Shuttle Pharmaceuticals Announces Above-the-Market $2.5 Million Private Placement at Effective Price per Share of $4.00

Rhea-AI Summary

Shuttle Pharmaceuticals (NASDAQ: SHPH) entered a securities purchase agreement with a single investor to raise approximately $2.5 million in gross proceeds via the sale of a pre-funded warrant that can be exercised into up to 625,156 shares at an effective price of $4.00 per share. The price is described as above-the-market under Nasdaq rules. The Offering is expected to close on or about November 4, 2025, subject to customary closing conditions.

WestPark Capital is the exclusive placement agent. The company intends to use net proceeds for marketing, general corporate purposes and working capital and has agreed to file registration statement(s) to cover resale of shares issuable upon exercise of the pre-funded warrant.

Positive

• Gross proceeds of approximately $2.5 million
• Pre-funded warrant covers up to 625,156 shares at $4.00 each
• Registration commitment to enable resale of shares issuable on exercise

Negative

• Offering made to a single investor, creating concentration risk
• Potential issuance of 625,156 shares upon warrant exercise (dilution)
• Gross proceeds stated before placement agent fees and expenses

Insights

Equity Financing Analyst

Shuttle Pharmaceuticals raises $2.5 million via above‑market pre-funded warrant at an effective price of $4.00.

The company entered a securities purchase agreement for aggregate gross proceeds of $2.5 million, issuing a pre‑funded warrant covering up to 625,156 common shares at an effective purchase price of $4.00. The financing is structured as a private placement to an accredited investor, with WestPark Capital as placement agent, and is expected to close on or about 2025-11-04.

This raises immediate liquidity for marketing, general corporate and working capital needs while limiting immediate share issuance because the instrument is a pre‑funded warrant. Risks include dilution upon warrant exercise, the requirement to file registration statement(s) for resale of the underlying shares, and typical closing conditions; watch the forthcoming Form 8‑K for expense items, placement fees, and any registration timeline commitments. Expect the near‑term impact to hinge on how management deploys proceeds and the timing of registration and warrant exercises.

Gaithersburg, Maryland--(Newsfile Corp. - November 3, 2025) - Shuttle Pharmaceuticals Holdings, Inc. (NASDAQ: SHPH) ("Shuttle Pharma" or the "Company"), today announced that it entered into a securities purchase agreement with a single investor for aggregate gross proceeds of approximately $2.5 million (the "Offering"), before deducting fees to the placement agent and other offering expenses payable by the Company. The Company intends to use the net proceeds from the Offering for marketing, general corporate purposes and working capital purposes.

In connection with the Offering, the Company will issue a pre-funded warrant to purchase up to 625,156 shares of common stock at an effective purchase price of $4.00 per share, priced above-the-market under Nasdaq rules.

The Offering is expected to close on or about November 4, 2025, subject to the satisfaction of customary closing conditions.

WestPark Capital, Inc. is acting as the exclusive placement agent in connection with the Offering.

Additional details regarding the Offering will be available in a Form 8-K to be filed by the Company with the Securities and Exchange Commission (the "SEC").

The securities described above have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements. The securities were offered only to accredited investors. Pursuant to the securities purchase agreement with the investor, the Company has agreed to file one or more registration statements with the SEC covering the resale of the shares of common stock issuable upon exercise of the pre-funded warrant.

This press release shall not constitute an offer to sell or the 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 jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Shuttle Pharma

Shuttle Pharmaceuticals Holdings, Inc. (NASDAQ: SHPH) is a clinical-stage pharmaceutical company focused on improving the outcomes of cancer therapy by developing novel drugs that sensitize cancer cells to radiation therapy. The Company's mission is to advance precision medicine approaches to radiotherapy that enhance treatment efficacy and patient quality of life.

Cautionary Note Regarding Forward-Looking Statements

Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements. Forward-looking statements may include, without limitation, statements regarding the Company's offering of securities and the use of proceeds from such offering. Such forward-looking statements are not meant to predict or guarantee actual results, performance, events or circumstances and may not be realized because they are based upon the Company's current projections, plans, objectives, beliefs, expectations, estimates and assumptions and are subject to a number of risks and uncertainties and other influences, many of which the Company has no control over. Actual results and the timing of certain events and circumstances may differ materially from those described by the forward-looking statements as a result of these risks and uncertainties. Factors that may influence or contribute to the inaccuracy of the forward-looking statements or cause actual results to differ materially from expected or desired results may include, without limitation, the Company's ability to satisfy closing conditions related to the Offering, as well as changes in general economic and market conditions. Other factors include the Company's ability to successfully raise additional equity or debt financing to fund its operations, the substantial regulatory uncertainty surrounding future access to government funding of research activities and the successful development, regulatory approval and commercialization of its product candidates, all of which are in the early stages of development. These and other factors are identified and described in more detail in the Company's filings with the SEC, including factors discussed in the "Risk Factors" section of Shuttle Pharma's Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 26, 2025, as well as other SEC filings. Any forward-looking statements made in this press release speak only as of the date of this press release. The Company does not undertake to update these forward-looking statements, except as required by law.

Shuttle Pharmaceuticals
Chris Cooper
Chief Executive Officer
info@shuttlepharma.com

Investor Contacts
Lytham Partners, LLC
shph@lythampartners.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/272909

FAQ

What amount did Shuttle Pharmaceuticals (SHPH) raise in the November 3, 2025 private placement?

The company entered an agreement to raise approximately $2.5 million in gross proceeds.

How many shares can be issued under the pre-funded warrant in the SHPH offering and at what price?

The pre-funded warrant can be exercised into up to 625,156 shares at an effective price of $4.00 per share.

When is the SHPH private placement expected to close?

The Offering is expected to close on or about November 4, 2025, subject to customary closing conditions.

Who acted as placement agent for Shuttle Pharmaceuticals (SHPH) in the $2.5M offering?

WestPark Capital is acting as the exclusive placement agent.

What will Shuttle Pharmaceuticals (SHPH) use the net proceeds from the private placement for?

The company intends to use net proceeds for marketing, general corporate purposes, and working capital.

Will shares issuable on exercise of the SHPH pre-funded warrant be registrable for resale?

The company agreed to file one or more registration statements with the SEC to cover resale of those shares.