential proteins. Depending on the condition, these abnormalities can lead to progressive impairment, substantial medical complications and significant effects on patients’ quality of life.
Although scientific advances have expanded understanding of the genetic mechanisms behind many rare diseases, developing effective treatments remains challenging. Researchers must identify the relevant biological targets, design therapeutic approaches capable of interacting with those targets and demonstrate that investigational treatments can be administered safely and produce meaningful clinical benefits.
Oligonucleotide therapeutics have attracted growing interest because of their ability to target specific genetic sequences. Depending on their design and mechanism of action, these medicines may influence RNA processing, alter gene expression or affect the production of disease-associated proteins.
For biotechnology companies working in this field, clinical development is a critical stage in determining whether promising laboratory and preclinical findings can translate into meaningful treatment options. This process requires sustained investment, particularly as programs move through increasingly advanced clinical studies and toward potential regulatory submissions.
PepGen’s newly priced public offering is intended to provide additional financial resources for this development process. The company expects to direct the net proceeds toward its ongoing clinical program while also maintaining funding for its broader corporate requirements.
The financing also gives PepGen additional flexibility to manage operational expenses as it continues its work in rare genetic diseases. Although the announcement does not specify how much of the proceeds will be allocated to individual clinical activities, the company has identified continued development of its product candidate as the principal intended use.
Expected Closing on November 13, 2026
PepGen expects the public offering to close on or about November 13, 2026. Completion remains subject to customary closing conditions, which must be satisfied before the transaction can be finalized.
The company expects to receive approximately $125 million in gross proceeds from the sale of 25 million shares at $5.00 per share. The final net proceeds will reflect the deduction of underwriting discounts and commissions and other expenses associated with the offering.
The underwriters’ 30-day option to purchase an additional 3.75 million shares provides the possibility of increasing the total size of the transaction if exercised.
PepGen’s public offering is an important financing development as the company continues to advance its clinical-stage oligonucleotide medicine strategy. The proceeds are expected to support its ongoing investigational product development, working capital needs and general corporate activities.
The company will continue to focus on its clinical development priorities as it works toward evaluating the potential of its oligonucleotide-based approach for rare genetic diseases.
Important Information Regarding the Offering
PepGen emphasized that the press release is for informational purposes and does not constitute an offer to sell or a solicitation of an offer to buy the securities described in the announcement.
Furthermore, the securities cannot be offered or sold in any state or jurisdiction where such an offer, solicitation or sale would be unlawful before the securities have been registered or qualified under the applicable securities laws.
The public offering will be made only through the written prospectus and prospectus supplement included in the effective registration statement filed with the SEC. Investors should refer to these official documents for complete information about the offering and its terms.
Overall, PepGen’s $125 million public offering is designed to strengthen its financial resources and support the continued clinical development of its oligonucleotide therapies. With the transaction expected to close around November 13, 2026, the company aims to use the additional capital to advance its investigational product candidate while supporting working capital and other general corporate needs.
About PepGen
PepGen Inc. is a clinical-stage biotechnology company pioneering oligonucleotide therapies with the potential to transform the treatment of rare genetic diseases. Founded on more than a decade of research and development, PepGen’s Enhanced Delivery Oligonucleotide (EDO) technology leverages cell-penetrating peptides to improve the uptake and activity of conjugated oligonucleotide therapeutics. Using this EDO technology, PepGen is advancing PGN-EDODM1, a clinical candidate for the treatment of myotonic dystrophy type 1.