Apollomics (Nasdaq: APLM) lines up $10M private share placement

Rhea-AI Filing Summary

Apollomics Inc. entered into definitive subscription agreements for a private placement of up to 700,001 Class A ordinary shares, for aggregate gross consideration of approximately $10.0 million, with accredited investors including certain executive officers, directors, and unaffiliated investors. The transaction is expected to close on or about August 14, 2026, subject to customary conditions.

The shares will be issued in unregistered transactions relying on Section 4(a)(2) and/or Rule 506 of Regulation D, and will be restricted securities subject to Rule 144 holding periods. Because related parties are participating, the subscriptions were treated as related-party transactions under Nasdaq rules and were reviewed by the independent Audit Committee and approved by the Board, with interested directors abstaining. No placement agents or underwriters are involved, and no fees or commissions are payable. Apollomics plans to use the net cash proceeds for clinical development, working capital, and general corporate purposes.

Key Figures

Private placement gross proceeds: $10.0 million Shares to be issued: 700,001 Class A ordinary shares Par value per share: $0.01 per share +1 more

4 metrics

Private placement gross proceeds $10.0 million Aggregate gross consideration for the private placement

Shares to be issued 700,001 Class A ordinary shares Maximum aggregate number of Class A shares in the private placement

Par value per share $0.01 per share Par value of Apollomics Class A ordinary shares

Unaffiliated investor cash tranche 283,344 Class A ordinary shares Remaining Class A shares in the cash subscription tranche issued to unaffiliated accredited investors

Key Terms

private placement, accredited investors, related-party transactions, Section 4(a)(2) of the Securities Act, +2 more

6 terms

private placement financial

"for a private placement transaction (the “Private Placement”) with certain accredited investors"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

accredited investors financial

"for a private placement transaction with certain accredited investors (the “Investors”)"

Accredited investors are individuals or entities considered to have enough financial knowledge and resources to understand and handle more complex and risky investments. They are often allowed to participate in private investment opportunities that are not available to the general public, similar to how experienced players might access exclusive clubs or events. This status helps ensure that investors can manage potential risks and rewards appropriately.

related-party transactions financial

"their respective subscriptions constitute related-party transactions under Nasdaq Rule 5630"

Transactions between a company and people or entities with close ties to it — such as executives, board members, major shareholders, family members, or affiliate companies — where one side may have influence over the deal. Investors care because these arrangements can favor insiders, hide costs or benefits, and distort a company’s true performance; think of it like a referee also being a player in the game, which raises questions about fairness and risk.

Section 4(a)(2) of the Securities Act regulatory

"in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act"

A legal exemption that allows a company to sell securities directly to a limited group of buyers without registering the offering with the Securities and Exchange Commission. Think of it like a private sale among known parties rather than a public auction: it can speed fundraising and reduce disclosure requirements, but it also means less public information, lower liquidity and resale restrictions—factors investors should consider when weighing risk and exit options.

Rule 506 of Regulation D regulatory

"and/or Rule 506 of Regulation D promulgated thereunder, or under any state securities laws"

Rule 506 of Regulation D is a U.S. Securities and Exchange Commission exemption that lets companies sell securities privately without registering them with the SEC, similar to a private party invitation rather than a public auction. It matters to investors because it determines how much information they’ll receive, who can buy (accredited vs. non-accredited), whether public advertising is allowed, and how easily the investment can be resold — all factors that affect risk, transparency and liquidity.

restricted securities financial

"all Class A Shares issued at closing will be restricted securities subject to customary holding periods under Rule 144"

Restricted securities are shares or other investment instruments that come with legal or contractual limits on when and how they can be sold, like stock given to founders or bought in a private offering. Think of them as assets in a locked box that can’t be freely traded until certain conditions — such as a waiting period, company registration, or specific approvals — are met. For investors this matters because restricted securities are less liquid and can affect timing, price, and perceived value when they eventually enter the market.

Offering Details

private placement

Offering

Offering Type private placement

Use of Proceeds Clinical development, working capital, and general corporate purposes

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FAQ

What transaction did Apollomics (APLM) report in this Form 6-K?

Apollomics reported entering into definitive subscription agreements for a $10.0 million private placement of up to 700,001 Class A ordinary shares with accredited investors, including certain executives, directors, and unaffiliated investors, expected to close around August 14, 2026, subject to customary conditions.

How much capital is Apollomics (APLM) raising and how many shares are involved?

Apollomics is raising aggregate gross consideration of approximately $10.0 million through the issuance of up to 700,001 Class A ordinary shares in a private placement to accredited investors, relying on exemptions from registration under Section 4(a)(2) and Rule 506 of Regulation D.

Who is participating in Apollomics’ (APLM) private placement?

Participants include accredited investors such as unaffiliated investors and several Apollomics executive officers and directors (or their affiliates), including Chief Executive Officer Hung-Wen (Howard) Chen, Chief Financial Officer Peter Kuan-How Lin, and Maxpro Investment Co., Ltd., an affiliate of Chief Operating Officer Yi-Kuei (Alex) Chen.

How will Apollomics (APLM) use the proceeds from the $10.0 million private placement?

Apollomics intends to use the net cash proceeds from the approximately $10.0 million private placement for clinical development, as well as for working capital and other general corporate purposes, supporting its oncology drug development programs such as vebreltinib (APL-101).

Are the new Apollomics (APLM) shares registered, and what restrictions apply?

The Class A shares issued in the private placement will be unregistered, relying on Section 4(a)(2) and Rule 506 of Regulation D. Investors agreed that all shares issued at closing are restricted securities subject to customary Rule 144 holding period limitations on resale in the United States.

How did Apollomics (APLM) address related-party aspects of the private placement?

Because certain executives and directors (or their affiliates) are subscribing, the transactions are related-party transactions under Nasdaq Rule 5630. An independent Audit Committee reviewed and recommended them, and the Board of Directors approved them, with interested directors abstaining from voting on their own subscriptions.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2026.

Commission File Number 001-41670

Apollomics Inc.

Not Applicable

(Translation of registrant’s name into English)

989 E. Hillsdale Blvd., Suite 220, Foster City, California 94404

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

☒ Form 20-F   ☐  Form 40-F

Entry into Material Definitive Agreements; Related Party Transactions; Unregistered Sale of Equity Securities

On August 7, 2026, Apollomics Inc. (the “Company”) entered into Subscription Agreements (the “Subscription Agreements”) with certain accredited investors, including certain executive officers and directors of the Company (or their affiliates) (collectively, the “Investors”), for a private placement (the “Private Placement”) of an aggregate of up to 700,001 Class A Ordinary shares, par value $0.01 per share, of the Company (the “Class A Shares”). The Private Placement is expected to close on or about August 14, 2026, subject to customary closing conditions.

The Private Placement comprises:

• Cash Subscriptions: Cash subscriptions for an aggregate of 533,334 Class A Shares at a purchase price of $15.00 per share, representing aggregate gross cash proceeds to the Company of $8,000,010.00; and

• Note Conversion: The automatic conversion of the outstanding $2,000,000.00 principal amount of that certain unsecured Convertible Promissory Note, dated March 30, 2026, held by Mr. Hung-Wen (Howard) Chen, the Company’s Chairman and Chief Executive Officer, into 166,667 Class A Shares at a conversion price of $12.00 per share (representing 80% of the cash subscription price). The issuance of the Convertible Promissory Note was previously reported on a Form 6-K filed with the SEC on April 1, 2026.

The participating Investors include certain related parties of the Company as follows:

• Mr. Hung-Wen (Howard) Chen (the Company’s Chairman and Chief Executive Officer) and/or his affiliates: subscribing for an aggregate of 370,000 Class A Shares (comprising 103,333 cash subscription Class A Shares and 166,667 Class A Shares issued upon the conversion of his Convertible Promissory Note).

• Mr. Peter Kuan-How Lin (the Company’s Chief Financial Officer): subscribing for 26,667 Class A Shares for a cash purchase price of $400,005.00.

• Maxpro Investment Co., Ltd. (an affiliate of Mr. Yi-Kuei (Alex) Chen, the Company’s Chief Operating Officer and Director): subscribing for 20,000 Class A Shares for a cash purchase price of $300,000.00.

The remaining 283,344 Class A Shares in the cash subscription tranche are being issued to certain unaffiliated accredited investors.

The securities to be issued and sold under the Subscription Agreements will not be registered under the Securities Act of 1933, as amended (the “Securities Act”) in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D promulgated thereunder, or under any state securities laws. The Company relied on this exemption from registration based in part on representations made by the Investors. The securities may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Neither this Report of Foreign Private Issuer on Form 6-K, nor the exhibits attached hereto, is an offer to sell or the solicitation of an offer to buy the securities described herein.

Because Mr. Howard Chen, Mr. Peter Lin, and Maxpro Investment Co., Ltd. are participating in the Private Placement, their respective subscriptions constitute related-party transactions under Nasdaq Rule 5630. The Audit Committee of the Board of Directors, consisting entirely of independent directors, reviewed and recommended these transactions, and the Board of Directors subsequently approved these transactions (with Mr. Howard Chen and Mr. Alex Chen abstaining from the voting on their respective transactions).

The Company intends to use the net cash proceeds for clinical development, working capital, and general corporate purposes. No placement agents or underwriters were utilized in connection with the Private Placement, and no finder’s fees or commissions are payable.

The information contained in this Form 6-K is incorporated by reference into the Company’s registration statements under the Securities Act of 1933, as amended, including its registration statements on Form S-8 (File Nos. 333-272559 and 333-293148) and Form F-3 (File Nos. 333-278430, 333-278431, 333-279549, and 333-294154), and shall be a part thereof, to the extent not superseded by documents or reports subsequently filed or furnished.

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EXHIBIT INDEX

Exhibit No.		Description
10.1		Form of Subscription Agreement
99.1		Press Release, dated August 11, 2026

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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, thereunto duly authorized.

APOLLOMICS INC.

(Registrant)

Date August 11, 2026

(Signature)*

/s/ Peter Lin, Chief Financial Officer

* Print the name and title under the signature of the signing officer.

SEC 1815 (07-22) Potential persons who are to respond to the collection of information contained in this Form are not required to respond unless the Form displays a currently valid OMB control number.

4 of 4

Exhibit 99.1

Apollomics Announces $10 Million Private Placement Transaction

FOSTER CITY, CALIF. – August 11, 2026 – Apollomics Inc. (Nasdaq: APLM) (“Apollomics” or the “Company”), a late-stage clinical biopharmaceutical company developing multiple oncology drug candidates to address difficult-to-treat and treatment-resistant cancers, today announced that it has entered into definitive subscription agreements (the “Subscription Agreements”) for a private placement transaction (the “Private Placement”) with certain accredited investors (the “Investors”), for an aggregate gross consideration of approximately $10.0 million. The Private Placement is expected to close on or about August 14, 2026, subject to the satisfaction of customary closing conditions.

The Private Placement comprises the issuance of an aggregate of up to 700,001 Class A ordinary shares, par value $0.01 per share, of the Company (the “Class A Shares”) under the following tranches:

• Cash Investment: Cash subscriptions for an aggregate of 533,334 Class A Shares at a purchase price of $15.00 per share, generating aggregate gross cash proceeds of approximately $8.0 million before fees and expenses.

• Note Conversion: The automatic conversion of the outstanding $2.0 million principal amount of that certain unsecured Convertible Promissory Note, dated March 30, 2026, held by Mr. Hung-Wen (Howard) Chen, the Company’s Chairman and Chief Executive Officer. Pursuant to the terms of the Note, the conversion price is set at $12.00 per share, representing 80% of the purchase price paid by cash investors in the PIPE Transaction, resulting in the issuance of 166,667 Class A Shares at closing.

The cash portion of the Private Placement includes participation from certain unaffiliated accredited investors, as well as several of the Company’s executive officers and directors (or their affiliates), including Chief Executive Officer Hung-Wen (Howard) Chen, Chief Financial Officer Peter Kuan-How Lin, and Maxpro Investment Co., Ltd. (an affiliate of Chief Operating Officer Yi-Kuei (Alex) Chen).

No placement agents or underwriters were utilized in connection with the Private Placement, and no finder’s fees or commissions are payable.

The Class A Shares to be issued in the Private Placement have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state or other applicable jurisdiction’s securities laws, in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D promulgated thereunder, or under any state securities laws. The Company relied on this exemption from registration based in part on representations made by the Investors. The securities may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Investors have agreed that all Class A Shares issued at closing will be restricted securities subject to customary holding periods under Rule 144.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities of Apollomics Inc., 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 Apollomics Inc.

Apollomics Inc. is an innovative clinical-stage biopharmaceutical company focused on the discovery and development of oncology therapies with the potential to be combined with other treatment options to harness the immune system and target specific molecular pathways to inhibit cancer. Apollomics’ lead program is vebreltinib (APL-101), a potent, selective c-Met inhibitor for the treatment of non-small cell lung cancer and other advanced tumors with c-Met alterations, which is currently in a Phase 2 multicohort clinical trial in the United States and other countries.

For more information, please visit www.apollomicsinc.com.

Cautionary Statement Regarding Forward-Looking Statements

This press release includes statements that constitute “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of present or historical fact included in this press release, regarding Apollomics’ strategy, prospects, plans, objectives and anticipated outcomes from the development and commercialization of vebreltinib are forward-looking statements. When used in this press release, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “seek,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. In addition, Apollomics cautions you that the forward-looking statements contained in this press release are subject to unknown risks, uncertainties and other factors, including those risks and uncertainties discussed in the Annual Report on Form 20-F for the year ended December 31, 2025, filed by Apollomics Inc. with the U.S. Securities and Exchange Commission (“SEC”) under the heading “Risk Factors” and the other documents filed, or to be filed, by Apollomics with the SEC. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in the reports that Apollomics has filed and will file from time to time with the SEC. Forward-looking statements speak only as of the date made by Apollomics. Apollomics undertakes no obligation to update publicly any of its forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable law.

Investor Contacts

Peter Lin, Chief Financial Officer

Apollomics, Inc.

1-650-209-4055

peter.lin@apollomicsinc.com

Peter Vozzo

ICR Healthcare

1-443-213-0505

Peter.Vozzo@icrhealthcare.com

Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 EX-99.1 11.3 KB

Agreements & Contracts

• EX-10.1 EX-10.1 116.4 KB