Vera Therapeutics Announces Proposed Public Offering of Class A Common Stock

Rhea-AI Summary

Vera Therapeutics (NASDAQ: VERA) announced on December 8, 2025 its intention to commence a public offering to issue and sell $200.0 million of Class A common stock, subject to market and other conditions.

The company expects to grant underwriters a 30-day option to purchase up to an additional 15% of the shares. The offering will be made from an existing Form S-3 shelf registration that became effective October 28, 2024, and a preliminary prospectus supplement will be filed with the SEC.

Positive

• $200.0 million of Class A common stock proposed to be issued
• Underwriters granted a 30-day 15% overallotment option

Negative

• Proposed offering may cause shareholder dilution
• No assurance the offering will be completed or sized as announced

Key Figures

Proposed offering size $200.0 million Planned Class A common stock public offering

Underwriter option period 30 days Duration of option to purchase additional shares

Underwriter overallotment 15% additional shares Potential extra Class A shares underwriters may purchase

Market Reality Check

$45.03 Last Close

Volume Volume 2,483,871 vs 20-day avg 1,856,107 (relative volume 1.34x) ahead of the offering news. normal

Technical Shares traded well above the 200-day MA, at $44.90 vs $25.26, indicating a strong pre-news uptrend.

Peers on Argus

VERA gained 5.37% while close biotech peers showed mixed moves (e.g., AUPH +1.69%, ARDX +1.87%, VRDN -1.29%, EWTX -0.55%). This points to a company-specific setup rather than a broad sector swing.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Nov 26	Board appointment	Positive	+13.3%	Veteran biotech executive added to board to support commercialization.
Nov 24	Investor conferences	Neutral	+2.7%	Participation in two December healthcare investor conferences announced.
Nov 10	Conference participation	Neutral	+14.7%	Presentation and 1x1 meetings at TD Cowen Immunology & Inflammation Summit.
Nov 07	BLA submission	Positive	-4.1%	BLA filed using strong Phase 3 ORIGIN 3 data for atacicept in IgAN.
Nov 07	Inducement grants	Neutral	-4.1%	Inducement stock options and RSUs granted to new employees.

Pattern Detected

Recent news flow has generally led to price moves aligned with the news tone, with one notable divergence on strong clinical/regulatory progress.

Recent Company History

This announcement of a proposed equity offering follows a period of value-creating milestones for Vera Therapeutics. In early November 2025, the company reported positive Phase 3 ORIGIN data and submitted a BLA for atacicept in IgA nephropathy, plus filed its Q3 10‑Q showing increased investment in late-stage programs. Subsequent conference participation and the appointment of James R. Meyers to the board were accompanied by strong positive stock reactions. Against that backdrop, today’s planned capital raise comes after a substantial run in the shares.

Market Pulse Summary

The stock is down -6.3% following this news. A negative reaction despite earlier strength in the shares would fit a pattern where financing and dilution concerns overshadow otherwise constructive fundamentals. The proposed $200.0 million stock offering, plus a possible extra 15% in shares via the underwriters’ option, increases focus on ownership dilution and pricing risk. Past news generally aligned with price moves, so a sharp selloff would highlight how sensitive the stock can be to capital-raising terms.

Key Terms

class a common stock financial

"to issue and sell $200.0 million of shares of its Class A common stock."

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.

joint book-running managers financial

"J.P. Morgan, Goldman Sachs & Co. LLC, Evercore ISI and Cantor are acting as joint book-running managers"

Joint book-running managers are the lead banks or financial firms responsible for organizing and overseeing the sale of a large financial offering, such as a company’s stock or bonds. They coordinate efforts to set the price, attract investors, and ensure the offering is successful. Their role is important to investors because they help ensure the offering is well-managed, properly priced, and accessible to a wide range of buyers.

lead manager financial

"LifeSci Capital is acting as lead manager for the proposed offering."

A lead manager is the main investment bank or financial firm that organizes and runs a securities offering, such as an IPO or bond sale. They coordinate the paperwork and checks, set pricing guidance, recruit other banks, market the deal to investors and decide how securities are allocated — like a project manager or conductor — and their skill and reputation materially affect pricing, demand and investor access.

prospectus supplement regulatory

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

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.

u.s. securities and exchange commission regulatory

"that was filed with the U.S. Securities and Exchange Commission (the “SEC”)"

The U.S. Securities and Exchange Commission is a government agency responsible for overseeing the stock market and protecting investors. It sets rules to ensure that companies share truthful information and that trading is fair, helping to maintain trust in the financial system. This oversight is important because it helps prevent fraud and ensures that investors can make informed decisions.

AI-generated analysis. Not financial advice.

BRISBANE, Calif., Dec. 08, 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 its plans to commence a public offering, subject to market and other conditions, to issue and sell $200.0 million of shares of its Class A common stock. All of the shares are being offered by Vera Therapeutics.

In connection with the proposed offering, Vera Therapeutics expects to grant the underwriters a 30-day option to purchase up to an additional 15% of the shares of Class A common stock sold in the public offering. 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.

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 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 preliminary prospectus supplement and the accompanying prospectus relating to the proposed 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 prospectus-ny@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, market conditions and satisfaction of customary closing conditions related to the proposed public 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

What amount is Vera Therapeutics (VERA) planning to raise in the December 8, 2025 offering?

Vera Therapeutics intends to issue and sell $200.0 million of Class A common stock.

Does the VERA offering include an overallotment option and how large is it?

Yes; underwriters are expected to receive a 30-day option to purchase up to 15% additional shares.

When was the registration that covers the VERA offering declared effective?

The automatic shelf registration on Form S-3 became effective on October 28, 2024.

Who are the lead underwriters for Vera Therapeutics' proposed offering (VERA)?

J.P. Morgan, Goldman Sachs & Co. LLC, Evercore ISI and Cantor are joint book-running managers; LifeSci Capital is lead manager.

Where can investors find the VERA preliminary prospectus supplement for the offering?

A preliminary prospectus supplement will be filed with the SEC and will be available free on www.sec.gov.

What is the risk that the Vera Therapeutics (VERA) offering will not occur as announced?

There is no assurance the proposed offering will be completed or that final size or terms will match the announcement.