How much cash did AEON (AEON) receive from the over-allotment share sale?

The additional share sale produced approximately $1.5 million in gross proceeds and approximately $1.4 million in net proceeds for AEON. Net proceeds reflect the deduction of underwriting discounts and commissions required under the terms of the underwriting agreement with the underwriters.

AEON Biopharma (NYSE American: AEON) raises $1.4M from over-allotment share sale

Q: How many additional AEON (AEON) shares were sold through the over-allotment option?

AEON sold 4,696,102 shares of Class A common stock to the underwriters through the partial over-allotment exercise. These shares are in addition to those sold in the original public offering completed on July 15, 2026, expanding the total equity issued under that transaction.

Q: What milestone warrants did AEON (AEON) reference in this disclosure?

AEON referenced previously issued two-year and five-year milestone warrants , where the representative had exercised in full the over-allotment portion. Each category of milestone warrants relates to 6,403,290 shares of common stock or pre-funded warrants in lieu of common shares.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

AEON Biopharma, Inc. reports that on July 23, 2026 it issued 4,696,102 additional shares of Class A common stock to the underwriters in its recent public offering, following the representative’s partial exercise of an over-allotment option under an underwriting agreement.

The transaction generated approximately $1.5 million in gross proceeds and approximately $1.4 million in net proceeds after underwriting discounts and commissions. The representative had previously exercised in full the over-allotment portion relating to the two-year and five-year milestone warrants, each covering 6,403,290 shares of common stock or pre-funded warrants in lieu thereof.

Filing Explained

The July 23, 2026 filing confirms that AEON issued and sold 4,696,102 additional shares under the offering’s over-allotment option; the higher share count reduces existing holders’ percentage ownership absent offsetting changes.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Figures

Additional shares sold: 4,696,102 shares Gross proceeds from over-allotment: $1.5 million Net proceeds from over-allotment: $1.4 million +2 more

5 metrics

Additional shares sold 4,696,102 shares Class A common stock issued to underwriters on July 23, 2026 via partial over-allotment exercise

Gross proceeds from over-allotment $1.5 million Gross proceeds from sale of 4,696,102 additional shares under over-allotment option

Net proceeds from over-allotment $1.4 million Net proceeds after underwriting discounts and commissions

Two-year milestone warrants coverage 6,403,290 shares Shares of common stock or pre-funded warrants purchasable under two-year milestone warrants

Five-year milestone warrants coverage 6,403,290 shares Shares of common stock or pre-funded warrants purchasable under five-year milestone warrants

Key Terms

over-allotment option, Underwriting Agreement, pre-funded warrants, two-year milestone warrants, +1 more

5 terms

over-allotment option financial

"partial exercise of its over-allotment option under the Underwriting Agreement"

An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.

Underwriting Agreement financial

"pursuant to an underwriting agreement with Lake Street Capital Markets, LLC"

An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.

pre-funded warrants financial

"shares of the Common Stock or pre-funded warrants in lieu thereof"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

two-year milestone warrants financial

"portion of the over-allotment option relating to the two-year milestone warrants"

five-year milestone warrants financial

"portion of the over-allotment option relating to the two-year milestone warrants and five-year milestone warrants"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Understanding 8-K Material Events →

Available on EDGAR 07/23/2026 - 04:01 PM Accepted by SEC EDGAR 07/23/2026 - 04:01 PM

FAQ

What did AEON (AEON) disclose about its over-allotment option exercise?

AEON disclosed that underwriters partially exercised an over-allotment option, leading the company to issue 4,696,102 additional shares of Class A common stock. This followed its July 15, 2026 public offering and was executed under an existing underwriting agreement with Lake Street Capital Markets, LLC.

How many additional AEON (AEON) shares were sold through the over-allotment option?

AEON sold 4,696,102 shares of Class A common stock to the underwriters through the partial over-allotment exercise. These shares are in addition to those sold in the original public offering completed on July 15, 2026, expanding the total equity issued under that transaction.

What milestone warrants did AEON (AEON) reference in this disclosure?

AEON referenced previously issued two-year and five-year milestone warrants, where the representative had exercised in full the over-allotment portion. Each category of milestone warrants relates to 6,403,290 shares of common stock or pre-funded warrants in lieu of common shares.

Who led the underwriting for AEON (AEON) recent public offering?

The public offering, including the over-allotment exercise, was led by Lake Street Capital Markets, LLC as representative of the underwriters. Lake Street acted on behalf of several underwriters named in the underwriting agreement associated with AEON’s July 15, 2026 public offering.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 23, 2026

AEON Biopharma, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-40021

85-3940478

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification Number)

130 Vantis Dr.

Suite 170

Aliso Viejo, CA 92656

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (949) 354-6499

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
Class A Common Stock, $0.0001 par value per share	AEON	NYSE American

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

As previously reported, on July 15, 2026, AEON Biopharma, Inc. (the “Company”) completed a public offering (the “Offering”), pursuant to an underwriting agreement (the “Underwriting Agreement”) with Lake Street Capital Markets, LLC, as representative (the “Representative”) of the several underwriters named therein (the “Underwriters”). On July 23, 2026, the Company issued and sold to the Underwriters pursuant to the Representative’s partial exercise of its over-allotment option under the Underwriting Agreement, 4,696,102 shares of the Company's Class A common stock, par value $0.0001 per share (the “Common Stock”), for additional gross proceeds of approximately $1.5 million, resulting in net proceeds of approximately $1.4 million, after deducting underwriting discounts and commissions. As previously reported, the Representative previously exercised in full the portion of the over-allotment option under the Underwriting Agreement relating to the two-year milestone warrants and five-year milestone warrants, in each case to purchase 6,403,290 shares of the Common Stock or pre-funded warrants in lieu thereof.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	AEON Biopharma, Inc.
Date: July 23, 2026	By:	/s/ Robert Bancroft
		Robert Bancroft
		Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents