Vera Therapeutics Announces Pricing of Public Offering of Class A Common Stock

Rhea-AI Summary

Vera Therapeutics (NASDAQ: VERA) priced an underwritten public offering of 6,138,108 Class A shares at $42.50 per share, expected to raise approximately $261 million in gross proceeds before fees.

The company granted underwriters a 30-day option to buy up to an additional 920,716 shares at the public offering price. The offering is expected to close on December 11, 2025, subject to customary closing conditions. Joint book-runners include J.P. Morgan, Goldman Sachs, Evercore ISI and Cantor; LifeSci Capital is lead manager.

Positive

• Gross proceeds of approximately $261 million
• Underwriters granted option for 920,716 additional shares
• Expected closing on Dec 11, 2025 (subject to conditions)

Negative

• Issuance of 6,138,108 new shares will dilute existing holders
• Potential additional dilution if 920,716 option is exercised
• Offering price of $42.50 may put short-term pressure on share price

Key Figures

Shares offered 6,138,108 shares Underwritten public offering of Class A common stock

Offering price $42.50 per share Public offering price for Class A common stock

Gross proceeds Approximately $261 million Expected gross proceeds before fees and expenses

Underwriter option shares 920,716 shares 30-day option to purchase additional Class A shares

Option period 30 days Underwriters’ option exercise window

Filing date October 28, 2024 Automatic shelf registration statement on Form S-3 filed with SEC

Expected closing date December 11, 2025 Scheduled closing of the public offering

Market Reality Check

$44.66 Last Close

Volume Volume 1,760,944 vs 20-day average 1,830,132 (relative volume 0.96x) shows trading near typical levels ahead of the offering. normal

Technical Shares at $44.66 are trading above the 200-day MA of $25.43 and about 10.26% below the 52-week high of $49.77.

Peers on Argus

VERA slipped 0.82% while peers showed mixed, mostly modest moves (e.g., AUPH -0.45%, ARDX -1.02%, VRDN +1.21%), pointing to a stock-specific reaction to the equity offering.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 08	Equity offering plan	Negative	+0.3%	Announced intention to raise $200M via public stock offering.
Dec 05	Equity compensation	Neutral	+0.3%	Granted stock options and RSUs to new employees under inducement plan.
Nov 26	Board appointment	Positive	+13.3%	Added experienced biotech executive to board to support commercialization.
Nov 24	Investor conferences	Neutral	+2.7%	Outlined participation in December investor conferences and webcasts.
Nov 10	Conference participation	Neutral	+14.7%	Announced presentation and 1x1 meetings at TD Cowen summit.

Pattern Detected

Recent news has often seen positive price reactions to clinical and corporate updates, while the prior offering announcement produced only a slight move, suggesting financing news has had limited immediate impact so far.

Recent Company History

Over the past month, Vera reported multiple investor and corporate updates, including conference participation on Nov 10 and Nov 24, a major board appointment on Nov 26, and inducement equity grants on Dec 2. These generally coincided with positive stock moves. On Dec 8, 2025, the company announced a proposed equity offering from its existing shelf, which saw only a modest reaction. Today’s pricing of that offering continues this financing sequence.

Market Pulse Summary

This announcement finalizes terms for Vera’s equity financing, specifying 6,138,108 Class A shares at $42.50 for expected gross proceeds of about $261 million, plus an underwriters’ 30-day option for 920,716 additional shares. Investors may weigh dilution against the benefit of added capital, especially given Vera’s late-stage pipeline and prior clinical progress. It can be useful to track subsequent SEC filings, use of proceeds disclosures, and how this funding supports upcoming milestones.

Key Terms

underwritten public offering financial

"announced the pricing of an underwritten public offering of 6,138,108 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.

class a common stock financial

"offering of 6,138,108 shares of its Class A common stock at a price"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

automatic shelf registration statement regulatory

"pursuant to an automatic shelf registration statement on Form S-3"

An automatic shelf registration statement is a pre-approved filing that companies submit to securities regulators, allowing them to sell new shares or bonds quickly and efficiently when needed. It acts like a standing permit, enabling the company to raise money without going through a lengthy approval process each time, which can be helpful for responding promptly to market opportunities or needs. For investors, it provides transparency about the company's ability to raise funds and signals planning flexibility.

form s-3 regulatory

"automatic shelf registration statement on Form S-3, including a base prospectus"

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

"A preliminary prospectus supplement and accompanying prospectus relating to the proposed offering"

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.

base prospectus regulatory

"automatic shelf registration statement on Form S-3, including a base prospectus"

A base prospectus is a detailed document that provides essential information about a financial offering, such as a bond or share issue. It acts like a comprehensive guide for investors, explaining what the investment involves, the risks involved, and how the process works. This helps investors make informed decisions before committing their money.

AI-generated analysis. Not financial advice.

BRISBANE, Calif., Dec. 09, 2025 (GLOBE NEWSWIRE) -- Vera Therapeutics, Inc. (“Vera Therapeutics”), a late clinical-stage biotechnology company focused on developing and commercializing transformative treatments for patients with serious immunologic diseases, today announced the pricing of an underwritten public offering of 6,138,108 shares of its Class A common stock at a price to the public of $42.50 per share.

The gross proceeds to Vera Therapeutics from the offering, before deducting underwriting discounts and commissions and estimated offering expenses, are expected to be approximately $261 million.

In addition, Vera Therapeutics has granted the underwriters a 30-day option to purchase up to an additional 920,716 shares of Class A common stock at the public offering price, less underwriting discounts and commissions. The offering is expected to close on December 11, 2025, subject to the satisfaction of customary closing conditions.

J.P. Morgan, Goldman Sachs & Co. LLC, Evercore ISI and Cantor are acting as joint book-running managers for the proposed offering. LifeSci Capital is acting as lead manager for the proposed offering. The proposed offering is being made pursuant to an automatic shelf registration statement on Form S-3, including a base prospectus, that was filed with the U.S. Securities and Exchange Commission (the “SEC”) on October 28, 2024 and became effective upon filing. A preliminary prospectus supplement and accompanying prospectus relating to the proposed offering were filed with the SEC and are available for free on the SEC’s website located at http://www.sec.gov. A final prospectus supplement and accompanying prospectus relating to the proposed offering will be filed with the SEC and will be available for free on the SEC’s website located at http://www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the offering may be obtained, when available from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, or by telephone at (866) 471-2526, or by email at prospectusny@ny.email.gs.com; Evercore Group L.L.C., Attention: Equity Capital Markets, 55 East 52nd Street, 35th Floor, New York, NY 10055, or by telephone at 888-474-0200, or by email at ecm.prospectus@evercore.com; or Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59th St., 6th Floor, New York, NY 10022, or by email at prospectus@cantor.com.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, 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 Vera Therapeutics

Vera Therapeutics is a late clinical-stage biotechnology company focused on developing treatments for serious immunological diseases. Vera Therapeutics’ mission is to advance treatments that target the source of disease in order to change the standard of care for patients. Vera Therapeutics’ lead product candidate is atacicept, a fusion protein self-administered at home as a subcutaneous once weekly injection that blocks both B-cell Activating Factor (BAFF) and A PRoliferation-Inducing Ligand (APRIL), which stimulate B cells to produce autoantibodies contributing to certain autoimmune diseases, including immunoglobulin A nephropathy (IgAN) and lupus nephritis. Beyond IgAN, Vera Therapeutics is evaluating additional diseases where the reduction of autoantibodies by atacicept may prove clinically meaningful. In addition, Vera Therapeutics holds an exclusive license agreement with Stanford University for a novel, next generation fusion protein targeting BAFF and APRIL, known as VT-109, with wide therapeutic potential across the spectrum of B-cell-mediated diseases. Vera Therapeutics is also developing MAU868, a monoclonal antibody designed to neutralize infection with BK virus, which can have devastating consequences in kidney transplant recipients. Vera Therapeutics retains all global developmental and commercial rights to atacicept, VT-109 and MAU868.

Forward-Looking Statements

Statements contained in this press release regarding Vera’s expectations regarding the offering are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based upon Vera Therapeutics’ current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual results could differ materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties, which include, without limitation, Vera’s expectations regarding the completion of the offering. All forward-looking statements contained in this press release speak only as of the date on which they were made and are based on management’s assumptions and estimates as of such date. Vera 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:
Joyce Allaire
LifeSci Advisors
212-915-2569
jalllaire@lifesciadvisors.com

Media Contact:
Debra Charlesworth
Vera Therapeutics
415-854-8051
corporatecommunications@veratx.com

FAQ

How many shares did Vera Therapeutics (VERA) offer and at what price on December 10, 2025?

Vera priced 6,138,108 Class A shares at $42.50 per share.

How much gross capital will Vera Therapeutics (VERA) raise from the December 2025 offering?

The offering is expected to raise about $261 million in gross proceeds before fees.

Does the Vera Therapeutics (VERA) offering include an overallotment option and how large is it?

Yes, underwriters have a 30-day option to buy up to 920,716 additional shares.

When is the Vera Therapeutics (VERA) offering expected to close?

The offering is expected to close on December 11, 2025, subject to customary closing conditions.

Who are the joint book-running managers for Vera Therapeutics (VERA) public offering?

Joint book-runners are J.P. Morgan, Goldman Sachs, Evercore ISI, and Cantor; LifeSci Capital is lead manager.

What does the Vera Therapeutics (VERA) share offering mean for existing shareholders?

Existing shareholders face dilution from the 6,138,108 new shares and potential further dilution if the 920,716 option is exercised.