AIM ImmunoTech Announces Commencement of Rights Offering

Rhea-AI Summary

AIM ImmunoTech (NYSE American: AIM) has commenced a rights offering to sell up to 12,000 Units at $1,000 per Unit, targeting aggregate gross proceeds of $12.0 million. Each Unit consists of one share of Series G convertible preferred stock and 1,666 warrants.

Each preferred share converts into 833 common shares (conversion price $1.20); each warrant is exercisable for one common share at $1.20 through five years. Subscription rights are non-transferable and expire at 5:00 p.m. ET on February 27, 2026, unless extended.

Positive

• Expected gross proceeds of $12.0M if fully subscribed
• Non-dilutive at issuance to non-participating holders until conversion or exercise

Negative

• Potential dilution: each Unit can create up to 2,499 common shares (833 conversion + 1,666 warrants)
• Short subscription window: Feb 11–Feb 27, 2026, which may limit participation
• Subscription Rights expire worthless if not exercised by the deadline

News Market Reaction

-13.51%

11 alerts

-13.51% News Effect

-13.9% Trough in 20 hr 8 min

-$499K Valuation Impact

$3M Market Cap

0.2x Rel. Volume

On the day this news was published, AIM declined 13.51%, reflecting a significant negative market reaction. Argus tracked a trough of -13.9% from its starting point during tracking. Our momentum scanner triggered 11 alerts that day, indicating notable trading interest and price volatility. This price movement removed approximately $499K from the company's valuation, bringing the market cap to $3M at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Rights units offered: 12,000 Units Subscription price: $1,000 per Unit Gross proceeds target: $12 million +5 more

8 metrics

Rights units offered 12,000 Units Maximum Units available in current rights offering

Subscription price $1,000 per Unit Price at which each Unit may be purchased

Gross proceeds target $12 million Expected aggregate gross proceeds if fully subscribed

Warrants per Unit 1,666 warrants Each Unit includes 1,666 warrants for common stock

Conversion ratio 833 shares per preferred Each Series G share convertible into 833 common shares

Conversion price $1.20 per share Preferred stock conversion price into common stock

Warrant exercise price $1.20 per share Exercise price for each warrant, 5‑year term

Shelf capacity $100 million Maximum aggregate amount under S-3 shelf registration

Market Reality Check

Price: $0.8437 Vol: Pre‑news volume of 211,94...

low vol

$0.8437 Last Close

Volume Pre‑news volume of 211,942 shares is very light at 0.06x the 20‑day average. low

Technical Shares at 0.9755 are trading below the 200‑day MA of 2.62, reflecting a weakened longer‑term trend.

Peers on Argus

Momentum scanner shows no peers in active momentum. Nearby biotech peers show mi...

Momentum scanner shows no peers in active momentum. Nearby biotech peers show mixed, mostly negative moves, suggesting AIM’s rights‑offering dynamics are company‑specific rather than a broad sector rotation.

Previous Offering Reports

5 past events · Latest: Jan 27 (Negative)

Same Type Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Jan 27	Rights terms amended	Negative	+0.0%	Adjusted dates and terms for the planned rights offering targeting $12M proceeds.
Jan 23	Rights terms set	Negative	-5.2%	Announced proposed rights offering structure, pricing units and outlining over‑subscription.
Jul 31	Public offering closed	Negative	-4.3%	Closed $8M public offering of shares and warrants under effective S‑1 registration.
Jul 29	Public offering priced	Negative	-56.3%	Priced $8M public offering of stock and warrants at $4.00 per share equivalent.
Sep 30	Registered direct deal	Negative	-3.6%	Announced $1.26M registered direct offering plus private placement of Class C and D warrants.

Pattern Detected

Offering‑related announcements have consistently coincided with flat to negative next‑day moves, indicating a pattern of weak reactions around dilution events.

Recent Company History

Over the past year, AIM has repeatedly tapped equity markets through offerings. Events on Jul 29–31, 2025 involved a $8.0M deal with common stock and warrants, while a $1.26M registered direct financing priced in Sep 2024 also added warrants. In early 2026, AIM shifted to a rights‑offering structure targeting up to $12.0M. These capital raises align with SEC filings highlighting liquidity needs and exchange‑compliance goals, framing today’s commencement of the rights offering as part of an ongoing funding strategy.

Historical Comparison

offering

-13.8 %

Average Historical Move

Historical Analysis

Past 5 offering‑related announcements for AIM averaged a -13.85% next‑day move, showing a history of pressured trading around dilution events that frames today’s rights‑offering launch.

Typical Pattern

Offering history shows a progression from traditional public and registered direct deals toward a shareholder rights‑offering structure, all aimed at raising capital to support Ampligen programs and address exchange‑compliance and balance‑sheet constraints.

Regulatory & Risk Context

Active S-3 Shelf · $100 million

Shelf Active

Active S-3 Shelf Registration 2025-06-27

$100 million registered capacity

AIM has an effective Form S-3/A shelf allowing issuance of up to $100 million in various securities, providing flexibility for additional capital raises alongside the current rights offering and reinforcing ongoing dilution risk for non‑participating shareholders.

Market Pulse Summary

The stock dropped -13.5% in the session following this news. A negative reaction despite a fully reg...

Analysis

The stock dropped -13.5% in the session following this news. A negative reaction despite a fully registered rights structure fits AIM’s history, where offering‑related news averaged -13.85% next‑day moves. The combination of preferred stock, high warrant coverage and an existing $100 million shelf underscores ongoing dilution risk for non‑participants. Past public and registered direct deals also weighed on sentiment, suggesting that repeated equity raises have been a persistent headwind when investors reassessed ownership stakes.

Key Terms

rights offering, subscription rights, convertible preferred stock, warrants, +4 more

8 terms

rights offering financial

"today announced that it has commenced its previously disclosed rights offering"

A rights offering is a way for a company to raise additional money by giving existing shareholders the opportunity to buy more shares at a discounted price before they are offered to the public. It’s similar to a special sale where current owners get the first chance to buy extra items at a lower cost, allowing them to increase their investment if they choose. This process matters to investors because it can affect the value of their holdings and their ability to buy new shares at favorable terms.

subscription rights financial

"non-transferable subscription rights (the “Subscription Rights”) to purchase up to an aggregate"

Subscription rights are short-term privileges given to existing shareholders to buy additional new shares before the general public, typically at a set price and in proportion to their current holdings. Think of it as getting a coupon for first dibs on extra slices of a pizza so your share of the pie doesn’t shrink; exercising them can be a cheaper way to maintain your ownership and voting power, while ignoring them can reduce your stake and potential future earnings.

convertible preferred stock financial

"one share of Series G Convertible Preferred Stock (the “Preferred Stock”), and 1,666 warrants"

Convertible preferred stock is a special class of company shares that pays priority, usually fixed, payments to holders and can be exchanged later for a set number of common shares. It matters to investors because it combines steady income and added protection with the chance to share in a company’s upside; think of it as a hybrid between a bond that pays regularly and an option to convert into growth-oriented stock, where the conversion rules influence both potential gains and how much common shareholders’ ownership may be reduced.

warrants financial

"Preferred Stock), and 1,666 warrants to purchase Common Stock (the “Warrants”) at a subscription"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

over-subscription privilege financial

"Holders who fully exercise their basic Subscription Rights will be entitled to subscribe for additional Units"

An over-subscription privilege is a feature of a share offering that lets existing investors request more shares than their initial entitlement, with any extra allocation given only if other investors do not take their full allotment. It matters because it gives shareholders a chance to increase their stake and avoid losing ownership percentage, much like ordering extra slices at a party in case others pass—however, receiving the extras is not guaranteed.

registration statement on Form S-1 regulatory

"pursuant to the Company’s registration statement on Form S-1 (File No. 333-292085)"

A registration statement on Form S-1 is a detailed filing a company submits to the U.S. securities regulator to register new shares for public sale; it includes a plain-language prospectus, financial statements, business description and risk factors. For investors it matters because it provides the official, comprehensive blueprint of the offering — like an owner’s manual — allowing buyers to assess risks, inspect financial health and compare valuation before deciding to invest.

prospectus regulatory

"The Rights Offering is being made only by means of a prospectus, copies of which will be delivered"

A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

dealer-manager financial

"The Company has engaged Maxim Group LLC as dealer-manager for the Rights Offering."

A dealer-manager is the lead broker or firm that organizes and runs a securities offering, coordinating other dealers, setting up the sale, marketing the issue to investors, and handling order allocation and settlement. Think of it as the project manager for a new issue: its effectiveness affects how widely the offering is distributed, the fees charged, and how smoothly investors can buy or sell the securities, so investors watch the dealer-manager for potential conflicts, pricing quality, and execution reliability.

AI-generated analysis. Not financial advice.

OCALA, Fla., Feb. 11, 2026 (GLOBE NEWSWIRE) -- AIM ImmunoTech Inc. (NYSE American: AIM) – AIM ImmunoTech Inc. (“AIM” or the “Company”), an immuno-pharma company focused on the research and development of its lead product, Ampligen® (rintatolimod), for the treatment of late-stage pancreatic cancer – a lethal and unmet global health problem – today announced that it has commenced its previously disclosed rights offering (the “Rights Offering”). 

Pursuant to the Rights Offering, the Company is distributing to all holders of record of the Company's common stock, par value $0.001 per share (“Common Stock”), and to holders of certain options and warrants that have the right to participate in the Rights Offering (the “Participating Securities”), as of 5:00 p.m., Eastern Time, on February 10, 2026 (the “Record Date”), at no charge, non-transferable subscription rights (the “Subscription Rights”) to purchase up to an aggregate of 12,000 units (“Units”) at a subscription price of $1,000 per whole Unit.

Each holder of the Company's Common Stock or Participating Securities will receive one Subscription Right for every share of Common Stock (including each share of Common Stock issuable upon conversion of Participating Securities) owned on the Record Date. Each Subscription Right will entitle its holder to purchase one Unit, each Unit consisting of one share of Series G Convertible Preferred Stock (the “Preferred Stock”), and 1,666 warrants to purchase Common Stock (the “Warrants”) at a subscription price of $1,000 per Unit. Each share of Preferred Stock will be convertible, at the option of the holder at any time, into 833 shares of Common Stock, which is equal to the quotient of the stated value of the Preferred Stock ($1,000) divided by the conversion price ($1.20 per share). Each Warrant will be exercisable for one share of Common Stock at an exercise price of $1.20 per share from the date of issuance through its expiration five years from the date of issuance. No fractional Subscription Rights are being distributed and no fractional Units will be issued upon the exercise of any Subscription Rights in the Rights Offering. Stockholders must exercise Subscription Rights for at least one whole Unit to participate in the Rights Offering. The Subscription Rights will expire if they are not exercised by 5:00 p.m., Eastern Time, on February 27, 2025, the expected expiration date of the Rights Offering. The Company may extend the period for exercising the Subscription Rights. Subscription Rights which are not exercised by the expiration date of the Rights Offering will expire and will have no value.

Assuming the Rights Offering is fully subscribed, the Company expects to receive aggregate gross proceeds of $12 million. Holders who fully exercise their basic Subscription Rights will be entitled to subscribe for additional Units that remain unsubscribed as a result of any unexercised basic Subscription Rights. If over-subscription privilege requests exceed the remaining Units available, the remaining Units will be allocated pro-rata among holders who over-subscribe based on the number of Common Stock held by all holders exercising the privilege.

The subscription period for the Rights Offering commenced on February 11, 2026 and will end at 5:00 p.m., Eastern Time, on February 27, 2026, unless extended by the Company (the “Subscription Period”). The Subscription Rights are non-transferable and will only be exercisable during the Subscription Period. Once holders have exercised their Subscription Rights, such exercise may not be revoked, canceled, or changed, even if holders subsequently learn information about the Company or its business, financial position, results of operations or cash flows that is material or adverse or that the holders otherwise consider to be unfavorable. The Company may cancel, modify or amend the Rights Offering at any time and for any reason prior to the expiration of the Subscription Period.

The Company has engaged Maxim Group LLC as dealer-manager for the Rights Offering. Questions about the Rights Offering or requests for copies of the final prospectus may be directed to Maxim Group LLC at 300 Park Avenue, New York, NY 10022, Attention Syndicate Department, or via e-mail at syndicate@maximgrp.com or telephone at +1 (212) 895-3745.

The Rights Offering is being made pursuant to the Company’s registration statement on Form S-1 (File No. 333-292085) (as amended, the “Registration Statement”), which was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on February 10, 2026. The Rights Offering is being made only by means of a prospectus, copies of which will be delivered to holders of the Company's Common Stock as of 5:00 p.m., Eastern Time, on the Record Date and can be accessed through the SEC’s website at www.sec.gov. Questions about the Rights Offering or requests for a copy of the prospectus related to the Rights Offering may be directed to the Information Agent, Broadridge Corporate Issuer Solutions, LLC, at (855) 793-5068 or via e-mail at shareholder@broadridge.com. 

This press release does not constitute an offer to sell or a solicitation of an offer to buy any Subscription Rights, Common Stock, Warrants, Units or any other securities, nor will there be any offer, solicitation or sale of any Subscription Rights, Common Stock, Warrants, Units or any other securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful under the securities laws of such state or jurisdiction. This press release is not an offering and an offering can only be made by the prospectus and any prospectus supplements for the Rights Offering, which should be read carefully before making an investment decision.

The Company has not made and will not make any recommendation to stockholders regarding the exercise of Subscription Rights. The Company's stockholders as of 5:00 p.m., Eastern Time, on the Record Date should make an independent investment decision about whether to exercise their Subscription Rights based on their own assessment of the Company's business, financial condition, prospects for the future and the terms of the Rights Offering.

About AIM ImmunoTech

AIM ImmunoTech Inc. is an immuno-pharma company focused on the research and development of its lead product, Ampligen® (rintatolimod), for the treatment of late-stage pancreatic cancer, a lethal and unmet global health problem. Ampligen is a dsRNA and highly selective TLR3 agonist immuno-modulator that has shown broad-spectrum activity in clinical trials.

Forward Looking Statements

Some of the statements included in this press release may be forward-looking statements that involve a number of risks and uncertainties. Among other things, for those statements, the Company claims the protection of safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Any forward-looking statements set forth in the press release speak only as of the date of the press release. The Company does not undertake to update any of these forward-looking statements to reflect events or circumstances that occur after the date hereof. The Company is in various stages of seeking to determine whether Ampligen® will be effective in the treatment of multiple types of viral diseases, cancers, and immune-deficiency disorders and disclosures in the Company’s reports filed with the SEC on its website and in its press releases set forth its current and anticipated future activities. These activities are subject to change for a number of reasons. Significant additional testing and trials will be required to determine whether Ampligen® will be effective in the treatment of these conditions. Results obtained in animal models do not necessarily predict results in humans. Human clinical trials will be necessary to prove whether or not Ampligen® will be efficacious in humans. No assurance can be given as to whether current or planned clinical trials will be successful or yield favorable data and the trials are subject to many factors including lack of regulatory approval(s), lack of study drug, or a change in priorities at the institutions sponsoring other trials. Even if these clinical trials are initiated, the Company cannot assure that the clinical studies will be successful or yield any useful data or require additional funding. Among the studies are clinical trials that provide only preliminary data with a small number of subjects, and no assurance can be given that the findings in these studies will prove true or that the study or studies will yield favorable results. No assurance can be given that future studies will not result in findings that are different from those reported in the studies referenced in the Company’s reports filed with the SEC, on the Company’s website and in its press releases. Operating in foreign countries carries with it a number of risks, including potential difficulties in enforcing intellectual property rights. The Company cannot assure that its potential foreign operations will not be adversely affected by these risks.

Please review the “Risk Factors” section in the Company’s latest annual report on Form 10-K and subsequent quarterly reports on Form 10-Q and the Registration Statement. Its filings are available at www.aimimmuno.com. The information found on the Company’s website is not incorporated by reference herein and is included for reference purposes only.

IR Contact:

JTC Team, LLC
Jenene Thomas
908.824.0775
AIM@jtcir.com

FAQ

What is AIM (AIM) offering in the February 11, 2026 rights offering?

AIM is offering up to 12,000 Units at $1,000 each, composed of one Series G preferred share and 1,666 warrants. According to the company, the offering could raise up to $12.0 million if fully subscribed.

How do the Units convert and what are the warrant terms in AIM's rights offering?

Each preferred share converts into 833 common shares at a $1.20 conversion price; each warrant buys one common share at $1.20. According to the company, warrants expire five years from issuance.

When do AIM's Subscription Rights expire and who can participate in the rights offering?

Subscription Rights expire at 5:00 p.m. ET on February 27, 2026, unless extended. According to the company, rights were issued to holders of record as of February 10, 2026 and certain participating options and warrants.

What happens if a stockholder fully exercises basic Subscription Rights for AIM (AIM)?

Holders who fully exercise basic rights may apply for additional unsubscribed Units through an over-subscription privilege. According to the company, remaining Units are allocated pro-rata if demand exceeds supply.

How could AIM's rights offering affect existing shareholders' ownership?

If holders do not exercise rights, ownership may be diluted by new preferred conversions and warrant exercises. According to the company, each Unit can result in up to 2,499 new common shares when fully converted/exercised.