ASSEMBLY BIOSCIENCES, INC. SEC Filings

ASSEMBLY BIOSCIENCES, INC. CEO and President Jason A. Okazaki received a grant of 50,750 shares of common stock in the form of restricted stock units at no cash cost. These RSUs were approved on March 29, 2026 and became issuable after stockholders approved an amendment to the company’s 2018 Stock Incentive Plan on June 4, 2026.

The RSUs vest in four approximately equal annual installments on March 29, 2027, 2028, 2029, and 2030, subject to continued service. After this award, Okazaki directly holds 163,354 shares of common stock, including 688 shares acquired through the company’s Employee Stock Purchase Plan on May 14, 2026.

Assembly Biosciences, Inc. reported the results of its annual stockholder meeting held on June 4, 2026. Stockholders approved amendments to the company’s equity incentive and employee stock purchase plans, elected the full slate of director nominees, and ratified the independent auditor.

The amendment to the 2018 Stock Incentive Plan increases shares reserved for issuance from 1,478,333 to 2,678,333. The Employee Stock Purchase Plan reserve was increased from 225,000 to 515,000 shares. Stockholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers.

Gilead Sciences, Inc., a ten percent owner of Assembly Biosciences, Inc., reported receiving a grant or other acquisition of 471,698 shares of Common Stock on May 26, 2026 at $26.50 per share. After this award, Gilead directly holds 4,977,089 Assembly common shares.

Gilead Sciences filed an amended ownership report showing a larger stake in Assembly Biosciences. Gilead now beneficially owns 4,977,089 shares of Assembly common stock, representing 25.1% of the outstanding shares based on 19,816,995 shares outstanding after the company’s most recent public offering.

On May 26, 2026, Gilead bought 471,698 Assembly shares in an underwritten public offering for total consideration of approximately $12,499,997, funded from its cash resources. Gilead also holds warrants covering 2,475,420 additional shares, but a 19.99% Beneficial Ownership Limitation means those underlying shares are not currently counted as beneficially owned.

Assembly Biosciences, Inc. completed an underwritten public offering of common stock and pre-funded warrants, generating approximately $107.4 million in net proceeds after underwriting discounts, commissions and estimated expenses. Gross proceeds were about $115.0 million, providing significant additional funding for the company’s biotechnology programs.

The deal included 3,358,602 common shares at $26.50 per share, pre-funded warrants to purchase up to 415,000 shares at $26.499 per warrant, and 566,040 additional shares purchased in full by the underwriters via a 30-day option. Executive officers and directors agreed to 90-day lock-up arrangements, and the company plans to use the proceeds mainly to fund clinical development of its pipeline candidates and for general corporate purposes.

Assembly Biosciences is offering 3,358,602 shares of common stock and pre-funded warrants to purchase up to 415,000 shares. The prospectus supplement sets an offering price of $26.50 per share (pre-funded warrants priced at $26.499), with estimated net proceeds of approximately $93.3 million (before expenses).

Proceeds are planned to fund clinical development of pipeline candidates and for general corporate purposes. The company reported 15,892,353 shares outstanding as of March 31, 2026. The underwriters have a 30-day option to purchase up to 566,040 additional shares.

Assembly Biosciences, Inc. is offering shares of its common stock and/or pre-funded warrants to purchase shares of common stock pursuant to a preliminary prospectus supplement dated May 21, 2026, subject to completion. The pre-funded warrants are exercisable for one share at an exercise price of $0.001 per share.

The company notes an indicated (non‑binding) interest from Gilead Sciences, Inc. to purchase up to a pro rata number of shares. Shares outstanding were 15,892,353 as of March 31, 2026; net tangible book value was approximately $198.6 million (about $12.50 per share) as of that date. The offering proceeds are intended to fund clinical development and for general corporate purposes.

Assembly Biosciences is expanding development of its investigational oral drug ABI-6250 beyond chronic hepatitis delta virus into primary biliary cholangitis and primary sclerosing cholangitis, two autoimmune cholestatic liver diseases with significant unmet medical need, particularly PSC where no therapies are approved.

ABI-6250 is a small-molecule inhibitor of the NTCP receptor on liver cells, blocking bile acid uptake and HDV entry. The company has completed a Phase 1a trial in healthy participants, showing target engagement and dose-dependent increases in plasma bile acids, and completed chronic toxicology studies supporting longer-term dosing.

The company plans a Phase 2 study of ABI-6250 in HDV in the fourth quarter of 2026 and a Phase 2 basket study in cholestatic liver diseases focused on PBC and PSC in the first quarter of 2027, following a pre-IND discussion with the U.S. Food and Drug Administration.

Assembly Biosciences, Inc. Schedule 13G reports that Paradigm-related reporting persons and Senai Asefaw directly beneficially own specified common stock positions as of the close of business on May 4, 2026.

The filing lists 865,251 shares (representing 5.4%) held by Paradigm BioCapital Advisors LP, Paradigm BioCapital Advisors GP LLC and Senai Asefaw, M.D., and 758,963 shares (representing 4.8%) held by Paradigm BioCapital International Fund Ltd. The filing cites 15,892,608 shares outstanding as of April 10, 2026 as the denominator for the percentage calculations.