EYEN updates ATM capacity, can raise $14.9M via Chardan
Rhea-AI Filing Summary
Eyenovia, Inc. (Nasdaq: EYEN) has filed a Prospectus Supplement under Form 424B5 to update its existing at-the-market (ATM) equity program with Chardan Capital Markets. The filing registers the offer and sale of up to $14,942,887 in additional common stock, a figure calculated to comply with General Instruction I.B.6 of Form S-3.
• As of 27 June 2025, the company’s non-affiliate public float was approximately $52.8 million, based on 4,853,092 shares at $10.88 per share.
• I.B.6 limits primary offerings to one-third of that float—about $17.6 million—within any 12-month period when the float is under $75 million.
• Eyenovia has already sold $2.66 million of securities during the preceding 12 months, leaving capacity for the newly registered $14.94 million.
The filing does not alter the total $50 million ceiling of the December 30, 2024 amended Sales Agreement, but it refreshes the amount currently eligible for issuance. Shares will be sold from time to time through Chardan acting as sales agent, at market prices on Nasdaq Capital Market under the symbol EYEN.
The supplement reiterates that investment in EYEN entails a high degree of risk and directs investors to previously filed risk factors in the company’s 10-K and 8-K dated 27 June 2025.
Positive
- Enhanced liquidity runway: registration enables up to $14.94 million in additional capital without negotiating new terms.
- No discounts or warrants disclosed: shares will be sold at prevailing market prices through an established ATM mechanism.
Negative
- Potential shareholder dilution: new shares will increase the outstanding share count, pressuring EPS and ownership percentages.
- Small public float: issuing one-third of float within 12 months could create supply overhang and weigh on share price.
Insights
TL;DR – ATM capacity refreshed; modest dilution risk, improves liquidity.
This prospectus supplement merely resets Eyenovia’s ATM shelf to the maximum amount presently allowed under the I.B.6 safe-harbor. The company can now issue up to $14.94 million in common stock, having already tapped $2.66 million of capacity in the last 12 months. Operational cash runway should improve if shares are sold, but existing holders face incremental dilution. No use-of-proceeds detail is provided, suggesting funds will serve general corporate purposes. Because the aggregate float is small (<$75 million), successive ATM sales can noticeably pressure the share price. Still, the filing is routine and contains no negative surprises such as warrant resets or discounted structures.
TL;DR – Standard shelf update; neutral unless heavy issuance ensues.
For a micro-cap biotech, ATM flexibility is vital. By refreshing capacity, EYEN maintains optionality to raise ~28% of its public float at-market, mitigating financing risk without committing to a block discount. Dilution impact will depend on actual take-down pace and prevailing share price, neither of which is specified. The supplement adds no new fundamental data—no clinical, revenue, or guidance updates—so immediate valuation effect is limited. I view the disclosure as administrative rather than catalytic; rating remains Neutral.
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-282458
Prospectus
Supplement
(To Prospectus Supplements Dated June 2, 2025, April 17, 2025 and December 30, 2024
To Prospectus dated October 8, 2024)
Up to $14,942,887
of
Common Stock
This prospectus supplement (“Prospectus Supplement”) amends and supplements the information in the prospectus dated October 8, 2024 (the “Prior Prospectus”), filed with the Securities and Exchange Commission as a part of our registration statement on Form S-3 (File No. 333-282458) (the “Registration Statement”), as previously supplemented by the prospectus supplements dated December 30, 2024, April 17, 2025 and June 2, 2025 (together with the Prior Prospectus, the “Prospectus”). This Prospectus Supplement should be read in conjunction with the Prospectus and is qualified by reference thereto, except to the extent that the information herein amends or supersedes the information contained in the Prospectus. This Prospectus Supplement is not complete without, and may only be delivered or utilized in connection with, the Prospectus and any future amendments or supplements thereto.
We previously entered into an amended and restated sales agreement (the “Sales Agreement”) with Chardan Capital Markets, LLC (“Chardan”), dated as of December 30, 2024, relating to the offer and sale of shares of our common stock, $0.0001 par value per share (the “common stock”), having an aggregate offering price of up to $50,000,000 from time to time through Chardan acting as our agent.
We are filing this Prospectus Supplement to amend the Prospectus to update the amount of shares we are eligible to sell under General Instruction I.B.6 of Form S-3 and pursuant to the Sales Agreement. As of June 27, 2025, the aggregate market value of our common stock held by non-affiliates pursuant to General Instruction I.B.6 of Form S-3 was approximately $52,801,640, which was calculated based on 4,853,092 shares of our outstanding common stock held by non-affiliates on June 27, 2025 at a price of $10.88 per share, the closing price of our common stock on June 27, 2025. Pursuant to General Instruction I.B.6 of Form S-3, in no event will we sell, pursuant to the Registration Statement of which this Prospectus Supplement and the Prospectus form a part, securities in a public primary offering with a value of more than one-third of the aggregate market value of our common stock held by non-affiliates in any 12-month period, so long as the aggregate market value of our common stock held by non-affiliates is less than $75,000,000. During the 12 calendar months prior to, and including, the date of this Prospectus Supplement, we have sold approximately $2,657,659 of securities pursuant to General Instruction I.B.6 of Form S-3. As a result of the limitations of General Instruction I.B.6, and in accordance with the terms of the Sales Agreement, we are registering the offer and sale of shares of our common stock having an aggregate offering price of up to $14,942,887 from time to time through Chardan.
Our common stock is listed on The Nasdaq Capital Market under the symbol “EYEN.” On June 27, 2025, the last reported sale price of our common stock on The Nasdaq Capital Market was $10.88 per share.
Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page S-6 of the Prospectus, the “Risk Factors” section in our most recent Annual Report on Form 10-K and in our Current Report on Form 8-K filed on June 27, 2025, each of which is incorporated by reference into this Prospectus Supplement and the Prospectus, and under similar headings in the other documents that are filed after the date hereof and incorporated by reference into this Prospectus Supplement and the Prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this Prospectus Supplement or the Prospectus. Any representation to the contrary is a criminal offense.
Chardan
The date of this Prospectus Supplement is June 27, 2025.
FAQ
Why did Eyenovia (EYEN) file this new 424B5 prospectus supplement?
How much stock has EYEN already sold under the current ATM in the last 12 months?
What is the maximum EYEN can sell under Form S-3 I.B.6?
What is EYEN’s public float as of 27 June 2025?
Will existing shareholders face dilution from the new ATM capacity?
