Ovid Therapeutics Announces Pricing of $60 Million Private Placement

Rhea-AI Summary

Ovid Therapeutics (Nasdaq: OVID) announced a $60.0 million PIPE financing expected to close on or about March 19, 2026. The financing is led by Point72 and includes existing investors.

The company is selling 19,154,321 common shares at $2.01 and pre-funded warrants to purchase 10,701,710 shares at $2.009 each, with an exercise price of $0.001. Net proceeds will support expansion of OV329 into tuberous sclerosis complex and infantile spasms and general R&D; placement agents include Leerink, Oppenheimer & Co. and LifeSci Capital. Registration rights for resale were agreed with investors.

Positive

• $60.0M gross proceeds aimed to fund OV329 expansion
• Committed participation from Point72 and multiple institutional investors signaling investor support
• Pre-funded warrants allow immediate exercise at $0.001, enabling funded conversion flexibility

Negative

• Issuance of 19,154,321 shares plus rights to 10,701,710 shares may materially dilute existing holders
• Securities issued in a non-public PIPE and are not currently registered for resale

News Market Reaction – OVID

+14.43%

32 alerts

+14.43% News Effect

+39.0% Peak in 35 min

+$40M Valuation Impact

$314M Market Cap

0.5x Rel. Volume

On the day this news was published, OVID gained 14.43%, reflecting a significant positive market reaction. Argus tracked a peak move of +39.0% during that session. Our momentum scanner triggered 32 alerts that day, indicating elevated trading interest and price volatility. This price movement added approximately $40M to the company's valuation, bringing the market cap to $314M at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

PIPE gross proceeds: $60.0M Common shares sold: 19,154,321 shares Common share price: $2.01 per share +5 more

8 metrics

PIPE gross proceeds $60.0M Current private placement before fees and expenses

Common shares sold 19,154,321 shares Common stock issued in current PIPE

Common share price $2.01 per share Purchase price in current PIPE

Pre-funded warrants 10,701,710 warrants Pre-funded warrants issued in current PIPE

Pre-funded warrant price $2.009 per warrant Purchase price for each pre-funded warrant

Warrant exercise price $0.001 per share Exercise price of pre-funded warrants

Prior PIPE size Up to $175M Gross proceeds targeted in Oct 03, 2025 private placement

Registered resale shares 125,064,325 shares Shares registered for resale under Form S-3

Market Reality Check

Price: $2.62 Vol: Volume 834,170 is below 2...

low vol

$2.62 Last Close

Volume Volume 834,170 is below 20-day average 1,720,498 (relative volume 0.48). low

Technical Trading above 200-day MA, with price 2.01 vs 200-day MA of 1.23.

Peers on Argus

OVID is up 3.08% while key biotech peers show mixed moves: ENTX up 2.22%, ATRA, ...

OVID is up 3.08% while key biotech peers show mixed moves: ENTX up 2.22%, ATRA, IRD, QNCX and XBIT down between ~2–9%, pointing to stock-specific factors around the PIPE.

Previous Private placement Reports

1 past event · Latest: Oct 03 (Positive)

Same Type Pattern 1 events

Date	Event	Sentiment	Move	Catalyst
Oct 03	Private placement pricing	Positive	+12.2%	Announced PIPE totaling up to $175M in gross proceeds with warrant structures.

Pattern Detected

The prior private placement headline in Oct 2025 coincided with a positive 12.2% move, suggesting past financings were received constructively.

Recent Company History

Over the past six months, Ovid combined financing and pipeline progress. An Oct 03, 2025 private placement targeted up to $175M and saw shares rise 12.2%. Subsequent Q3 2025 results highlighted OV329 and KCC2 programs plus an $81M initial placement, extending funding into 2028. Management changes and clinical milestones followed. Today’s $60M PIPE continues the pattern of raising capital to support OV329 expansion into additional indications.

Historical Comparison

+12.2% avg move · In the last private placement on Oct 03, 2025, OVID rose 12.2%. Compared with that average move, tod...

private placement

+12.2%

Average Historical Move private placement

In the last private placement on Oct 03, 2025, OVID rose 12.2%. Compared with that average move, today’s 3.08% gain reflects a more moderate reaction to another financing round.

Financing strategy evolved from an Oct 2025 private placement of up to $175M to today’s $60M PIPE, both aimed at extending runway and advancing OV329 and related programs.

Regulatory & Risk Context

Active S-3 Shelf

Shelf Active

Active S-3 Shelf Registration 2025-12-15

An effective Form S-3 registers up to 125,064,325 existing-investor shares for resale, with Ovid not selling shares and receiving no proceeds. This facilitates liquidity for prior private placement holders but does not itself raise new capital.

Market Pulse Summary

The stock surged +14.4% in the session following this news. A strong positive reaction aligns with p...

Analysis

The stock surged +14.4% in the session following this news. A strong positive reaction aligns with prior financing history, where the October 2025 private placement coincided with a 12.2% move. Investors previously responded well to capital raises that extended runway for OV329 and KCC2 programs. However, ongoing use of equity and warrant structures, alongside the existing S-3 resale registration for 125,064,325 shares, could introduce overhang risk if selling pressure later increases.

Key Terms

private investment in public equity, PIPE, pre-funded warrants, registration rights agreement, +2 more

6 terms

private investment in public equity financial

"entered into a securities purchase agreement for a private investment in public equity"

Private investment in public equity occurs when investors buy shares directly from a company that is publicly traded, often at an early stage or at a discount, instead of purchasing them on the open market. This allows investors to acquire a stake more quickly and with potentially better terms, which can influence the company's future growth and stability—making it an important option for those seeking to support or benefit from a company's development.

PIPE financial

"a private investment in public equity (“PIPE”) financing that is expected to result"

A "pipe" is a planned series of financial transactions or projects that companies intend to carry out over time, often involving the raising of funds or development of new assets. It matters to investors because it provides a clear picture of a company's future growth plans and potential revenue, helping them assess the company's upcoming opportunities and overall stability. Think of it as a detailed roadmap guiding a company's future steps.

pre-funded warrants financial

"pre-funded warrants to purchase up to 10,701,710 shares of common stock"

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 rights agreement regulatory

"Ovid and the investors entered into a registration rights agreement pursuant to which"

A registration rights agreement is a contract that gives investors the option to have their ownership stakes officially registered with the government, making it easier to sell their shares later. This agreement matters because it provides investors with a clearer path to cash out their investments if they choose, offering more liquidity and confidence in their ability to sell their holdings when desired.

registration statement regulatory

"agreed to file a registration statement with the Securities and Exchange Commission"

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.

placement agent financial

"Leerink Partners is acting as lead placement agent for the PIPE financing"

A placement agent is a professional or firm that helps organizations raise money from investors, such as individuals, institutions, or funds. They act like matchmakers, connecting those seeking investments with the right investors and guiding the process to ensure successful funding. For investors, they can provide access to exclusive opportunities and help navigate complex fundraising efforts.

AI-generated analysis. Not financial advice.

• Proceeds expected to support expansion of next-generation GABA-aminotransferase inhibitor, OV329, into tuberous sclerosis complex and infantile spasms
• Financing led by Point72 with participation from additional investors including Adage Capital Management, ADAR1 Capital Management, Affinity Asset Advisors, LLC, Ally Bridge Group, Balyasny Asset Management, Coastlands Capital, Eventide Asset Management, Janus Henderson Investors and RA Capital Management

NEW YORK, March 18, 2026 (GLOBE NEWSWIRE) -- Ovid Therapeutics Inc. (Nasdaq: OVID), a biopharmaceutical company developing small molecule medicines for brain disorders with significant unmet need, today announced that it has entered into a securities purchase agreement for a private investment in public equity (“PIPE”) financing that is expected to result in gross proceeds of $60.0 million to the Company, before placement agent fees and offering expenses. The PIPE financing is expected to close on or about March 19, 2026, subject to satisfaction of customary closing conditions.

The PIPE financing is being led by Point72 with participation from existing investors, including Adage Capital Management, ADAR1 Capital Management, Affinity Asset Advisors, LLC, Ally Bridge Group, Balyasny Asset Management, Coastlands Capital, Eventide Asset Management, Janus Henderson Investors and RA Capital Management.

Pursuant to the terms of the securities purchase agreement, the Company is selling an aggregate of 19,154,321 shares of its common stock at a purchase price of $2.01 per share and, in lieu of common stock, pre-funded warrants to purchase up to 10,701,710 shares of common stock, at a purchase price $2.009 for each pre-funded warrant. The pre-funded warrants will have an exercise price of $0.001 per share and will be immediately exercisable.

The Company intends to use the net proceeds from the PIPE financing, together with the Company’s existing cash, cash equivalents and marketable securities, to provide financing to support the expansion of the development of OV329 into additional indications, including tuberous sclerosis complex and infantile spasms, as well as for general research and development expenses.

Leerink Partners is acting as lead placement agent for the PIPE financing. Oppenheimer & Co. and LifeSci Capital are acting as co-placement agents for the PIPE financing.

The offer and sale of the foregoing securities are being made in a transaction not involving a public offering and the securities have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be reoffered or resold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act. Concurrently with the execution of the securities purchase agreement, Ovid and the investors entered into a registration rights agreement pursuant to which the Company has agreed to file a registration statement with the Securities and Exchange Commission (the “SEC”) registering the resale of the shares of common stock and/or the shares of common stock issuable upon exercise of each of the pre-funded warrants, in each case sold in the PIPE financing.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, 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 Ovid Therapeutics

Ovid Therapeutics Inc. is a New York-based biopharmaceutical company dedicated to developing small molecule medicines for brain disorders with significant unmet need. Ovid is advancing a pipeline of novel targeted small molecule candidates that modulate the intrinsic and extrinsic factors involved in neuronal hyperexcitability causative of multiple neurological and neuropsychiatric disorders. Ovid is developing: OV329, a next-generation GABA-aminotransferase inhibitor, as a potential therapy for treatment-resistant focal onset seizures (FOS) and developmental and epileptic encephalopathies (DEEs), including tuberous sclerosis complex (TSC) and infantile spasms (IS); and OV4071 and others within a library of compounds that directly activate the KCC2 transporter, for multiple CNS disorders.

Forward-Looking Statements

This press release includes certain disclosures by Ovid that contain “forward-looking statements” including, without limitation: statements regarding the expected timing and completion of the PIPE financing, the intended use of the proceeds from the PIPE financing, including for the development of OV329 in additional indications including tuberous sclerosis complex and infantile spasms and other statements that are not historical fact. You can identify forward-looking statements because they contain words such as “anticipates,” “believes,” “expects,” “intends,” “may,” “plan,” “potentially,” and “will,” and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances). Forward-looking statements are based on Ovid’s current expectations and assumptions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, without limitation, uncertainties inherent in the preclinical and clinical development and regulatory approval processes, risks related to Ovid’s ability to achieve its financial objectives, the risk that Ovid may not be able to realize the intended benefits of its business strategy, and the holders of the warrants issued in the October 2025 private placement may choose not to exercise the warrants prior to their expiration and the price targets that would permit Ovid to require certain of the warrants to be exercised may not be achieved. Additional risks that could cause actual results to differ materially from those in the forward-looking statements are set forth under the caption “Risk Factors” in Ovid’s most recently filed Annual Report on Form 10-K and Quarterly Report on Form 10-Q filed with the SEC, and in subsequent and future filings Ovid makes with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and Ovid assumes no obligation to update any forward-looking statements contained herein, whether because of any new information, future events, changed circumstances or otherwise, except as otherwise required by law.

Contact

Investor Relations & Media
Victoria Fort
VFort@ovidrx.com
202.361.0445

FAQ

How much is OVID raising in the PIPE financing and when is it expected to close?

Ovid is raising $60.0 million in a PIPE financing expected to close on or about March 19, 2026. According to the company, closing is subject to customary conditions and placement agent fees and expenses will be deducted from gross proceeds.

What securities is OVID selling in the March 18, 2026 PIPE and at what prices?

Ovid is selling 19,154,321 common shares at $2.01 and pre-funded warrants for 10,701,710 shares at $2.009 each. According to the company, pre-funded warrants are immediately exercisable at an exercise price of $0.001 per share.

How will the OVID PIPE proceeds be used to support OV329 development?

The company will use net proceeds and existing cash to expand development of OV329 into tuberous sclerosis complex and infantile spasms. According to the company, funds will also support general research and development expenses for OV329 programs.

Which investors and placement agents are involved in OVID's $60M PIPE financing?

The financing is led by Point72 with participation from multiple institutional investors including Adage and RA Capital; Leerink is lead placement agent. According to the company, Oppenheimer & Co. and LifeSci Capital serve as co-placement agents.

Will OVID register the resale of shares issued in the PIPE financing?

Yes, Ovid has agreed to file a registration statement to register resale of the shares and shares issuable on exercise of pre-funded warrants. According to the company, this was agreed under a registration rights agreement executed with investors concurrently.