Palvella Therapeutics Announces Pricing of Upsized Public Offering

Rhea-AI Summary

Palvella Therapeutics (Nasdaq: PVLA) priced an upsized public offering of 1,600,000 shares at $125.00 per share, with a 30-day underwriter option for an additional 240,000 shares. Gross proceeds are expected to be approximately $200 million before fees. The offering is expected to close on or about February 27, 2026.

Palvella intends to use net proceeds to fund development of QTORIN rapamycin and QTORIN pitavastatin, plus working capital and general corporate purposes.

Positive

• Gross proceeds expected at $200 million
• 1.6M new shares priced at $125.00 per share
• Proceeds earmarked for development of QTORIN rapamycin and QTORIN pitavastatin

Negative

• Offering is dilutive to existing shareholders (new shares issued)
• Underwriters have a 30-day option for 240,000 additional shares, increasing dilution risk

WAYNE, Pa., Feb. 25, 2026 (GLOBE NEWSWIRE) -- Palvella Therapeutics, Inc. (“Palvella”) (Nasdaq: PVLA), a clinical-stage biopharmaceutical company focused on developing and commercializing novel therapies to treat patients suffering from serious, rare skin diseases and vascular malformations for which there are no U.S. Food and Drug Administration (FDA)-approved therapies, today announced the pricing of its upsized public offering of 1,600,000 shares of its common stock at a price to the public of $125.00 per share. In addition, Palvella has granted the underwriters a 30-day option to purchase up to an additional 240,000 shares of its common stock at the public offering price, less underwriting discounts and commissions. The aggregate gross proceeds to Palvella from this offering are expected to be $200 million, before deducting underwriting discounts and commissions and other offering expenses, assuming no exercise of the underwriters’ option to purchase additional shares. All shares of common stock are being offered by Palvella. The offering is expected to close on or about February 27, 2026, subject to the satisfaction of customary closing conditions.

TD Cowen, Cantor, Stifel, Mizuho, LifeSci Capital, Oppenheimer & Co., Canaccord Genuity and H.C. Wainwright & Co. are acting as joint bookrunning managers for the offering. Lucid Capital Markets, Jones, Clear Street and Craig-Hallum are acting as co-managers for the offering.

Palvella intends to use the net proceeds from this offering to support the development of its programs, including QTORIN rapamycin and QTORIN pitavastatin, and for working capital and other general corporate purposes, including research and development expenses.

The offering is being made pursuant to a shelf registration statement on Form S-3 (File No. 333-292544) that was declared effective by the Securities and Exchange Commission (“SEC”) on January 29, 2026. A preliminary prospectus supplement and accompanying prospectus relating to the offering was filed with the SEC and is available for free on the SEC’s website at www.sec.gov. A final prospectus supplement with the final terms of the offering and accompanying prospectus will be filed with the SEC and will be available for free on the SEC’s website at www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the offering may be obtained, when available, from: TD Securities (USA) LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at TD Securities (USA) LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at TDManualrequest@broadridge.com; Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59^th Street, 6^th Floor, New York, NY 10022 or by email at prospectus@cantor.com; or Stifel, Nicolaus & Company, Incorporated, Attention: Syndicate, One Montgomery Street, Suite 3700, San Francisco, CA 94104, by telephone at (415) 364‐2720 or by email at syndprospectus@stifel.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, 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 that state or jurisdiction.

About Palvella Therapeutics

Founded and led by rare disease drug development veterans, Palvella Therapeutics, Inc. is a clinical-stage biopharmaceutical company focused on developing and commercializing novel therapies to treat patients suffering from serious, rare skin diseases and vascular malformations for which there are no FDA-approved therapies. Palvella is developing a broad pipeline of product candidates based on its patented QTORIN™ platform, with an initial focus on serious, rare skin diseases, many of which are lifelong in nature. Palvella’s lead product candidate, QTORIN™ 3.9% rapamycin anhydrous gel (QTORIN™ rapamycin), is currently being developed for the treatment of microcystic lymphatic malformations, cutaneous venous malformations, and clinically significant angiokeratomas. Palvella’s second product candidate, QTORIN™ pitavastatin, is currently being developed for the topical treatment of disseminated superficial actinic porokeratosis.

QTORIN™ rapamycin and QTORIN™ pitavastatin are for investigational use only and neither has been approved by the FDA or by any other regulatory agency for any indication.

Caution Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “might,” “will,” “should,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “predict,” “forecast,” “project,” “plan,” “intend,” or similar expressions, or statements regarding intent, belief, or current expectations are forward-looking statements and reflect the current beliefs of Palvella’s management. Such forward-looking statements include, without limitation, statements relating to the completion, use of proceeds and anticipated total gross proceeds from the offering. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors that could cause actual results and events to differ materially and adversely from those indicated by such forward-looking statements including, among others: risks and uncertainties related to market conditions and the satisfaction of customary closing conditions related to the public offering, and other risks and uncertainties related to the public offering, as well as the risks and uncertainties set forth in the “Risk Factors” section and elsewhere in the prospectus supplement related to the public offering filed with the Securities and Exchange Commission and in our other filings with the Securities and Exchange Commission and available at www.sec.gov, including but not limited to Palvella’s periodic reports, including Palvella’s most recent annual report on Form 10-K, subsequent quarterly reports on Form 10-Q and current reports on Form 8-K. Any forward-looking statements that we make in this announcement speak only as of the date of this press release, and Palvella assumes no obligation to update forward-looking statements whether as a result of new information, future events or otherwise after the date of this press release, except as required under applicable law.

Contact Information:
Wesley H. Kaupinen
Founder and CEO, Palvella Therapeutics
wes.kaupinen@palvellatx.com

Media:
Marcy Nanus
Managing Partner, Trilon Advisors LLC
mnanus@trilonadvisors.com

FAQ

What size offering did Palvella (PVLA) price on February 26, 2026?

Palvella priced an upsized offering of 1,600,000 shares at $125.00 each. According to the company, gross proceeds are expected to be approximately $200 million before underwriting discounts, assuming no option exercise.

When is the Palvella (PVLA) public offering expected to close?

The offering is expected to close on or about February 27, 2026. According to the company, closing remains subject to customary closing conditions and final filing of the prospectus supplement.

How will Palvella (PVLA) use the net proceeds from the February 2026 offering?

Proceeds will support development of QTORIN rapamycin and QTORIN pitavastatin and general corporate purposes. According to the company, funds target R&D, working capital, and other corporate needs.

What is the underwriters' option in Palvella's (PVLA) February 2026 offering?

Underwriters have a 30-day option to buy up to 240,000 additional shares at the public offering price. According to the company, exercise would increase aggregate shares sold and potential dilution.

Who are the joint bookrunning managers for Palvella's (PVLA) offering?

Joint bookrunning managers include TD Cowen, Cantor, Stifel, Mizuho, LifeSci Capital, Oppenheimer, Canaccord, and H.C. Wainwright. According to the company, several co-managers and distribution contacts are also listed in the prospectus.

Where can investors find the final prospectus for Palvella's (PVLA) February 2026 offering?

The final prospectus will be filed with the SEC and available free at www.sec.gov. According to the company, paper or emailed copies will be provided by the listed managing underwriters when available.