Trevi Therapeutics Announces Pricing of $150 Million Underwritten Offering of Common Stock

Trevi Therapeutics (Nasdaq: TRVI) priced an underwritten offering of 11,600,000 common shares at $13.00 per share for approximately $150 million in gross proceeds, with a 30-day underwriter option for up to 1,740,000 additional shares.

Rhea-AI Summary

Trevi Therapeutics (Nasdaq: TRVI) priced an underwritten offering of 11,600,000 common shares at $13.00 per share for approximately $150 million in gross proceeds, with a 30-day underwriter option for up to 1,740,000 additional shares. The offering is expected to close on or about April 20, 2026, subject to customary closing conditions.

The shares are being sold by Trevi under a Form S-3 registration (filed November 13, 2025). Joint book-runners include Morgan Stanley, Leerink Partners, Cantor, and Stifel; Oppenheimer is lead manager.

Positive

• Gross proceeds of approximately $150 million
• All offered shares are being sold by Trevi (company-issued financing)
• Form S-3 registration effective (filed November 13, 2025) enables the offering

Negative

• Issuance of 11,600,000 new shares creates shareholder dilution
• Underwriting discounts and expenses will reduce net proceeds
• Underwriters hold a 30-day option for up to 1,740,000 additional shares, increasing potential dilution

Argus Apr 17 session

+4.75% close to close Open Argus

Details

News Market Reaction – TRVI

On Apr 17, the first trading day after this news, TRVI closed 4.75% above the previous close.

Data tracked by StockTitan Argus for the Apr 17 session.

Market Context

This announcement details a $150 million underwritten stock offering at $13.00 per share, adding to ...

Analysis

This announcement details a $150 million underwritten stock offering at $13.00 per share, adding to Trevi’s estimated $171.8 million cash position to fund pivotal Phase 3 and Phase 2b trials for Haduvio in chronic cough indications. Historical offerings have triggered both gains and losses, with an average move of 2.4%. Investors may focus on execution of late-stage studies, pace of cash use, and future equity or share-authorization actions as key factors shaping the risk–reward profile.

Key Figures

Offering size: $150 million Shares offered: 11,600,000 shares Offer price: $13.00 per share +5 more

Offering size

$150 million

Underwritten common stock offering announced April 16, 2026

Shares offered

11,600,000 shares

Base deal common stock in April 2026 offering

Offer price

$13.00 per share

Public offering price for April 2026 deal

Underwriters’ option

1,740,000 shares

30-day option for additional shares at offer price

Estimated cash

$171.8 million

Cash, cash equivalents and marketable securities as of March 31, 2026 (424B5)

Plan share increase

8,000,000 shares

Additional shares for 2019 Stock Incentive Plan (PRE 14A)

Authorized shares current

200,000,000 shares

Existing authorized common stock (PRE 14A)

Authorized shares proposed

400,000,000 shares

Proposed new authorized common stock level (PRE 14A)

Previous Offering Reports

2 past events · Latest: Jun 03

Same Type 2 events

1. Jun 03

   Equity offering priced

   24h Move

   +10.6%

   Pricing of $100M underwritten stock offering at $5.75 per share.

2. Jun 02

   Equity offering proposed

   24h Move

   -5.8%

   Announcement of proposed $100M common stock offering with 30-day option.

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

Key Terms

underwritten public offering, idiopathic pulmonary fibrosis, interstitial lung disease, refractory chronic cough, +2 more

6 terms

underwritten public offering financial

"announced the pricing of its previously announced underwritten public offering of 11,600,000 shares"

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.

idiopathic pulmonary fibrosis medical

"for the treatment of chronic cough in patients with idiopathic pulmonary fibrosis (IPF)"

Idiopathic pulmonary fibrosis is a chronic lung disease in which the air‑carrying tissue becomes progressively thickened and scarred for no identifiable reason, making the lungs stiff and less able to move oxygen—similar to a sponge that hardens and loses its pores. It matters to investors because it is life‑limiting with limited effective treatments, so clinical trial outcomes, regulatory approvals, pricing and reimbursement decisions can strongly affect the commercial value of therapies and the financial prospects of companies developing treatments.

interstitial lung disease medical

"chronic cough in patients with idiopathic pulmonary fibrosis (IPF), non-IPF interstitial lung disease (non-IPF ILD)"

A group of lung conditions that cause inflammation and scarring of the thin tissue between the air sacs, which makes it harder for oxygen to pass into the blood; imagine the lungs’ fine filters becoming stiff and less effective. Investors care because reports of interstitial lung disease can affect a drug’s safety profile, trigger regulatory warnings or label changes, and shift demand for treatments or create liability risks that influence a company’s valuation.

refractory chronic cough medical

"non-IPF interstitial lung disease (non-IPF ILD), and refractory chronic cough (RCC)"

A refractory chronic cough is a long-lasting cough that persists despite standard medical evaluation and treatment, typically lasting eight weeks or more and not improving with usual therapies. Investors should care because it represents a clear unmet medical need that can drive demand for new drugs, devices, or diagnostics—similar to a stubborn problem customers keep returning to a store for until a better solution appears—affecting market potential and regulatory attention.

shelf registration statement regulatory

"The shares are being offered by Trevi pursuant to a shelf registration statement on Form S-3"

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.

prospectus supplement regulatory

"This offering is being made only by means of a prospectus supplement and the accompanying prospectus"

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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NEW HAVEN, Conn., April 16, 2026 (GLOBE NEWSWIRE) -- Trevi Therapeutics, Inc. (Nasdaq: TRVI), a clinical-stage biopharmaceutical company developing the investigational therapy Haduvio™ (oral nalbuphine ER) for the treatment of chronic cough in patients with idiopathic pulmonary fibrosis (IPF), non-IPF interstitial lung disease (non-IPF ILD), and refractory chronic cough (RCC), today announced the pricing of its previously announced underwritten public offering of 11,600,000 shares of its common stock at a public offering price of $13.00 per share, for total proceeds of approximately $150 million, before deducting underwriting discounts and commissions and expenses payable by Trevi. All of the shares in the offering are being sold by Trevi. In addition, Trevi has granted the underwriters a 30-day option to purchase up to 1,740,000 additional shares of its common stock at the public offering price, less underwriting discounts and commissions. The offering is expected to close on or about April 20, 2026, subject to satisfaction of customary closing conditions.

Morgan Stanley, Leerink Partners, Cantor, and Stifel are acting as joint book-running managers for the offering and Oppenheimer & Co. is acting as lead manager.

The shares are being offered by Trevi pursuant to a shelf registration statement on Form S-3 (File No. 333-291517), which was filed with the Securities and Exchange Commission (SEC) on November 13, 2025 and became effective automatically upon filing. This offering is being made only by means of a prospectus supplement and the accompanying prospectus that form a part of the registration statement. A preliminary prospectus supplement relating to and describing the terms of the offering has been filed with the SEC and is available on the SEC’s website located at www.sec.gov. The final terms of the offering will be disclosed in a final prospectus supplement to be filed with the SEC. When available, copies of the preliminary prospectus supplement, final prospectus supplement and the accompanying prospectus may also be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014, or by email at prospectus@morganstanley.com; Leerink Partners LLC, Attention: Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, or by telephone at (800) 808-7525, ext. 6105, or by email at syndicate@leerink.com; Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59^th Street, New York 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 a 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 any such state or jurisdiction.

About Trevi Therapeutics, Inc.

Trevi Therapeutics, Inc. is a clinical-stage biopharmaceutical company developing the investigational therapy Haduvio™ (oral nalbuphine extended-release) for the treatment of chronic cough in patients with idiopathic pulmonary fibrosis (IPF), non-IPF interstitial lung disease (non-IPF ILD), and refractory chronic cough (RCC). Haduvio is the first and only investigational therapy to show a statistically significant reduction in cough frequency in clinical trials across both patients with IPF chronic cough and in patients with RCC. Haduvio acts on the cough reflex arc both centrally and peripherally as a kappa agonist and a mu antagonist (KAMA), targeting opioid receptors that play a key role in controlling chronic cough. Nalbuphine is not currently scheduled by the U.S. Drug Enforcement Agency. Trevi intends to propose Haduvio as the trade name for oral nalbuphine ER. Its safety and efficacy have not been evaluated by any regulatory authority.

Forward-Looking Statements

Statements contained in this press release regarding matters that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to risks and uncertainties and actual results may differ materially from those expressed or implied by such forward-looking statements. Such statements include, but are not limited to, statements about the anticipated closing of the public offering and the expected gross proceeds of the offering, among other things, and other statements containing the words “believes,” “anticipates,” “plans,” “expects,” “may,” and similar expressions. Risks that contribute to the uncertain nature of the forward-looking statements include: uncertainties related to market conditions and whether the conditions for the closing of the public offering will be satisfied, as well as other risks and uncertainties, set forth in the “Risk Factors” section of the preliminary prospectus supplement filed with the SEC on April 16, 2026, in Trevi’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC, and in any subsequent filings with the SEC. All forward-looking statements contained in this press release speak only as of the date on which they were made. Trevi undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made except as required by law.

Investor Contact

Jonathan Carlson
Trevi Therapeutics, Inc.
(203) 654 3286
IR@trevitx.com

Media Contact

Rosalia Scampoli
914-815-1465 
rscampoli@marketcompr.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares did Trevi (TRVI) offer and at what price on April 17, 2026?

Trevi offered 11,600,000 common shares at $13.00 per share. According to the company, the sale yields approximately $150 million in gross proceeds before fees and expenses.

When is the Trevi (TRVI) offering expected to close and what conditions apply?

The offering is expected to close on or about April 20, 2026. According to the company, closing is subject to customary closing conditions and final documentation.

Does Trevi (TRVI) include an overallotment option in the April 2026 offering?

Yes. According to the company, underwriters have a 30-day option to purchase up to 1,740,000 additional shares at the public offering price, less discounts and commissions.

Who are the underwriters for Trevi's (TRVI) April 2026 offering?

Joint book-running managers are Morgan Stanley, Leerink Partners, Cantor, and Stifel, with Oppenheimer as lead manager. According to the company, these firms are handling the syndicate and distribution.

Where was Trevi's (TRVI) offering registered and when was the registration filed?

The offering is being made under a shelf registration on Form S-3 filed November 13, 2025. According to the company, the registration became effective automatically upon filing.