Annovis Bio (NYSE: ANVS) prices $15M common stock and warrant offering
Rhea-AI Filing Summary
Annovis Bio, Inc. entered an underwriting agreement for an underwritten public offering of 7,895,000 shares of common stock and accompanying warrants, targeting gross proceeds of about $15 million before expenses. Each share is sold together with nine-tenths of a warrant at a combined price of $1.90.
The warrants cover up to 7,105,500 shares, are immediately exercisable at $2.25 per share, and expire six years after issuance. Annovis plans to use the net proceeds primarily to continue clinical development of its lead drug candidate buntanetap for Alzheimer’s and Parkinson’s disease, and for working capital and general corporate purposes.
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Insights
Annovis raises ~$15M via stock and warrant offering to fund buntanetap trials.
Annovis Bio is executing an underwritten public offering of 7,895,000 common shares with accompanying warrants priced at $1.90 per share-and-warrant unit, with warrants exercisable at $2.25 for six years. Gross proceeds are expected to be about $15.0 million before fees.
The company states it will direct net proceeds to continued clinical development of buntanetap for Alzheimer’s disease and Parkinson’s disease and to working capital and general corporate purposes. This type of raise is common for Phase 3 clinical-stage companies that do not yet generate product revenue.
Because the excerpt does not show Annovis’s current market value or share count, the degree of dilution cannot be assessed here. The actual impact for shareholders will depend on the final closing of the offering and any future warrant exercises disclosed in subsequent company filings.
8-K Event Classification
Key Figures
Key Terms
underwritten public offering financial
warrants financial
shelf registration statement on Form S-3 regulatory
Phase 3 clinical-stage biotechnology company financial
forward-looking statements regulatory
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On May 20, 2026, Annovis Bio, Inc. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”), dated as of May 20, 2026, with Canaccord Genuity LLC, as underwriter (the “Underwriter”), pursuant to which the Company agreed to issue and sell, in a public offering (the “Offering”) (i) an aggregate of 7,895,000 shares of common stock (the “Shares”), $0.0001 par value per share (the “Common Stock”), of the Company and (ii) accompanying common stock warrants to purchase up to an aggregate of 7,105,500 shares of Common Stock (the “Warrants” and the shares of Common Stock issuable upon exercise of the Warrants, the “Warrant Shares”). The Warrants are immediately exercisable, expire six years from the date of issuance and have an exercise price equal to $2.25 per share of Common Stock. The combined offering price of each Share and accompanying nine-tenths of a Warrant is $1.90 per share. The gross proceeds to the Company from the Offering are expected to be approximately $15 million, before deducting offering expenses payable by the Company.
The Offering is expected to close on or about May 21, 2026, subject to the satisfaction of customary closing conditions. The Company currently plans to use the net proceeds from the Offering, for the continued clinical development of the Company’s lead compound Buntanetap in clinical studies for for Alzheimer’s disease and Parkinson’s disease, and for working capital and general corporate purposes.
The Underwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company, including for liabilities arising under the Securities Act of 1933, as amended (the “Securities Act”), other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were made only for the purposes of such agreement and as of the specific dates, were solely for the benefit of the parties to such agreement and may be subject to limitations agreed upon by the contracting parties.
The Offering was made pursuant to the Company’s effective shelf registration statement on Form S-3 (File No. 333-276814), which was declared effective on February 12, 2024, and a related base prospectus and prospectus supplement thereunder dated May 19, 2026.
The legal opinion of Loeb & Loeb LLP relating to the Shares, Warrants and Warrant Shares is filed herewith as Exhibit 5.1.
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The foregoing description of the terms and conditions of the Undewriting Agreement and the Warrant do not purport to be complete and are qualified in its entirety by the full text of each of such document, copies of which are attached hereto as Exhibits 10.1 and 4.1, respectively, and incorporate by reference herein.
| Item 7.01 | Regulation FD Disclosure |
On May 19, 2026, the Company issued a press release announcing the launch of the Offering. On May 20, 2026, the Company issued a press release announcing the pricing of the Offering. Copies of the press releases are furnished as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K and is incorporated by reference herein.
The information contained in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit Number | Description | |
| 4.1 | Form of Warrant | |
| 5.1 | Opinion of Loeb & Loeb LLP | |
| 10.1 | Underwriting Agreement | |
| 23.1 | Consent of Loeb & Loeb LLP (contained in Exhibit 5.1) | |
| 99.1 | Press Release, dated May 19, 2026 | |
| 99.2 | Press Release, dated May 20, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
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.
| ANNOVIS BIO, INC. | |||
| Date: May 20, 2026 | By: | /s/ Maria Maccecchini | |
| Name: | Maria Maccecchini | ||
| Title: | President and Chief Executive Officer | ||
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Exhibit 99.1
Annovis Announces Launch of Proposed Public Offering of Common Stock and Accompanying Warrants
MALVERN, Pa., May 19, 2026 -- Annovis Bio, Inc. (NYSE: ANVS) (“Annovis” or the “Company”), a Phase 3 clinical-stage biotechnology company developing the investigational oral therapy, buntanetap, for neurodegenerative diseases such as Alzheimer's disease (AD) and Parkinson's disease (PD), today announced a proposed underwritten public offering in which it intends to offer and sell (i) shares of its common stock and (ii) accompanying warrants to purchase shares of common stock. The shares of common stock and the accompanying warrants will be issued separately but can only be purchased together in the proposed offering. All of the shares of common stock and the accompanying warrants will be offered by Annovis. The proposed 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.
Canaccord Genuity is acting as the sole bookrunner in the offering.
Annovis intends to use the net proceeds from the offering for the continued clinical development of its lead compound buntanetap in a Phase 3 study for Alzheimer’s disease (AD), and for working capital and general corporate purposes.
The shares and the accompanying warrants are being offered by Annovis pursuant to an effective shelf registration statement on Form S-3 (No. 333-276814) previously filed with the Securities and Exchange Commission (SEC) on February 1, 2024 and declared effective by the SEC on February 12, 2024. A preliminary prospectus supplement and accompanying prospectus describing the terms of the proposed offering will be filed with the SEC. When available, copies of the preliminary prospectus supplement and the accompanying prospectus relating to this offering may be obtained from: Canaccord Genuity LLC, Attention: Syndication Department, One Post Office Square, 30th Floor, Boston, Massachusetts 02109, or by email at prospectus@cgf.com. Electronic copies of the preliminary prospectus supplement and accompanying prospectus will also be available on the SEC’s website at http://www.sec.gov.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or other jurisdiction.
About Annovis
Headquartered in Malvern, Pennsylvania, Annovis Bio, Inc. (NYSE: ANVS) is a Phase 3 clinical-stage biotechnology company developing treatments for neurodegenerative diseases such as Alzheimer's disease (AD) and Parkinson's disease (PD). The Company's lead drug candidate, buntanetap (formerly posiphen), is an investigational once-daily oral therapy that inhibits the translation of multiple neurotoxic proteins, including APP and amyloid beta, tau, alpha-synuclein, and TDP-43, through a specific RNA-targeting mechanism of action. By addressing the underlying causes of neurodegeneration, Annovis aims to halt disease progression and improve cognitive and motor functions in patients. For more information, visit www.annovisbio.com and follow us on LinkedIn, YouTube, and X.
Forward-Looking Statements
This press release contains forward-looking statements under the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended, including, without limitation, statements regarding the consummation of the offering, the satisfaction of closing conditions and the intended use of proceeds from the offering. Actual results may differ due to various risks and uncertainties, including those outlined in the Company’s SEC filings under “Risk Factors” in its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. The Company undertakes no obligation to update forward-looking statements except as required by law.
Contact Information:
Annovis Bio Inc.
101 Lindenwood Drive
Suite 225
Malvern, PA 19355
www.annovisbio.com
Investor Contact:
Alexander Morin, Ph.D.
Director, Strategic Communications
Annovis Bio
ir@annovisbio.com
Exhibit 99.2
Annovis Announces Pricing of $15.0 Million Public Offering of Common Stock and Accompanying Warrants
MALVERN, Pa., May 20, 2026 -- Annovis Bio, Inc. (NYSE: ANVS) (“Annovis” or the “Company”), a Phase 3 clinical-stage biotechnology company developing the investigational oral therapy, buntanetap, for neurodegenerative diseases such as Alzheimer's disease (AD) and Parkinson's disease (PD), today announced the pricing of an underwritten public offering of 7,895,000 shares of its common stock and accompanying warrants to purchase up to 7,105,500 shares of common stock. The combined offering price of each share of common stock and accompanying warrant is $1.90. Each warrant will be exercisable for one share of common stock at an exercise price of $2.25 per share of common stock, will be exercisable immediately following the issue date and will expire six years after the date of issuance.
All of the shares of common stock and the accompanying warrants are being offered by Annovis. The shares of common stock and the accompanying warrant will be issued separately but can only be purchased together in the offering.
Before deducting the underwriting discounts and commissions and other offering expenses, Annovis expects to receive total gross proceeds of approximately $15.0 million, excluding potential proceeds from the exercise of the warrants. The offering is expected to close on or about May 21, 2026, subject to the satisfaction of customary closing conditions.
Canaccord Genuity is acting as the sole bookrunner in the offering.
Annovis intends to use the net proceeds from the offering for the continued clinical development of its lead compound buntanetap in clinical studies for Alzheimer’s disease (AD) and Parkinson’s Disease (PD) and for working capital and general corporate purposes.
The shares and the accompanying warrants are being offered by Annovis pursuant to an effective shelf registration statement on Form S-3 (No. 333-276814) previously filed with the Securities and Exchange Commission (SEC) on February 1, 2024 and declared effective by the SEC on February 12, 2024. A final prospectus supplement and accompanying prospectus describing the terms of the offering will be filed with the SEC. When available, copies of the final prospectus supplement and the accompanying prospectus relating to this offering may be obtained from: Canaccord Genuity LLC, Attention: Syndication Department, One Post Office Square, 30th Floor, Boston, Massachusetts 02109, or by email at prospectus@cgf.com. Electronic copies of the final prospectus supplement and accompanying prospectus will also be available on the SEC’s website at http://www.sec.gov.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or other jurisdiction.
About Annovis
Headquartered in Malvern, Pennsylvania, Annovis Bio, Inc. (NYSE: ANVS) is a Phase 3 clinical-stage biotechnology company developing treatments for neurodegenerative diseases such as Alzheimer's disease (AD) and Parkinson's disease (PD). The Company's lead drug candidate, buntanetap (formerly posiphen), is an investigational once-daily oral therapy that inhibits the translation of multiple neurotoxic proteins, including APP and amyloid beta, tau, alpha-synuclein, and TDP-43, through a specific RNA-targeting mechanism of action. By addressing the underlying causes of neurodegeneration, Annovis aims to halt disease progression and improve cognitive and motor functions in patients. For more information, visit www.annovisbio.com and follow us on LinkedIn, YouTube, and X.
Forward-Looking Statements
This press release contains forward-looking statements under the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended, including, without limitation, statements regarding the consummation of the offering, the satisfaction of closing conditions and the intended use of proceeds from the offering. Actual results may differ due to various risks and uncertainties, including those outlined in the Company’s SEC filings under “Risk Factors” in its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. The Company undertakes no obligation to update forward-looking statements except as required by law.
Contact Information:
Annovis Bio Inc.
101 Lindenwood Drive
Suite 225
Malvern, PA 19355
www.annovisbio.com
Investor Contact:
Alexander Morin, Ph.D.
Director, Strategic Communications
Annovis Bio
ir@annovisbio.com