Moleculin Announces Pricing of $9.3 Million Public Offering 

Rhea-AI Summary

Moleculin (Nasdaq: MBRX) priced a best-efforts public offering of approximately $9.3 million, consisting of 12,376,667 shares of common stock (or pre-funded warrants in lieu) and common warrants to purchase up to 37,130,001 shares at a combined public offering price of $0.75 per share and associated warrants.

The common warrants are immediately exercisable at $0.75 per share and expire five years after initial exercise. Closing is expected on or about August 3, 2026, subject to customary conditions. According to Moleculin, net proceeds will be used to advance its drug candidate Annamycin through clinical development and for working capital. The securities are offered under an effective Form S-1 registration statement.

Positive

• $9.3 million gross proceeds to fund operations and Annamycin development
• Issue of 12,376,667 shares (or pre-funded warrants) at $0.75
• Up to 37,130,001 common warrants issued, exercisable at $0.75 for five years

Negative

• Potential dilution from 12,376,667 new shares (or pre-funded warrants)
• Further dilution risk if 37,130,001 warrants are exercised
• Offering structured on a best-efforts basis, not a firm commitment

Market Reaction – MBRX

-4.38% $0.38 65.2x vol

15m delay

-4.38% Vs previous close

$0.38 Last Price

$0.31 $1.34 Day Range

$2.70M Market Cap

65.2x Rel. Volume

Following this news, MBRX has declined 4.38%, reflecting a moderate negative market reaction. Our momentum scanner has triggered 114 alerts so far, indicating very high trading interest and price volatility. The stock is currently trading at $0.38. Trading volume is exceptionally heavy at 65.2x the average, suggesting significant selling pressure.

Data tracked by StockTitan Argus (15 min delayed). Upgrade to Gold for real-time data.

Market Context

Offering-related reactions ranged from -44.28% to 202.38% across supplied historical events. This ra...

Analysis

Offering-related reactions ranged from -44.28% to 202.38% across supplied historical events. This range adds context to the financing announcement; the active S-3 covers resale registration, and high short positioning is a risk to monitor.

Key Figures

Offering size: $9.3 million Common shares offered: 12,376,667 shares Warrant shares: 37,130,001 shares +5 more

8 metrics

Offering size $9.3 million public offering

Common shares offered 12,376,667 shares public offering

Warrant shares 37,130,001 shares Common Warrants

Offering price $0.75 per share common stock or pre-funded warrant with associated warrants

Warrant exercise price $0.75 per share Common Warrants

Warrant term five years following the initial exercise date

Expected closing August 3, 2026 subject to customary closing conditions

Registration effectiveness July 31, 2026 Form S-1 declared effective by the SEC

Previous Offering Reports

5 past events · Latest: Feb 19 (Negative)

Same Type Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
Feb 19	Warrant exercise	Negative	-44.3%	Announced immediate warrant exercise for gross proceeds before fees.
Dec 10	Warrant exercise	Negative	-27.1%	Announced warrant exercise financing with new five-year warrants.
Aug 28	Warrant exercise	Negative	-35.3%	Secured gross proceeds through immediate exercise of existing warrants.
Jun 20	Public offering	Negative	-54.2%	Priced public offering with shares and five-year warrants.
Feb 13	Warrant exercise	Negative	+202.4%	Announced warrant exercise financing for working capital and corporate purposes.

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

Pattern Detected

Offering-related announcements were followed by negative 24-hour reactions in four of five tag-specific events, with one positive divergence.

Key Terms

best-efforts public offering, pre-funded warrants, registration statement, form s-1

4 terms

best-efforts public offering financial

"announced the pricing of a best-efforts public offering"

A best-efforts public offering is when an investment bank or broker agrees to act as a salesperson for a company’s new stock or bond sale but does not promise to buy any unsold shares. Think of it like a consignment sale: the seller provides the goods and the agent tries to find buyers, and the final amount raised depends on demand. For investors this signals that market interest and pricing are uncertain and the company may raise less capital than planned.

pre-funded warrants financial

"or pre-funded warrants in lieu thereof"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

registration statement regulatory

"pursuant to a registration statement on Form S-1"

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.

form s-1 regulatory

"registration statement on Form S-1 (File No. 333-297776)"

A Form S-1 is the registration filing a company submits to the U.S. Securities and Exchange Commission when it plans to offer stock to the public, most commonly for an initial public offering. Think of it as the company’s full disclosure packet or blueprint: it contains audited financials, business description, management background, risk factors and details of the offering, giving investors the information needed to judge the company’s financial health and potential risks before buying shares.

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

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HOUSTON, July 31, 2026 (GLOBE NEWSWIRE) -- Moleculin Biotech, Inc., (Nasdaq: MBRX) (“Moleculin” or the “Company”), today announced the pricing of a best-efforts public offering of an aggregate of 12,376,667 shares of common stock (or pre-funded warrants in lieu thereof), and warrants (the “Common Warrants”) to purchase up to 37,130,001 shares of common stock at a combined public offering price of $0.75 per share of common stock (or pre-funded warrant in lieu thereof) and associated warrants. The Common Warrants will be immediately exercisable at an exercise price of $0.75 per share and will expire five years following the initial exercise date. The offering is expected to close on or about August 3, 2026, subject to satisfaction of customary closing conditions.

The Company intends to use the net proceeds of the offering to advance Annamycin through clinical development and for working capital.

Roth Capital Partners is acting as exclusive placement agent for the offering. Maxim Group LLC is acting as financial advisor to the Company.

The securities described above are being offered by the Company pursuant to a registration statement on Form S-1 (File No. 333-297776) originally filed July 29, 2026 with the Securities and Exchange Commission (“SEC”) and declared effective by the SEC on July 31, 2026. The offering is being made only by means of a prospectus forming part of the effective registration statement relating to the offering. A final prospectus relating to and describing the terms of the offering will be filed with the SEC and will be available on the SEC’s website at http://www.sec.gov. Electronic copies of the final prospectus may be obtained, when available, from Roth Capital Partners, LLC at 888 San Clemente Drive, Suite 400, Newport Beach, CA 92660, Attn: Prospectus Department, telephone: 800-678-9147 or by email at rothecm@roth.com.

This press release shall not constitute an offer to sell or a 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 Moleculin Biotech, Inc.

Moleculin Biotech, Inc. is a Phase 3 clinical-stage pharmaceutical company advancing a pipeline of therapeutic candidates addressing hard-to-treat tumors and viruses. The Company’s lead program, Annamycin, is a next-generation, highly efficacious and well-tolerated anthracycline designed to avoid multidrug resistance mechanisms and to lack the cardiotoxicity common with currently prescribed anthracyclines. Annamycin is currently in development for the treatment of relapsed or refractory acute myeloid leukemia (AML) and soft tissue sarcoma (STS) lung metastases.

The Company has begun the MIRACLE (Moleculin R/R AML AnnAraC Clinical Evaluation) Trial (MB-108), a pivotal, adaptive-design Phase 2/3 trial evaluating Annamycin in combination with cytarabine, together referred to as AnnAraC, for the treatment of relapsed or refractory acute myeloid leukemia. Following a successful Phase 1B/2 study (MB-106), with input from the FDA and the EMA, the Company believes it has substantially de-risked the development pathway toward a potential approval for Annamycin for the treatment of AML. This study remains subject to appropriate future filings with potential additional feedback from the FDA and their foreign equivalents.

Additionally, the Company is developing WP1066, an Immune/Transcription Modulator capable of inhibiting p-STAT3 and other oncogenic transcription factors while also stimulating a natural immune response, targeting brain tumors, pancreatic and other cancers. Moleculin also has in its pipeline a portfolio of antimetabolites, including WP1122 for the potential treatment of pathogenic viruses, as well as certain cancer indications.

For more information about the Company, please visit www.moleculin.com and connect on X, LinkedIn and Facebook.

Forward-Looking Statements

Some of the statements in this release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995, which involve risks and uncertainties. Forward-looking statements include, without limitation, the satisfaction of the customary closing conditions related to the offering and the intended use of proceeds from the offering. Moleculin will require significant additional financing, for which the Company has no commitments, in order to conduct its clinical trials as described in this press release. Although Moleculin believes that the expectations reflected in such forward-looking statements are reasonable as of the date made, expectations may prove to have been materially different from the results expressed or implied by such forward-looking statements. Moleculin has attempted to identify forward-looking statements by terminology including ‘believes,’ ‘estimates,’ ‘anticipates,’ ‘expects,’ ‘plans,’ ‘projects,’ ‘intends,’ ‘potential,’ ‘may,’ ‘could,’ ‘might,’ ‘will,’ ‘should,’ ‘approximately’ or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors, including those discussed under Item 1A. “Risk Factors” in our most recently filed Form 10-K filed with the SEC and updated from time to time in our Form 10-Q filings and in our other public filings with the SEC. Any forward-looking statements contained in this release speak only as of its date. We undertake no obligation to update any forward-looking statements contained in this release to reflect events or circumstances occurring after its date or to reflect the occurrence of unanticipated events.

Investor Contact:
JTC Team, LLC
Jenene Thomas
(908) 824-0775
MBRX@jtcir.com

FAQ

What are the key terms of Moleculin’s (MBRX) $9.3 million public offering?

Moleculin priced a best-efforts public offering of about $9.3 million at $0.75 per share and associated warrants. According to Moleculin, it includes 12,376,667 shares (or pre-funded warrants) and common warrants to purchase up to 37,130,001 additional shares.

How will Moleculin (MBRX) use the proceeds from its July 2026 offering?

According to Moleculin, net proceeds will fund advancement of Annamycin through clinical development and support working capital needs. This capital raise is intended to help progress the company’s lead drug candidate while sustaining general corporate and operational requirements.

When is the closing date for Moleculin’s (MBRX) July 31, 2026 public offering?

The offering is expected to close on or about August 3, 2026, subject to customary closing conditions. According to Moleculin, completion depends on satisfaction of standard requirements that apply to registered public offerings of this type.

What are the warrant terms in Moleculin’s (MBRX) $9.3 million offering?

The common warrants are immediately exercisable at an exercise price of $0.75 per share and expire five years after initial exercise. According to Moleculin, up to 37,130,001 shares of common stock are issuable upon exercise of these warrants.

How many shares are included in Moleculin’s (MBRX) July 2026 equity offering?

Moleculin’s offering includes 12,376,667 shares of common stock or pre-funded warrants in lieu of shares, plus warrants for up to 37,130,001 shares. According to Moleculin, all are offered at a combined public price of $0.75 per share and associated warrant.

Under which SEC registration statement is Moleculin’s (MBRX) offering being made?

According to Moleculin, the securities are offered under a Form S-1 registration statement, File No. 333-297776, originally filed July 29, 2026 and declared effective July 31, 2026 by the SEC, enabling the registered public offering.