RAPT Therapeutics Announces Proposed Public Offering of Common Stock

Rhea-AI Summary

RAPT Therapeutics (Nasdaq: RAPT) announced on October 21, 2025 that it has commenced an underwritten public offering of common stock. The company said it expects to grant underwriters a 30-day option to buy up to an additional 15% of the shares at the public offering price, less underwriting discounts and commissions.

The offering is subject to market conditions and may be completed only by means of a prospectus supplement filed with the SEC; all shares are being offered by RAPT.

Insights

Equity Capital Markets Analyst

RAPT launched an underwritten public offering of common stock, potentially dilutive and conditional on market conditions.

Business mechanism: RAPT Therapeutics is offering newly issued shares in an underwritten public offering announced on October 21, 2025, with an underwriter option for up to an additional 15% of the shares. All shares are being sold by the company, and the offering uses a previously declared effective shelf registration.

Dependencies and risks: Completion depends on market conditions and the prospectus supplement, so timing and size remain uncertain. Selling newly issued shares increases share count and may dilute existing ownership; underwriting fees will reduce net proceeds. The presence of multiple established bookrunners and a shelf registration reduces execution friction but does not guarantee completion.

Concrete items to watch and horizon: Monitor the filed preliminary prospectus supplement for the offering size, price range, and use of proceeds when published on the SEC website and by the underwriters; those document details will appear shortly after this announcement and determine near-term financial impact (days to weeks). Also watch whether the underwriters exercise the 30-day greenshoe for up to an extra 15% of shares, which affects total dilution within that 30-day window.

SOUTH SAN FRANCISCO, Calif., Oct. 21, 2025 (GLOBE NEWSWIRE) -- RAPT Therapeutics, Inc. (Nasdaq: RAPT) (“RAPT”), a clinical-stage immunology-based biopharmaceutical company focused on discovering, developing and commercializing novel therapies for patients living with inflammatory and immunological diseases, today announced that it has commenced an underwritten public offering of shares of its common stock. In addition, RAPT expects to grant the underwriters a 30-day option to purchase up to an additional 15% of the total number of shares of common stock RAPT is offering, at the public offering price, less underwriting discounts and commissions. All of the shares of common stock are being offered by RAPT. The proposed offering is subject to market conditions, and there can be no assurance as to whether or when the proposed offering may be completed or as to the actual size or terms of the proposed offering.

Leerink Partners, TD Cowen, Guggenheim Securities, Wells Fargo Securities and LifeSci Capital are acting as joint bookrunning managers for the proposed offering. H.C. Wainwright & Co. and Clear Street are acting as lead managers for the proposed offering.

The offering is being made pursuant to a shelf registration statement, including a base prospectus, filed by RAPT with the Securities and Exchange Commission (the “SEC”), which was declared effective by the SEC on August 17, 2023. The offering may be made only by means of a prospectus supplement and accompanying prospectus. A preliminary prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website located at www.sec.gov. When available, electronic copies of the preliminary prospectus supplement and the accompanying prospectus may also be obtained from: Leerink Partners LLC, Attention: Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, by telephone at 1-800-808-7525 ex. 6132 or by email at syndicate@leerink.com; TD Securities (USA) LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at TDManualrequest@broadridge.com; Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Avenue, 8th Floor, New York, NY 10017, by telephone at (212) 518-9544, or by email at GSEquityProspectusDelivery@guggenheimpartners.com; Wells Fargo Securities, LLC, Attention: Wells Fargo Securities, 90 South 7th Street, 5th Floor, Minneapolis, MN 55402, at 800-645-3751 (option #5) or email a request to WFScustomerservice@wellsfargo.com; or LifeSci Capital LLC at 1700 Broadway, 40^th Floor, New York, New York 10019, or by email at compliance@lifescicapital.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 the registration or qualification under the securities laws of any such state or jurisdiction.

About RAPT Therapeutics, Inc.

RAPT is a clinical-stage immunology-based biopharmaceutical company focused on discovering, developing and commercializing novel therapies for patients living with inflammatory and immunological diseases. Utilizing our deep and proprietary expertise in immunology, we develop novel therapies that are designed to modulate the critical immune responses underlying these diseases.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to RAPT’s expectations regarding the completion, timing and size of the proposed public offering. These statements are subject to significant risks and uncertainties and actual results could differ materially from those projected. RAPT cautions investors not to place undue reliance on the forward-looking statements contained in this release. These risks and uncertainties include, without limitation, risks and uncertainties related to market conditions, the risk that the proposed public offering will not be consummated on the terms or in the amounts contemplated or otherwise, and the satisfaction of customary closing conditions related to the proposed public offering. Risks and uncertainties relating to RAPT and its business can be found in the “Risk Factors” section of RAPT’s Form 10-Q for the quarter ended June 30, 2025, filed with the SEC on August 7, 2025, and in the preliminary prospectus supplement related to the proposed public offering to be filed with the SEC. RAPT undertakes no duty or obligation to update any forward-looking statements contained in this release as a result of new information, future events or changes in RAPT’s expectations, except as required by law.

RAPT Investor Contact:
Sylvia Wheeler
swheeler@wheelhouselsa.com

RAPT Media Contact:
Aljanae Reynolds
areynolds@wheelhouselsa.com

FAQ

What did RAPT Therapeutics (RAPT) announce on October 21, 2025?

RAPT announced it commenced an underwritten public offering of its common stock and may grant underwriters a 30-day option for up to 15% additional shares.

Will the RAPT offering dilute existing shareholders and by how much?

The company offered shares but did not disclose the number of shares or expected dilution in the announcement.

Who are the lead underwriters for the RAPT (RAPT) proposed offering?

Joint bookrunning managers are Leerink Partners, TD Cowen, Guggenheim Securities, Wells Fargo Securities and LifeSci Capital; H.C. Wainwright and Clear Street are lead managers.

Where can I find the RAPT preliminary prospectus supplement for the offering?

A preliminary prospectus supplement will be filed with the SEC and available at www.sec.gov; hard-copy requests are available from the listed underwriters.

Is the RAPT offering final and when will it close?

The offering is subject to market conditions and there is no assurance as to if or when the offering will be completed.

Are the shares in the RAPT offering being sold by insiders or by the company?

The press release states all of the shares are being offered by RAPT, not by selling stockholders.