OKYO Pharma Announces Pricing of $20 Million Public Offering of Ordinary Shares

Rhea-AI Summary

OKYO Pharma (Nasdaq: OKYO) priced an underwritten public offering of 10,815,000 ordinary shares at $1.85 per share, raising gross proceeds of approximately $20 million. The underwriter has a 30-day option for an additional 1,622,250 shares (proceeds up to ~$23 million).

The offering is expected to close on or about February 17, 2026. Net proceeds will be used primarily for clinical development, general corporate purposes and working capital. Piper Sandler is sole manager; securities offered under an effective Form F-3 (File No. 333-293145).

Positive

• $20M gross proceeds from the base offering
• Additional $3M potential if underwriter option is fully exercised
• Proceeds committed to clinical development and working capital

Negative

• Issuance of 10,815,000 shares may cause shareholder dilution

News Market Reaction – OKYO

-19.35% 3.1x vol

13 alerts

-19.35% Session close to close

+9.8% Peak Tracked

-22.4% Trough Tracked

$90.41M Market Cap

3.1x Rel. Volume

In the Feb 13 session, OKYO declined 19.35%, reflecting a significant negative market reaction. Argus tracked a peak move of +9.8% during that session. Argus tracked a trough of -22.4% from its starting point during tracking. Our momentum scanner triggered 13 alerts that day, indicating notable trading interest and price volatility. Trading volume was very high at 3.1x the daily average, suggesting heavy selling pressure.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock dropped -19.4% in the session following this news. A negative reaction despite the added c...

Analysis

The stock dropped -19.4% in the session following this news. A negative reaction despite the added cash would fit the pattern of investors prioritizing dilution risk around offerings. The financing follows prior steps such as the ATM facility and F-3 shelf, reinforcing reliance on equity capital. If selling pressure became pronounced, it would echo earlier offering-tag history and highlight sensitivity to further issuance, especially if clinical timelines extend or additional raises draw on the remaining $200,000,000 shelf capacity.

Key Figures

Shares offered: 10,815,000 shares Offering price: $1.85 per share Underwriter option size: 1,622,250 shares +5 more

8 metrics

Shares offered 10,815,000 shares Underwritten public offering size

Offering price $1.85 per share Public offering price for ordinary shares

Underwriter option size 1,622,250 shares 30-day option for additional shares

Gross proceeds $20 million Before expenses and discounts, base deal size

Gross proceeds with option $23 million Assuming full exercise of underwriter option

Option period 30 days Underwriter option to buy additional shares

Expected closing date February 17, 2026 Target closing for the offering

Shelf capacity $200,000,000 Maximum amount under Form F-3 shelf

Previous Offering Reports

1 past event · Latest: Feb 11 (Negative)

Same Type Pattern 1 events

Date	Event	Sentiment	24h Move	Catalyst
Feb 11	ATM facility update	Negative	-6.7%	Transitioned ATM equity facility to Leerink Partners, highlighting dilution and financing risk.

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

Pattern Detected

Limited offering-tag history shows equity facility news associated with a negative price reaction.

Recent Company History

Over recent months, OKYO has combined financing steps with clinical and leadership progress. An February 11, 2026 ATM transition to Leerink Partners saw a -6.7% move. Earlier, leadership and FDA interactions around urcosimod, including a Type C meeting and Phase 2 data presentations, saw modest positive reactions. Today’s underwritten public offering pricing fits into this broader strategy of funding late-stage neuropathic corneal pain development via the Form F-3 capital program.

Key Terms

underwritten public offering, offering price, shelf registration statement, form f-3, +4 more

8 terms

underwritten public offering financial

"today announced the pricing of an underwritten public offering (the “Offering”)"

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.

offering price financial

"ordinary shares at an offering price of $1.85 per ordinary share"

Offering price is the set price at which a company sells new shares or bonds to investors during a public or private sale. It matters to investors because it determines how much capital the issuer raises, how much ownership existing holders may lose, and the immediate value new investors pay—similar to a house’s listing price, which affects who buys it and how much the seller receives.

shelf registration statement regulatory

"pursuant to a shelf registration statement on Form F-3 (File No. 333-293145)"

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 f-3 regulatory

"shelf registration statement on Form F-3 (File No. 333-293145)"

Form F-3 is a U.S. securities filing that lets eligible foreign companies pre-register and then quickly sell shares or other securities to raise money, because they already meet ongoing reporting and size tests. For investors it signals that the company is up-to-date with regulatory disclosure and has an efficient way to issue new securities — similar to a pre-approved credit line — which can mean faster capital raises but also potential dilution of existing holdings.

preliminary prospectus supplement regulatory

"The Offering is being made only by means of a preliminary prospectus supplement"

A preliminary prospectus supplement is an initial document that provides important details about a new stock or bond offering before it is finalized. It helps investors understand what is being sold and why, so they can decide whether to invest. Think of it as a preview before the full sales brochure is ready.

base prospectus regulatory

"the accompanying base prospectus, as may be further supplemented"

A base prospectus is a detailed document that provides essential information about a financial offering, such as a bond or share issue. It acts like a comprehensive guide for investors, explaining what the investment involves, the risks involved, and how the process works. This helps investors make informed decisions before committing their money.

free writing prospectus regulatory

"as may be further supplemented by any free writing prospectus that the Company may file"

A free writing prospectus is any written communication about a public securities offering that supplements the formal registration document and is delivered to potential investors without being filed in full in the official registration statement. It matters because it can include up-to-the-minute details, risks, or projections that affect how investors value the offering—think of it as a real-time update or flyer that adds important context beyond the static, formal brochure.

prospectus supplement regulatory

"The final prospectus supplement relating to the Offering will be filed with the SEC"

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. How Rhea-AI works. Not financial advice.

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LONDON and NEW YORK, Feb. 12, 2026 (GLOBE NEWSWIRE) -- OKYO Pharma Limited (Nasdaq: OKYO), a clinical-stage biopharmaceutical company developing investigational therapies for the treatment of neuropathic corneal pain (NCP) and for inflammatory eye diseases, today announced the pricing of an underwritten public offering (the “Offering”) of 10,815,000 ordinary shares at an offering price of $1.85 per ordinary share. The Company has granted the underwriter a 30-day option to purchase up to an additional 1,622,250 ordinary shares at the public offering price, less underwriting discounts and commissions.

The gross proceeds to the Company from the Offering, before deducting offering expenses payable by the Company and discounts, will be approximately $20 million. Assuming full exercise by the underwriter of its option to purchase additional ordinary shares, the gross proceeds to the Company from the Offering would be approximately $23 million, before deducting offering expenses payable by the Company and discounts. The Company intends to use the net proceeds from the Offering primarily for clinical development of its product candidates, general corporate purposes and working capital.

Piper Sandler & Co. is serving as the sole manager for the Offering. The Offering is expected to close on or about February 17, 2026, subject to the satisfaction of customary closing conditions. 

The securities are being offered and sold pursuant to a shelf registration statement on Form F-3 (File No. 333-293145), including a base prospectus, filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 2, 2026, and declared effective on February 10, 2026. The Offering is being made only by means of a preliminary prospectus supplement and the accompanying base prospectus, as may be further supplemented by any free writing prospectus that the Company may file with the SEC.  The final prospectus supplement relating to the Offering will be filed with the SEC and will also be available on the SEC’s website. Copies of the preliminary prospectus supplement, the final prospectus supplement (when available) and the accompanying base prospectus relating to the Offering can also be obtained from Piper Sandler & Co. at 350 North 5^th Street, Suite 1000, Minneapolis, MN 55401, Attn: Prospectus Department, or via email at prospectus@psc.com or telephone at (800) 747-3924.

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

About OKYO Pharma

OKYO Pharma Limited (Nasdaq: OKYO) is a clinical-stage biopharmaceutical company developing innovative therapies for the treatment of neuropathic corneal pain (NCP) and inflammatory eye diseases, with ordinary shares listed for trading on the Nasdaq Capital Market. OKYO is focused on the discovery and development of novel molecules to treat neuropathic corneal pain and other ocular diseases. OKYO recently completed a successful phase 2 trial of its flagship drug urcosimod in patients with NCP and plans to initiate a ~150 subject Phase 2b/3 multiple-dose study of urcosimod to treat NCP in the first half of this year.

Forward-Looking Statements

Statements in this press release may be “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that concern matters that involve risks and uncertainties that could cause actual results to differ materially from those anticipated or projected in the forward-looking statements. These forward-looking statements are not historical facts but rather are based on the Company’s current expectations, estimates, and projections about its industry; its beliefs; and assumptions. Words such as ‘anticipates,’ ‘expects,’ ‘intends,’ ‘plans,’ ‘believes,’ ‘seeks,’ ‘estimates,’ and similar expressions are intended to identify forward-looking statements. These forward-looking statements reflect the current beliefs and expectations of management and include statements regarding the closing of the Offering and the expected use of proceeds from the Offering. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties, and other factors, some of which are beyond the Company’s control, are difficult to predict, and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. The Company cautions security holders and prospective security holders not to place undue reliance on these forward-looking statements, which reflect the view of the Company only as of the date of this press release. Forward-looking statements are subject to risks and uncertainties that may cause the Company’s actual activities or results to differ materially from those indicated or implied by any forward-looking statement, including, without limitation, due to risks and uncertainties related to market conditions and the satisfaction of closing conditions related to the Offering, risks disclosed in the section titled “Risk Factors” included in the preliminary prospectus supplement filed with the SEC on February 12, 2026, and risks disclosed in other documents the Company files from time to time with the SEC. The forward-looking statements made in this announcement relate only to events as of the date on which the statements are made. The Company will not undertake any obligation to release publicly any revisions or updates to these forward-looking statements to reflect events, circumstances, or unanticipated events occurring after the date of this announcement except as required by law or by any appropriate regulatory authority.

For further inquiries:

OKYO Pharma Ltd
Paul Spencer, Business Development, and Investor Relations
+44 (0) 207 495 2379
Email: info@okyopharma.com

FAQ

How many shares did OKYO (NASDAQ: OKYO) offer and at what price on February 13, 2026?

OKYO offered 10,815,000 ordinary shares at $1.85 per share. According to the company, the offering is underwritten and priced to raise approximately $20 million in gross proceeds before expenses.

What is the total potential amount OKYO could raise including the underwriter option?

Including the 30-day underwriter option, OKYO could raise up to approximately $23 million. According to the company, the option covers an additional 1,622,250 shares at the public offering price.

When is the OKYO public offering expected to close and who is managing it?

The offering is expected to close on or about February 17, 2026. According to the company, Piper Sandler & Co. is serving as the sole manager for the offering and customary closing conditions apply.

What will OKYO use the net proceeds from the offering for?

OKYO intends to use net proceeds primarily for clinical development, general corporate purposes, and working capital. According to the company, funds will support ongoing investigational programs for neuropathic corneal pain and inflammatory eye diseases.

Under what registration is OKYO conducting the offering (file number)?

The securities are offered under an effective Form F-3 (File No. 333-293145). According to the company, the registration statement was declared effective on February 10, 2026 and prospectus supplements will be filed with the SEC.

How can investors obtain the OKYO prospectus supplement and offering materials?

Investors can obtain the preliminary and final prospectus supplements from Piper Sandler or the SEC website. According to the company, copies are available via Piper Sandler's prospectus department contact details provided in the offering notice.