Trevi Therapeutics Announces Proposed Public Offering of Common Stock

Trevi Therapeutics (NASDAQ: TRVI) announced on April 16, 2026 that it has commenced an underwritten public offering of $150,000,000 of common stock, with a 30-day option for underwriters to purchase up to an additional $22,500,000.

Rhea-AI Summary

Trevi Therapeutics (NASDAQ: TRVI) announced on April 16, 2026 that it has commenced an underwritten public offering of $150,000,000 of common stock, with a 30-day option for underwriters to purchase up to an additional $22,500,000.

The offering is subject to market conditions and will be made under its Form S-3 shelf registration; final terms will be disclosed in a prospectus supplement.

Positive

• $150M proposed capital raise
• Underwriters granted $22.5M option (30 days)
• Offering uses existing Form S-3 shelf registration

Negative

• Potential dilution for existing shareholders from share issuance
• Completion contingent on market conditions, not guaranteed

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 proposed underwritten public offering of $150,000,000 in common stock, p...

Analysis

This announcement details a proposed underwritten public offering of $150,000,000 in common stock, plus a potential $22,500,000 underwriters’ option, to be issued under an existing Form S-3 registration. Historically, Trevi has used follow-on offerings to fund Haduvio’s late-stage development. Investors may watch for the final prospectus terms, the discount to the pre-announcement price, and any subsequent capital planning disclosures to assess financing impact.

Key Figures

Proposed offering size: $150,000,000 Underwriters’ option: $22,500,000 Underwriter option term: 30 days +5 more

Proposed offering size

$150,000,000

Underwritten public offering of common stock

Underwriters’ option

$22,500,000

Additional shares via 30-day option

Underwriter option term

30 days

Period to purchase additional shares

Form type

Form S-3

Shelf registration statement referenced for this offering

File number

333-291517

SEC registration statement file reference

Filing date

November 13, 2025

Date Form S-3 was filed with SEC

Share price pre-news

$14.27

Price on day of offering announcement

52-week range

$5.3801–$14.39

Positioned near top of 52-week range

Previous Offering Reports

2 past events · Latest: Jun 03

Same Type 2 events

1. Jun 03

   Offering pricing

   24h Move

   +10.6%

   Pricing of $100M underwritten common stock offering at fixed share price.

2. Jun 02

   Proposed offering

   24h Move

   -5.8%

   Announcement of proposed $100M equity raise with 30-day underwriter 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, shelf registration statement, form s-3, prospectus supplement

4 terms

underwritten public offering financial

"announced that it has commenced an underwritten public offering of $150,000,000"

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.

shelf registration statement regulatory

"The shares are being offered by Trevi pursuant to a shelf registration statement"

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.

form s-3 regulatory

"shelf registration statement on Form S-3 (File No. 333-291517)"

Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

prospectus supplement regulatory

"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 that it has commenced an underwritten public offering of $150,000,000 of shares of its common stock. All of the shares in the offering are being offered by Trevi. In addition, Trevi expects to grant the underwriters a 30-day option to purchase up to an additional $22,500,000 of the shares of its common stock sold in the public offering at the public offering price, less underwriting discounts and commissions.

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 offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

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 is expected to be filed with the SEC and, when filed, copies of the preliminary prospectus supplement relating to and describing the offering may be obtained for free by visiting the SEC’s website at www.sec.gov. Copies of the preliminary 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. The final terms of the offering will be disclosed in a final prospectus supplement to be filed with the SEC.

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 public offering and the expected size of the offering, 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 the completion of the public offering on the anticipated terms or at all, as well as other risks and uncertainties, set forth in the “Risk Factors” section of the preliminary prospectus supplement to be filed with the SEC, 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.

What is Trevi Therapeutics (TRVI) offering in the April 16, 2026 public offering?

Trevi is proposing to offer $150,000,000 of common stock, with a 30-day option for an additional $22,500,000. According to the company, all shares are being offered by Trevi under its Form S-3 shelf registration.

How might the TRVI offering affect existing shareholders and shares outstanding?

The offering could dilute existing shareholders if shares are issued from the offering size. According to the company, completion is subject to market conditions and final dilution depends on the final number of shares sold in the prospectus supplement.

When will Trevi Therapeutics (TRVI) disclose final terms of the offering?

Final terms will be disclosed in a prospectus supplement filed with the SEC before any sale. According to the company, a preliminary prospectus supplement is expected and the final prospectus supplement will state the offering price and terms.

Who are the underwriters managing the TRVI April 16, 2026 offering?

Morgan Stanley, Leerink Partners, Cantor, and Stifel are joint book-running managers; Oppenheimer is lead manager. According to the company, these firms are handling syndicate distribution and prospectus requests for the offering.

Is the Trevi (TRVI) offering guaranteed to close and when might it complete?

The offering is not guaranteed and is subject to market and other conditions, so timing is uncertain. According to the company, there can be no assurance if or when the offering may be completed or what the final size will be.