Editas suspends at-the-market stock prospectus

Editas Medicine, Inc. filed a current report describing a change to its equity distribution plans with TD Securities (USA) LLC, doing business as TD Cowen.

Rhea-AI Filing Summary

Editas Medicine, Inc. filed a current report describing a change to its equity distribution plans with TD Securities (USA) LLC, doing business as TD Cowen. The company has suspended and terminated the existing prospectus supplement for its “at-the-market” stock offering program under the Sales Agreement.

Editas states it will not sell additional common stock through this program unless and until a new prospectus or prospectus supplement is filed and, if needed, a new registration is declared effective by the SEC. The underlying Sales Agreement with TD Cowen remains in effect.

As of May 26, 2026, Editas had issued and sold 14,327,365 shares of common stock under this at-the-market program, generating aggregate gross sale proceeds of $43.9 million before sales commissions and offering expenses.

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

ATM shares sold: 14,327,365 shares ATM gross proceeds: $43.9 million Sales Agreement date: May 14, 2021 +2 more

5 metrics

ATM shares sold 14,327,365 shares Common stock issued under at-the-market program as of May 26, 2026

ATM gross proceeds $43.9 million Aggregate gross sale proceeds before commissions and expenses as of May 26, 2026

Sales Agreement date May 14, 2021 Original date of Sales Agreement with TD Cowen

Sales Agreement amendments February 28, 2024 and March 5, 2025 Amendment dates to the Sales Agreement

Prospectus supplement suspension date May 26, 2026 Date Editas suspended and terminated the ATM prospectus supplement

Key Terms

at-the-market offering program, prospectus supplement, Sales Agreement, Registration Statement on Form S-3, +1 more

5 terms

at-the-market offering program financial

"the Company may offer and sell shares of its common stock... under an “at-the-market” offering program"

An at-the-market offering program lets a company sell newly issued shares directly into the open market at current trading prices through a broker, rather than issuing a large block of stock all at once. It matters to investors because it provides the company a flexible way to raise cash over time, which can dilute existing shares gradually and affect earnings per share and stock price depending on how much and when shares are sold—think of it as a faucet the company can open or close to add supply to the market.

prospectus supplement regulatory

"it was suspending and terminating the prospectus supplement, dated March 21, 2025"

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.

Sales Agreement financial

"as amended, the “Sales Agreement”), and pursuant to which the Company may offer and sell shares"

A sales agreement is a written contract that sets out the terms for selling goods, services, or assets, specifying price, delivery, payment schedule and responsibilities of each side. For investors it matters because it creates a predictable stream of revenue or cash obligations, clarifies timing and risk, and can change a company’s value or forecasts much like a signed order turns a customer’s verbal intent into a firm commitment.

Registration Statement on Form S-3 regulatory

"Post-Effective Amendment No.1 to the Registration Statement on Form S-3 (333-277471)"

A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Editas Medicine (EDIT) change in its stock offering program?

Editas Medicine suspended and terminated its existing prospectus supplement for an at-the-market stock offering program with TD Cowen. The Sales Agreement remains in effect, but no further sales will occur until a new prospectus or registration is effective with the SEC.

Is Editas Medicine (EDIT) ending its relationship with TD Cowen?

Editas Medicine is not ending its relationship with TD Cowen. The company states the Sales Agreement with TD Cowen remains in full force and effect. Only the current prospectus supplement for the at-the-market program has been suspended and terminated.

Can Editas Medicine (EDIT) still sell shares under its at-the-market program?

Editas Medicine currently will not sell shares under its at-the-market program. It explains that no additional common stock sales will occur through TD Cowen unless a new prospectus or prospectus supplement is filed and, if required, a new registration is declared effective by the SEC.

How much has Editas Medicine (EDIT) raised through its at-the-market offering?

Editas Medicine reports raising aggregate gross sale proceeds of $43.9 million through its at-the-market offering program. This total comes from issuing and selling 14,327,365 shares of common stock, before deducting sales commissions and offering expenses, as of May 26, 2026.

How many Editas Medicine (EDIT) shares were sold via the TD Cowen program?

Editas Medicine sold 14,327,365 shares of common stock through its at-the-market program with TD Cowen. The company ties this share count to aggregate gross proceeds of $43.9 million before sales commissions and offering expenses, as of May 26, 2026.

What is the regulatory status of Editas Medicine’s (EDIT) offering documents?

Editas Medicine has suspended and terminated the prior prospectus supplement for its at-the-market offering. The company notes that future sales under this program require a new prospectus or prospectus supplement and, if applicable, a new registration declared effective by the SEC.

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

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Accepted by SEC EDGAR 05/26/2026 - 08:07 AM EDT Learn about SEC filing dates

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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): May 26, 2026

Editas Medicine, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-37687	46-4097528
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

11 Hurley Street Cambridge, Massachusetts		02141
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (617) 401-9000

(Former Name or Former Address, if Changed Since Last Report)

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 (see General Instruction A.2. below):

¨	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(s)	Name of each exchange on which registered
Common Stock, $0.0001 par value per share	EDIT	The Nasdaq Stock Market LLC

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.

On May 26, 2026, Editas Medicine, Inc. (the “Company”) notified TD Securities (USA) LLC (“TD Cowen”) that it was suspending and terminating the prospectus supplement, dated March 21, 2025, related to the sales agreement that the Company entered into with TD Cowen on May 14, 2021, as amended on February 28, 2024 and on March 5, 2025 (as amended, the “Sales Agreement”), and pursuant to which the Company may offer and sell shares of its common stock, $0.0001 par value per share (the “Common Stock”), from time to time through TD Cowen, as agent, under an “at-the-market” offering program. The Company will not make any sales of its Common Stock pursuant to the Sales Agreement unless and until a new prospectus or prospectus supplement is filed and, if applicable, a new registration covering such shares of Common Stock is declared effective by the Securities and Exchange Commission. The Sales Agreement remains in full force and effect. As of May 26, 2026, the Company had issued and sold an aggregate of 14,327,365 shares of its Common Stock under its “at-the-market” offering program with TD Cowen for aggregate gross sale proceeds of $43.9 million, before deducting sales commissions and offering expenses.

A copy of the Sales Agreement was filed as Exhibit 1.2 to the Company’s Post-Effective Amendment No.1 to the Registration Statement on Form S-3 (333- 277471), filed with the Securities and Exchange Commission on March 5, 2025.

SIGNATURES

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

	EDITAS MEDICINE, INC.
Date: May 26, 2026	By:	/s/ Amy Parison
		Amy Parison
		Chief Financial Officer

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.0 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB