Lexicon Announces Closing of Approximately $94.6 Million Public Offering and Concurrent Private Placement

Rhea-AI Summary

Lexicon Pharmaceuticals (Nasdaq: LXRX) closed an underwritten public offering of 32,000,000 common shares at $1.30 per share and a concurrent private placement of 22,400,000 common shares plus 367,145 Series B convertible preferred shares at $65 per preferred share on February 2, 2026.

Lexicon granted underwriters a 30-day option to buy up to 4,800,000 additional common shares and an Invus affiliate an option to buy up to 94,855 additional preferred shares (convertible into 4,742,744 common shares). Net proceeds are intended for R&D, working capital, and general corporate purposes.

Positive

• Public offering sold 32,000,000 shares at $1.30
• Raised approximately $41.6 million from the public offering proceeds
• Series B preferred sale of 367,145 shares at $65 (~$23.86M)
• Underwriters granted option for 4,800,000 additional common shares

Negative

• Outstanding conversion could create 4,742,744 common shares dilution
• Private placement and options may materially dilute existing shareholders
• Concurrent unregistered securities limit immediate liquidity and resale

Key Figures

Public offering shares: 32,000,000 shares Private placement shares: 22,400,000 shares Series B preferred issued: 367,145 shares +5 more

8 metrics

Public offering shares 32,000,000 shares Common stock in underwritten public offering

Private placement shares 22,400,000 shares Common stock in concurrent private placement

Series B preferred issued 367,145 shares Series B convertible preferred stock in private placement

Public offering price $1.30 per share Price for common stock in public offering

Preferred share price $65 per share Price for Series B Convertible Preferred Stock

Underwriters’ option 4,800,000 shares 30-day option for additional common shares

Additional preferred option 94,855 shares Option for extra Series B Convertible Preferred Stock

Common on conversion 4,742,744 shares Common shares underlying optional preferred stock

Market Reality Check

Price: $1.23 Vol: Volume 2,083,887 is below...

low vol

$1.23 Last Close

Volume Volume 2,083,887 is below 20-day average of 3,956,589 (relative volume 0.53). low

Technical Price $1.23 is trading above 200-day MA at $1.13, despite recent -7.09% move.

Peers on Argus

LXRX fell 7.09% while peers AURA, FULC, ATXS, INBX and SLDB each showed gains be...

LXRX fell 7.09% while peers AURA, FULC, ATXS, INBX and SLDB each showed gains between 0.31% and 2.38%, indicating a stock-specific reaction to the financing news.

Common Catalyst Peer headlines focus on routine corporate updates and conference participation, contrasting with LXRX’s dilutive equity financing.

Previous Private placement,offering Reports

1 past event · Latest: Jan 30 (Negative)

Same Type Pattern 1 events

Date	Event	Sentiment	Move	Catalyst
Jan 30	Equity financing pricing	Negative	-19.4%	Pricing of public offering and concurrent private placement for new capital.

Pattern Detected

Recent equity financing/pricing news for LXRX has been followed by double-digit negative price reactions.

Recent Company History

This announcement reports the closing of Lexicon’s underwritten public offering and concurrent private placement, following the January 29–30 pricing and launch disclosures. Those earlier offering-related releases, tagged as private placement,offering, saw the stock decline 19.44% after pricing and 4% after the proposed deal. In contrast, positive clinical news on January 21 produced a 19.08% gain. The current closing update continues the same financing storyline that has previously coincided with selling pressure.

Historical Comparison

private placement,offering

-19.4 %

Average Historical Move

Historical Analysis

Past offering/pricing news led to an average -19.44% move. Today’s -7.09% decline is milder but directionally consistent with that pattern.

Typical Pattern

The financing sequence progressed from proposed and priced transactions in late January to formal closing of the public offering and concurrent private placement.

Market Pulse Summary

This announcement formalizes the closing of Lexicon’s underwritten public offering and concurrent pr...

Analysis

This announcement formalizes the closing of Lexicon’s underwritten public offering and concurrent private placement, including common shares and Series B convertible preferred stock. It continues the late-January financing sequence that previously resulted in a -19.44% move on pricing news. Investors may focus on how the added capital supports ongoing development of Lexicon’s drug candidates versus the impact of increased share count and future conversion of preferred stock.

Key Terms

underwritten public offering, private placement, series b convertible preferred stock, prospectus supplement

4 terms

underwritten public offering financial

"closing of its previously announced underwritten public offering of 32,000,000 shares"

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.

private placement financial

"and concurrent private placement of 22,400,000 shares of common stock"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

series b convertible preferred stock financial

"and 367,145 shares of series b convertible preferred stock (the “Series B Convertible Preferred Stock”)"

Series B convertible preferred stock is a class of shares sold during a later-stage private financing that combines features of a loan and common stock: it usually pays priority dividends or has a priority claim if the company is sold, and it can be converted into common shares under predefined rules. Investors care because these shares affect ownership stakes and payout order—like having a reserved place in line and a ticket that can turn into regular ownership—so they influence potential returns and dilution for other shareholders.

prospectus supplement regulatory

"A preliminary prospectus supplement, accompanying prospectus relating to the public offering"

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.

AI-generated analysis. Not financial advice.

THE WOODLANDS, Texas, Feb. 06, 2026 (GLOBE NEWSWIRE) -- Lexicon Pharmaceuticals, Inc. (Nasdaq: LXRX) (“Lexicon”) today announced the closing of its previously announced underwritten public offering of 32,000,000 shares of its common stock, par value $0.001, and concurrent private placement of 22,400,000 shares of common stock and 367,145 shares of series b convertible preferred stock (the “Series B Convertible Preferred Stock”). The shares of common stock offered pursuant to the public offering were sold at a public offering price of $1.30 per share and the shares of preferred stock were sold at a price of $65 per share. The offerings closed on February 2, 2026.

In addition to the shares sold in the underwritten public offering, Lexicon granted the underwriters a 30-day option to purchase up to an additional 4,800,000 shares of common stock at the public offering prices, less underwriting discounts and commissions, which remains outstanding. An affiliate of Invus, L.P. (the “Private Placement Purchaser”) has the option to purchase up to an additional 94,855 shares of Series B Convertible Preferred Stock, which are convertible into 4,742,744 shares of common stock, at a price of $65.00 per share of Series B Convertible Preferred Stock, to the extent the underwriters exercise their option to purchase additional shares of common stock.

The optional securities being offered to the Private Placement Purchaser will not be registered under the Securities Act of 1933, as amended (the “Securities Act”). Both the option held by the underwriters to purchase additional shares of common stock and the option held by the Private Placement Purchaser to purchase additional shares of Series B Convertible Preferred Stock will expire 30 days after the closing of the issuances.

Lexicon intends to use the net proceeds from the offering and the concurrent private placement, including any proceeds from the exercise of either option to purchase additional shares, (i) to fund the continued research and development of its drug candidates and (ii) for working capital and other general corporate purposes.

Jefferies and Piper Sandler are acting as joint book-running managers for the public offering. H.C. Wainwright & Co. is acting as lead manager for the public offering.

A shelf registration statement on Form S-3 relating to the public offering was filed with the U.S. Securities and Exchange Commission (“SEC”) on August 2, 2024 and declared effective by the SEC on August 15, 2024 (File No. 333-281208). The shares of common stock issued in the concurrent private placement have not been registered under the Securities Act, or the securities laws of any state or other jurisdiction in the United States, and may not be offered, pledged, sold, delivered or otherwise transferred, directly or indirectly, in the United States except pursuant to registration under the Securities Act or an applicable exemption from the registration requirements of the Securities Act and, in each case, in compliance with other applicable securities laws. A preliminary prospectus supplement, accompanying prospectus relating to the public offering and final prospectus supplement have been filed with the SEC and are available on the SEC’s website at www.sec.gov. Copies of the final prospectus supplement and accompanying prospectus may also be obtained from Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by e-mail at prospectus_department@jefferies.com or by telephone at (877) 821-7388; or Piper Sandler & Co., Attention: Prospectus Department, 350 North 5th Street, Suite 1000, Minneapolis, MN 55401, by telephone at (800) 747-3924, or via email at prospectus@psc.com.

This press release does not constitute an offer to sell, or the solicitation of an offer to buy, these securities, nor will there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale is not permitted.

About Lexicon Pharmaceuticals

Lexicon is a biopharmaceutical company with a mission of pioneering medicines that transform patients’ lives. Lexicon has a pipeline of drug candidates in discovery and clinical and preclinical development in neuropathic pain, hypertrophic cardiomyopathy (HCM), obesity, metabolism and other indications.

Safe Harbor Statement

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. All forward-looking statements, including, without limitation, statements about the completion and timing of the offering, the use of proceeds from the offering and the grant of the option to the underwriters and the private placement purchaser to purchase additional shares, are based on management’s current assumptions and expectations and involve risks, uncertainties and other important factors, specifically including Lexicon’s ability to meet its capital requirements, obtain patent protection for its discoveries and establish strategic alliances, as well as additional factors relating to manufacturing, intellectual property rights, and the therapeutic or commercial value of its drug candidates. Any of these risks, uncertainties and other factors may cause Lexicon’s actual results to be materially different from any future results expressed or implied by such forward-looking statements. Information identifying such important factors is contained under “Risk Factors” in Lexicon’s Annual Report on Form 10-K for the year ended December 31, 2024, and our subsequently filed Quarterly Reports on Form 10-Q for the quarter ended March 31, 2025, the quarter ended June 30, 2025 and the quarter ended September 30, 2025 and other subsequent disclosure documents filed with the SEC. Lexicon undertakes no obligation to update or revise any such forward-looking statements, whether as a result of new information, future events or otherwise.

For Investor and Media Inquiries:
Lisa DeFrancesco
Lexicon Pharmaceuticals, Inc.
lexinvest@lexpharma.com

Registration Statement

Lexicon has filed a registration statement (including a prospectus) with the SEC for the equity offering to which this communication relates. Before you invest, you should read the final prospectus supplement and the accompanying prospectus in that registration statement and other documents Lexicon has filed with the SEC for more complete information about Lexicon and the equity offering. You may get these documents for free by visiting EDGAR on the SEC’s website at www.sec.gov. Copies of the preliminary prospectus supplement and accompanying prospectus may also be obtained from Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by e-mail at prospectus_department@jefferies.com or by telephone at (877) 821-7388; or Piper Sandler & Co., Attention: Prospectus Department, 350 North 5th Street, Suite 1000, Minneapolis, MN 55401, by telephone at (800) 747-3924, or via email at prospectus@psc.com.

FAQ

How much did Lexicon (LXRX) raise in the February 2, 2026 public offering?

Lexicon raised approximately $41.6 million from the public offering. According to Lexicon, 32,000,000 common shares were sold at $1.30 per share; additional proceeds may arise if underwriters exercise their 30-day option.

What did the concurrent private placement for LXRX include and at what price?

The private placement included 22,400,000 common shares and 367,145 Series B preferred at $65 each. According to Lexicon, the preferred sale generated about $23.86 million and some securities remain unregistered.

What is the potential additional dilution from options in the LXRX financing?

Underwriters may buy up to 4,800,000 extra common shares and Invus may buy up to 94,855 preferred shares. According to Lexicon, the Invus option could convert into 4,742,744 common shares if exercised.

How does Lexicon (LXRX) intend to use proceeds from the offering and placement?

Lexicon intends to use net proceeds to fund research and development and for working capital and general corporate purposes. According to Lexicon, funds will support continued development of its drug candidates.

Are the private placement securities for LXRX registered for resale in the U.S.?

No, the shares issued in the concurrent private placement were not registered under the Securities Act. According to Lexicon, those securities may not be offered or sold in the U.S. except under an applicable exemption or registration.

Who managed the LXRX public offering and where is the registration filed?

Jefferies and Piper Sandler served as joint book-running managers; H.C. Wainwright was lead manager. According to Lexicon, the shelf registration on Form S-3 was declared effective by the SEC on August 15, 2024 (File No. 333-281208).