Abeona Therapeutics (NASDAQ: ABEO) shifts 760,870 warrants to SILV Fund

Rhea-AI Filing Summary

Abeona Therapeutics Inc. filed a prospectus supplement updating a previously effective resale registration for up to 15,219,758 shares of common stock. The update reflects the assignment of 760,870 Common Warrants from Point72 Associates, LLC to SILV Fund, Ltd., without changing the aggregate number of registered shares.

The company will not receive proceeds from any resale of shares by the selling stockholders, but will receive cash proceeds from any warrant exercises. Abeona's common stock trades on The Nasdaq Capital Market under the symbol ABEO, and the closing price on July 7, 2026 was $6.55 per share. Investors are directed to the incorporated risk factors and reports for a detailed discussion of risks.

Key Figures

Registered shares for resale: 15,219,758 shares of common stock Assigned Common Warrants: 760,870 Common Warrants Common stock closing price: $6.55 per share +2 more

5 metrics

Registered shares for resale 15,219,758 shares of common stock Shares previously registered for resale under Form S-3

Assigned Common Warrants 760,870 Common Warrants Assigned from Point72 Associates, LLC to SILV Fund, Ltd.

Common stock closing price $6.55 per share Nasdaq Capital Market closing price on July 7, 2026

Prospectus date December 12, 2022 Date of base prospectus forming part of Form S-3

Prospectus supplement date July 10, 2026 Date of prospectus supplement updating selling stockholders

Key Terms

prospectus supplement, selling stockholders, Common Warrants, beneficial ownership, +1 more

5 terms

prospectus supplement regulatory

"This prospectus supplement supplements the prospectus dated December 12, 2022"

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.

selling stockholders financial

"Up to 15,219,758 Shares of Common Stock Offered by the Selling Stockholders"

Selling stockholders are existing owners of a company's shares who are offering some or all of their holdings for sale, often as part of a public offering or secondary transaction. For investors this matters because such sales increase the number of shares available to buy, can signal how confident current owners are about future prospects, and may put short-term pressure on the stock price similar to more tickets being released for a popular event.

Common Warrants financial

"assignment of 760,870 Common Warrants, previously issued to Point72 Associates"

A common warrant is a tradable instrument that gives its holder the right to buy a company’s common shares at a fixed price within a set time period, similar to a coupon that can be redeemed later to purchase stock. Investors care because exercising warrants can boost potential gains if the stock rises, but it can also dilute existing shareholders by increasing the number of shares outstanding, which can lower per-share value.

beneficial ownership financial

"may be deemed to beneficially own the securities held by Point72 Associates"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

investment and voting power financial

"maintains investment and voting power with respect to the securities held"

Offering Details

secondary

Offering

Offering Type secondary

Use of Proceeds The company will not receive proceeds from sales by selling stockholders, but will receive cash proceeds from any warrant exercises.

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Available on EDGAR 07/10/2026 - 04:33 PM Accepted by SEC EDGAR 07/10/2026 - 04:30 PM Learn about SEC filing dates

FAQ

What does Abeona Therapeutics (ABEO) change in this prospectus supplement?

The supplement updates selling stockholder information, reflecting the assignment of 760,870 Common Warrants from Point72 Associates, LLC to SILV Fund, Ltd. The overall 15,219,758 registered shares remain unchanged.

How many Abeona (ABEO) shares are covered by the updated resale registration?

The registration continues to cover up to 15,219,758 shares of common stock for resale by selling stockholders. The supplement only changes which holder owns 760,870 Common Warrants, not the total shares registered.

Will Abeona Therapeutics (ABEO) receive cash from these registered share sales?

Abeona will not receive proceeds from selling stockholders’ resale of registered common stock. It will receive cash proceeds only if the registered warrants are exercised for cash by their holders.

What is the relationship between the 760,870 Abeona (ABEO) warrants and SILV Fund, Ltd.?

SILV Fund, Ltd. now holds 760,870 Common Warrants that were previously issued to Point72 Associates, LLC. Shares issuable upon exercise of these warrants are included in the existing resale registration.

At what price was Abeona (ABEO) common stock trading around this supplement date?

On July 7, 2026, Abeona’s common stock closed at $6.55 per share on The Nasdaq Capital Market. This market price provides context but does not set any offering or exercise price in the supplement.

Does this Abeona (ABEO) prospectus supplement change risk disclosures?

The supplement does not change the underlying risk disclosures. Investors are referred to Abeona’s Form 10-K for the year ended December 31, 2025 and subsequent SEC reports, which are incorporated by reference.

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-268619

Prospectus Supplement dated July 10, 2026

(To Prospectus dated December 12, 2022)

Up to 15,219,758 Shares of Common Stock Offered by the Selling Stockholders

This prospectus supplement supplements the prospectus dated December 12, 2022 (the “prospectus”), which forms a part of our registration statement on Form S-3 (No. 333-268619). This prospectus supplement is being filed to reflect the assignment of 760,870 Common Warrants, previously issued to Point72 Associates, LLC to SILV Fund, Ltd. The shares covered hereby were previously registered for resale pursuant to the registration statement referenced herein. The aggregate number of shares registered under the prospectus remains the same. While we will not receive any proceeds from the sale of the Common Stock by the Selling Stockholders, we will receive proceeds from the exercise of any Warrants for cash.

You should read this prospectus supplement, together with the related prospectus and the additional information described under the headings “Incorporation of Certain Information by Reference” and “Where You Can Find More Information” carefully before you invest in any of our securities.

Our Common Stock is traded on The Nasdaq Capital Market under the symbol “ABEO.” On July 7, 2026, the closing price for our Common Stock, as reported on The Nasdaq Capital Market, was $6.55 per share.

An investment in our securities involves a high degree of risk. Before deciding whether to invest in our securities, you should consider carefully the risks and uncertainties described in the section captioned “Risk Factors” contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the Securities and Exchange Commission (the “SEC”) on March 17, 2026 and subsequent periodic reports filed with the SEC from time to time, which are incorporated by reference herein in their entirety, together with other information in this prospectus and the information incorporated by reference herein.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is July 10, 2026.

SELLING STOCKHOLDERS

The following information is provided as of July 10, 2026 to update the “Selling Stockholders” section of the Prospectus to reflect the assignment of 760,870 Common Warrants, previously issued to Point72 Associates, LLC to SILV Fund, Ltd.

With respect to only the Selling Shareholders listed in the table below, the information set forth in the table below supersedes and replaces the information regarding such Selling Shareholders in the Prospectus. Information regarding each of the Selling Shareholders listed in the table below is based on information provided by each of them as of the date of this prospectus supplement.

Information about the Selling Shareholders, including those listed below, may change over time. This prospectus supplement does not provide any updates with respect to any Selling Shareholders not listed in the table below.

Name of Selling Stockholder		Number of Shares of Common Stock Owned Prior to Offering				Number of Shares of Common Stock to be Sold Pursuant to this Prospectus				Number of Shares of Common Stock Owned After Offering				Percentage of Class After Offering
Point72 Associates, LLC (16)			—				—				—				—
SILV Fund, Ltd. (17)			760,870				760,870				—				—

(16)

Point72 Asset Management, L.P. (“Point72 Asset Management”) maintains investment and voting power with respect to the securities held by certain investment funds it manages, including Point72 Associates. Point72 Capital Advisors, Inc. is the general partner of Point72 Asset Management. Mr. Steven A. Cohen controls each of Point72 Asset Management and Point72 Capital Advisors, Inc. As such, each of Point72 Asset Management, Point72 Capital Advisors, Inc. and Mr. Cohen may be deemed to beneficially own the securities held by Point72 Associates. Each of Point72 Asset Management, Point72 Capital Advisors, Inc. and Mr. Cohen disclaims beneficial ownership of any such securities. The address of the principal business office of Point72 Associates, Point72 Asset Management, Point72 Capital Advisors, Inc. and Mr. Cohen is c/o Point 72 Asset Management, LP, 72 Cummings Point Road, Stamford, CT 06902.

(17)

Consists of shares issuable upon the exercise of the Common Warrants. Sirenia Capital Management LP (“Sirenia”) is the investment manager of SILV Fund, Ltd. and as such has investment and voting power with respect to the securities held by SILV Fund, Ltd. Sirenia Capital Management GP LLC (“Sirenia GP”) is the general partner of Sirenia. Alex Silverstein is the managing member of Sirenia GP. Each of SILV Fund, Ltd., Sirenia GP and Mr. Silverstein disclaims beneficial ownership over such securities. The address of each of the individuals and entities referenced in this footnote is c/o Sirenia Capital Management LP, 1674 Meridian Avenue, Suite 320, Miami Beach, Florida 33139.