Celldex Therapeutics Announces Closing of Public Offering of Common Stock and Full Exercise of Underwriters’ Option to Purchase Additional Shares

Rhea-AI Summary

Celldex Therapeutics (Nasdaq: CLDX) closed an underwritten public offering of 11,896,750 common shares on April 6, 2026, including full exercise of the underwriters’ option for 1,551,750 additional shares.

The public offering price was $29.00 per share, and gross proceeds to Celldex were approximately $345 million, before underwriting discounts, commissions and offering expenses.

Positive

• Gross proceeds of approximately $345 million
• Offering included full exercise of 1,551,750 underwriter option shares

Negative

• Issued 11,896,750 new shares, creating shareholder dilution risk

News Market Reaction – CLDX

+1.00%

+1.00% Session close to close

In the Apr 6 session, CLDX gained 1.00%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement confirms the closing of Celldex’s public offering and full exercise of the underwr...

Analysis

This announcement confirms the closing of Celldex’s public offering and full exercise of the underwriters’ option, resulting in 11,896,750 shares sold at $29.00 for about $345 million in gross proceeds. It finalizes a financing process first outlined in early April 2026. Investors may track how this added capital supports upcoming clinical and commercial milestones and how the enlarged share count interacts with future news flow.

Key Figures

Total shares offered: 11,896,750 shares Underwriters’ option shares: 1,551,750 shares Offering price: $29.00 per share +1 more

4 metrics

Total shares offered 11,896,750 shares Common stock in underwritten public offering including full option exercise

Underwriters’ option shares 1,551,750 shares Additional shares purchased via fully exercised option

Offering price $29.00 per share Public offering price for common stock

Gross proceeds $345 million Gross proceeds to Celldex before fees and expenses

Previous Offering Reports

2 past events · Latest: 2026-04-01 (Negative)

Same Type Pattern 2 events

Date	Event	Sentiment	24h Move	Catalyst
2026-04-01	Equity offering priced	Negative	-0.6%	Priced 10,345,000-share offering at $29 with additional option.
2026-04-01	Equity offering proposed	Negative	-0.6%	Announced proposed common stock offering with 15% underwriter option.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent equity offerings have triggered modest negative reactions of about -0.64%, suggesting a consistent, mild dilution overhang when CLDX raises capital.

Recent Company History

Over the past weeks, Celldex has executed a sequence of equity financing steps. On April 1, 2026, it announced and then priced an underwritten public offering of 10,345,000 shares at $29.00, with an additional 1,551,750-share option, and the stock moved about -0.64%. Today’s closing of the upsized financing formalizes those terms and completes the previously signaled capital raise.

Key Terms

underwritten public offering, shelf registration statement, form s-3, prospectus supplement, +1 more

5 terms

underwritten public offering financial

"announced the closing of its previously announced underwritten public offering of 11,896,750"

An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.

shelf registration statement regulatory

"offered and sold by Celldex pursuant to a shelf registration statement on Form S-3"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

form s-3 regulatory

"pursuant to a shelf registration statement on Form S-3 (File No. 333-275300)"

Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

prospectus supplement regulatory

"only by means of a prospectus supplement and the accompanying prospectus that form"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

registration statement regulatory

"accompanying prospectus that form a part of the registration statement."

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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HAMPTON, N.J., April 06, 2026 (GLOBE NEWSWIRE) -- Celldex Therapeutics, Inc. (“Celldex” or the “Company”) (Nasdaq: CLDX) today announced the closing of its previously announced underwritten public offering of 11,896,750 shares of its common stock, which includes the exercise in full by the underwriters of their option to purchase an additional 1,551,750 shares of common stock at a public offering price of $29.00 per share. All of the shares sold in the offering were sold by Celldex. The gross proceeds to Celldex from this offering were approximately $345 million, excluding underwriting discounts and commissions and other offering-related expenses.

Leerink Partners, TD Cowen, Guggenheim Securities and Cantor acted as joint bookrunning managers for the offering. LifeSci Capital and H.C. Wainwright & Co. acted as co-lead managers for the offering.

The securities described above were offered and sold by Celldex pursuant to a shelf registration statement on Form S-3 (File No. 333-275300), which was previously filed with the Securities and Exchange Commission (“SEC”) and became automatically effective on November 3, 2023. This offering was made only by means of a prospectus supplement and the accompanying prospectus that form a part of the registration statement. The final terms of the offering are disclosed in a final prospectus supplement which has been filed with the SEC and is available on the SEC’s website located at http://www.sec.gov. Copies of the final prospectus supplement and the accompanying base prospectus may be obtained for free by contacting Leerink Partners LLC, Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, or by telephone at (800) 808-7525 ext. 6105 or by email at syndicate@leerink.com or TD Securities (USA) LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at TDManualrequest@broadridge.com.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Celldex

Celldex is a clinical stage biotechnology company leading the science at the intersection of mast cell biology and the development of transformative therapeutics for patients. Our pipeline includes antibody-based therapeutics which have the ability to engage the human immune system and/or directly affect critical pathways to improve the lives of patients with severe inflammatory, allergic, autoimmune and other devastating diseases.

Company Contact

Sarah Cavanaugh
Senior Vice President, Corporate Affairs & Administration Celldex Therapeutics, Inc.
(508) 864-8337
scavanaugh@celldex.com

Patrick Till Meru Advisors
(484) 788-8560
ptill@meruadvisors.com

Source: Celldex Therapeutics, Inc.

FAQ

What did Celldex (CLDX) announce on April 6, 2026 about a public offering?

Celldex closed an underwritten public offering of 11,896,750 common shares on April 6, 2026. According to the company, the offering included full exercise of the underwriters’ option for 1,551,750 additional shares at $29.00 per share, all sold by Celldex.

How much did Celldex (CLDX) raise from the April 2026 offering?

Celldex raised approximately $345 million in gross proceeds from the offering, before fees and expenses. According to the company, the amount excludes underwriting discounts, commissions and other offering-related expenses.

How many shares did Celldex (CLDX) sell in the April 2026 offering and at what price?

Celldex sold 11,896,750 common shares at a public offering price of $29.00 per share. According to the company, the total includes full exercise of the underwriters’ option to purchase 1,551,750 additional shares.

Who managed the Celldex (CLDX) April 2026 offering and how can investors access the prospectus?

The offering was led by Leerink Partners, TD Cowen, Guggenheim Securities and Cantor, with LifeSci Capital and H.C. Wainwright as co-leads. According to the company, the final prospectus supplement is filed with the SEC and available on the SEC website.

Does the April 2026 Celldex (CLDX) offering affect existing shareholders?

Yes. The company sold newly issued shares, which may dilute existing shareholders’ ownership percentage. According to the company, 11,896,750 shares were sold by Celldex, which represents a capital issuance that can affect share count and ownership stakes.