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HCW Biologics (HCWB) posts higher 2026 revenue but flags going-concern risk

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

HCW Biologics Inc. reported second-quarter and first-half 2026 results alongside business and clinical updates. Preliminary human data from a Phase 1 alopecia areata study of lead autoimmune candidate HCW9302 showed early signs of efficacy with ≥25% SALT score reductions in all three patients in the second dose cohort, without dose-limiting toxicities or key IL‑2–related side effects.

The company re-acquired ex vivo rights to two commercial-ready molecules from AlloTera Therapeutics and is seeking a partner to commercialize HCW9206 and related molecules as reagents for CAR‑T manufacturing. It is advancing tetravalent T‑cell engager HCW11-018b, having requested a Type B pre‑IND meeting with the FDA, targeting a first clinical trial in the first half of 2027, subject to authorization.

HCW completed $5.6 million of equity financings in May and July 2026 involving common stock, pre-funded warrants and common warrants. Revenue rose to $135,568 for the quarter and $6.7 million for the first half of 2026, driven by a licensing agreement with Trimmune. Net loss was $5.2 million for the quarter and $1.7 million for the first half, with a fair value loss on warrant liabilities partly offset by a gain on extinguishment of a liability. As of June 30, 2026, the company reported substantial doubt about its ability to continue as a going concern without additional funding. Cash and cash equivalents were $741,324, and a one-for-six reverse stock split was effected on June 30, 2026. HCW regained compliance with Nasdaq bid price and equity listing rules, with a potential one-year discretionary panel monitor if conditions are maintained through September 22, 2026.

Positive

  • Revenue surged to $135,568 for Q2 2026 and $6.7 million for the first half of 2026, primarily from the Trimmune licensing agreement and related services.
  • $5.6 million in equity financings in May and July 2026 strengthened capital resources, with meaningful participation from officers, directors, and significant stockholders.
  • Preliminary Phase 1 data for HCW9302 in alopecia areata showed ≥25% SALT score improvement in all three patients in the second cohort with no dose-limiting toxicities.
  • HCW re-acquired ex vivo rights to two commercial-ready molecules, including HCW9206, creating a potential revenue stream as reagents for CAR‑T manufacturing.
  • The company is advancing HCW11-018b, a tetravalent T‑cell engager, toward a first clinical trial targeted for the first half of 2027, subject to FDA authorization.
  • HCW regained compliance with Nasdaq Equity Rule 5550(b)(1) and Bid Price Rule 5550(a)(2), reducing near-term delisting risk.

Negative

  • Management disclosed substantial doubt about the company’s ability to continue as a going concern for at least 12 months from June 30, 2026 without additional funding.
  • Q2 2026 net loss widened to $5.2 million, driven partly by a $2.4 million loss from changes in fair value of warrant liabilities.
  • Cash and cash equivalents declined to $741,324 at June 30, 2026, versus current liabilities of $18.6 million, indicating tight liquidity.
  • Net loss attributable to common stockholders was $15.4 million for Q2 2026 and $13.4 million for the first half, including large equity dividends to an investor.
  • Total operating expenses for the first half of 2026 were $6.4 million, exceeding net revenues and contributing to ongoing losses.

Filing Explained

The completed July financing added common shares and created securities tied to up to 618,682 more, while resale registration remains pending.

HCW Biologics completed the July private placement, issuing $218,862 of common shares, 400,000 pre-funded warrants and common warrants for up to 618,682 common shares; it must file a resale registration statement within 15 business days of closing.

The common-stock issuance added shares to the issued share count, while the warrant instruments represent additional potential shares only if exercised. A private placement is a sale to selected investors outside a public offering; the filing's registration obligation concerns resale of the securities, not a new issuance stated here.

As of June 30, 2026, the balance sheet reported 1,617,642 issued shares versus 546,635 at December 31, 2025. The filing does not establish the number of warrant-related shares that have been issued.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 Revenue $135,568 Revenues for the three months ended June 30, 2026
H1 2026 Revenue $6,678,569 Revenues for the six months ended June 30, 2026
Q2 2026 Net Loss $5,219,231 Net loss for the three months ended June 30, 2026
H1 2026 Net Loss $1,746,751 Net loss for the six months ended June 30, 2026
Cash and Cash Equivalents $741,324 Cash and cash equivalents as of June 30, 2026
Total Current Liabilities $18,648,173 Current liabilities as of June 30, 2026
Equity Financings 2026 $5.6 million Aggregate gross proceeds from May and July 2026 private placements
Stockholders’ Equity $7,427,614 Total stockholders’ equity as of June 30, 2026
SALT scores medical
"all three participants showed preliminary indications of improvement in Severity of Alopecia Tool (“SALT”) scores"
pre-funded warrants financial
"issued and sold an aggregate of 71,174 shares of Common Stock, 403,322 Pre-Funded Warrants, and Common Warrants"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
tetravalent T-cell engager medical
"HCW11-018b, a tetravalent T-cell engager (“TCE”) constructed with the Company’s proprietary TRBC drug development platform"
going concern financial
"believes that substantial doubt exists regarding its ability to continue as a going concern for at least 12 months"
Going concern is the accounting assumption that a company will keep operating and meeting its obligations for the foreseeable future. The phrase matters most when a company or its auditors disclose substantial doubt about it, a formal warning that the business may not have enough resources to continue without raising money, restructuring, or selling assets. That language in a filing or press release signals elevated financial risk.
reverse stock split financial
"On June 30, 2026, the Company effected a one-for-six reverse stock split"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
cGMP material technical
"manufacturing process will produce high-quality cGMP material to support clinical development"
Revenue Q2 2026 $135,568 increased from $6,550 in Q2 2025
Revenue H1 2026 $6,678,569 increased from $11,615 in H1 2025
Net loss Q2 2026 $5,219,231 compared with $1,927,730 in Q2 2025
Net loss H1 2026 $1,746,751 improved from $4,124,606 in H1 2025
R&D expense Q2 2026 $1,203,352 decreased 2% from $1,226,824 in Q2 2025
G&A expense Q2 2026 $1,870,375 decreased 11% from $2,096,021 in Q2 2025
Guidance

The company indicated substantial doubt about its ability to continue as a going concern for at least 12 months from June 30, 2026 without additional funding or financial support.

FAQ

How did HCW Biologics (HCWB) perform financially in Q2 2026?

HCW Biologics reported a Q2 2026 net loss of $5.2 million on revenues of $135,568. For the first half of 2026, revenue was $6.7 million and net loss was $1.7 million, reflecting licensing income alongside continued operating expenses.

What going-concern risks did HCW Biologics (HCWB) disclose?

As of June 30, 2026, HCW Biologics stated that substantial doubt exists about its ability to continue as a going concern for at least 12 months without additional funding or financial support, despite elements of a multi-step financing and business development plan.

What were HCW Biologics’ (HCWB) cash and debt positions at June 30, 2026?

At June 30, 2026, HCW Biologics held $741,324 in cash and cash equivalents and $6.6 million of short-term debt, with total current liabilities of $18.6 million. Total assets were $26.8 million and stockholders’ equity was $7.4 million.

What clinical progress did HCW Biologics (HCWB) report for HCW9302?

HCW Biologics reported preliminary Phase 1 data for HCW9302 in alopecia areata showing ≥25% SALT score reductions in all three second-cohort patients and no dose-limiting toxicities, supporting its potential as a low-dose IL‑2–based fusion immunotherapeutic for autoimmune disease.

What are the key financing activities for HCW Biologics (HCWB) in 2026?

In May and July 2026, HCW Biologics completed private placements totaling about $5.6 million, issuing common stock, pre-funded warrants and common warrants. Officers and directors, including the CEO and Chairman, participated on the same terms as other investors.

How did the Trimmune licensing agreement impact HCW Biologics’ (HCWB) 2026 results?

In the three and six months ended June 30, 2026, HCW Biologics completed closing of the Trimmune License for HCW11‑006 in vivo rights and provided post-transfer services, which contributed substantially to $135,568 Q2 revenue and $6.7 million first-half revenue.

What Nasdaq listing developments affected HCW Biologics (HCWB) in 2026?

HCW Biologics received notice on June 29, 2026, that it regained compliance with Nasdaq’s Bid Price Rule 5550(a)(2). If it meets remaining conditions through September 22, 2026, Nasdaq intends to impose a one‑year discretionary panel monitor under Listing Rule 5815(d)(4)(A).

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

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false 0001828673 0001828673 2026-08-14 2026-08-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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): August 14, 2026

 

 

 

HCW Biologics Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-40591   82-5024477

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

2929 N. Commerce Parkway    
Miramar, Florida   33025
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 954 842-2024

 

Not Applicable

(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:

 

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, par value $0.0001 per share   HCWB   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 2.02 Results of Operations and Financial Condition.

 

On August 14, 2026, HCW Biologics Inc. issued a press release announcing its financial results for the quarter ended June 30, 2026. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information set forth in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
99.1   Press release dated August 14, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

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 thereunto duly authorized.

 

  HCW BIOLOGICS INC.
     
Date: August 14, 2026 By: /s/ Hing C. Wong
    Hing C. Wong
    Founder and Chief Executive Officer

 

 

 

 

EXHIBIT 99.1

 

 

HCW Biologics Reports Second Quarter 2026

Business and Clinical Development Highlights and Financial Results

 

Miramar, FL – August 14, 2026 – HCW Biologics Inc. (the “Company” or “HCW Biologics”) (NASDAQ: HCWB), a clinical-stage biopharmaceutical company focused on developing transformative fusion immunotherapeutics to treat autoimmune diseases, cancer and senescence-associated dysplasia, today reported financial results and recent business highlights for the three and six months ended June 30, 2026.

 

On June 16, 2026, the Company announced its preliminary human data readout for the first two cohorts in a dose-escalating Phase 1 clinical study to evaluate HCW9302 as a monotherapy in patients with alopecia areata. HCW9302 is a fusion immunotherapeutic which is potentially a best-in-class IL-2-based treatment for autoimmune diseases. These preliminary findings support the Company’s belief that HCW9302 has the potential to activate and expand regulatory T (Treg) cells in patients, reducing inflammation, while minimizing the risk of broad immunosuppression or unwanted side effects caused by the activation of immune effector cells.

 

The Company remains on track for a full Phase 1 clinical data readout in the fourth quarter of 2026. Treatment of patients in the third dose cohort (i.e., eight (8) micrograms/kg body weight) is underway and evaluation of correlative study endpoints is ongoing. The Company has not reported any dose-limiting toxicities.

 

In the second dose cohort, comprised of patients who received a single subcutaneous dose of HCW9302 monotherapy of three (3) micrograms/kg body weight, all three participants showed preliminary indications of improvement in Severity of Alopecia Tool (“SALT”) scores. These three participants, all with mild alopecia, showed a ≥25% reduction in SALT scores compared to baseline at four and/or nine weeks after dosing. In addition, there were no reported incidences of capillary leak or cytokine release syndromes associated with high dose intravenous IL-2 therapy. HCW9302 treatment did not increase blood eosinophil count, another serious side effect commonly associated with IL-2 therapy.

 

Dr. Hing C. Wong, the Company’s Founder and Chief Executive Officer, stated, “HCW9302 was selected as our lead product candidate for our autoimmune program because it has several unique features that differentiate it from other immunotherapeutic treatments for autoimmune disorders. Because our clinical study was designed to administer HCW9302 as a monotherapy, we feel confident of our findings and clear signals that indicate this drug has great potential. So far, our in-human clinical experience with HCW9302 is consistent with our preclinical results showing HCW9302’s effectiveness in alopecia areata and atopic dermatitis in relevant animal models.”

 

Dr. Wong continued, “HCW9302 targets CD25 directly, which we believe demonstrates activation and expansion of regulatory T cells. It has preliminarily demonstrated it has an effect on alopecia areata, even when administered as monotherapy at a low dose. Our design does not use pegylation, so we avoid anti-PEG immune responses, which account for efficacy loss and can possibly cause severe allergic symptoms. With an eye toward the future commercialization of HCW9302 for the treatment of alopecia areata and other autoimmune disorders, we developed a manufacturing process for this drug that is a simple process capable of producing large quantities with consistent quality at a relatively low cost.”

 

 

 

 

Business and Clinical Development Highlights

 

Commercial-Ready Molecules Used as Reagents

 

Since the second quarter of 2025, the AlloTera Therapeutics License (formerly the Wugen License) was in a one-year suspension period, which the Company agreed to at the request of AlloTera Therapeutics, Inc. (“AlloTera Therapeutics”). On May 21, 2026, the Company re-acquired the ex vivo rights to two commercial-ready molecules that had previously been licensed to AlloTera Therapeutics by exercising its right to terminate the AlloTera Therapeutics License Agreement according to the terms of the suspension letter agreement.

 

The Company is actively pursuing a corporate partner to commercialize HCW9206 and like molecules as reagents to support the production of cell-based immunotherapeutics, particularly CAR-T therapies. In collaboration with researchers at the Albert Einstein College of Medicine, the Company demonstrated and published in a scientific paper in Science Advances that replacing standard activation with HCW9206 during CAR-T cell manufacturing significantly increased the long-term persistence, functionality, and proportion of T memory stem cells in immunotherapies for cancer and HIV and potentially significantly lowers the production costs.

 

The market for reagents used in CAR-T therapy production is experiencing rapid expansion, driven by a projected increase in the global CAR-T cell therapy market, which is expected to grow from $4.0 billion in 2025 to over $15.0 billion by 2032. One of the impediments to growth is the manufacturing process, which is subject to delays and has difficult meeting target doses for commercial production.

 

Milestone for Company’s T-Cell Engager Program

 

The Company requested a Type B (pre-IND application) meeting with the U.S. Food and Drug Administration (“FDA”) to discuss the development and regulatory strategy for its investigational lead product candidate, HCW11-018b, a tetravalent T-cell engager (“TCE”) constructed with the Company’s proprietary TRBC drug development platform. The Company would like to reach agreement with FDA on requirements for a clinical study before we submit an IND application to evaluate HCW11-018b in cancer. This clinical trial is on track to initiate in the first half of 2027, provided we secured FDA authorization.

 

HCW11-018b is intended to treat solid tumors and is administered by subcutaneous injection. In preclinical studies, it has shown the ability to target tissue factor-expressing cancer cells and activate CD3-positive effector T cells, while simultaneously reducing immunosuppression in the tumor microenvironment. Immunosuppression in the tumor microenvironment can limit effector T-cell infiltration and antitumor activity in solid tumors, particularly in gynecologic and pancreatic cancers.

 

The Company believes that our robust, streamlined, and cost-efficient manufacturing process will produce high-quality cGMP material to support clinical development. Our manufacturing process for HCW11-018b is based on high-producing recombinant CHO cell lines and a proprietary monoclonal antibody needed for the affinity purification process. This monoclonal antibody will be manufactured under GMP standards using a top-tier CDMO.

 

TCEs have emerged as a potent therapeutic modality to treat cancer. First-generation TCEs represented a breakthrough in immunotherapy but they continue to face significant challenges, including limited antigen selection, poor efficacy in solid tumors, tolerability and safety concerns, and complex manufacturing processes. Extensive preclinical studies of HCW11-018b —including assessments of in vitro and in vivo potency, antigen specificity, pharmacokinetics, toxicity in nonhuman primates, and its therapeutic window — suggest that HCW11-018b may be able to overcome the limitations of earlier-generation TCEs.

 

$5.6 Million in Equity Financings

 

Pursuant to a May 2026 securities purchase agreement, in a private placement, the Company issued and sold an aggregate of 71,174 shares of Common Stock, 403,322 Pre-Funded Warrants, and Common Warrants to purchase an aggregate of up to 474,496 shares of Common Stock for aggregate gross proceeds of approximately $4.0 million at the closing, before deducting fees payable to the placement agent and other offering expenses payable by the Company. The Investors included officers, directors and significant stockholders. Scott Garrett, Chairman of the Company’s Board of Directors, purchased $250,000 of securities, Hing C. Wong, the Company’s Founder and Chief Executive Officer, purchased $160,000 of securities, and Rebecca Byam, the Company’s Chief Financial Officer, purchased $20,000 of securities. Such purchases were made on the same terms and conditions as those offered to other investors. On June 18, 2026, the SEC declared effective a resale registration statement on Form S-1 (File No. 333-296577) covering the resale of shares of Common Stock and warrants issued in this private placement.

 

Pursuant to a July 2026 securities purchase agreement, in a private placement, the Company issued and sold an aggregate of 218,862 shares of Common Stock, 400,000 Pre-Funded Warrants and Common Warrants to purchase an aggregate of 618,682 shares of Common Stock for aggregate proceeds of approximately $1.6 million at closing, before deducting offering fees. The Investors included officers and directors. Scott Garrett purchased $20,000 of securities, Hing C. Wong purchased $60,000 of securities, and Lee Flowers, the Company’s SVP Business Development, purchased $20,000 of securities. Under a Registration Rights Agreement, the Company is obligated to file a registration statement to register the securities sold in this offering within 15 business days from closing.

 

Second Quarter 2026 Financial Results

 

Revenues: Revenues for the three months ended June 30, 2025 and 2026 were $6,550 and $135,568, respectively. Revenues in the six months ended June 30, 2025 and 2026 were $11,615 and $6.7 million, respectively. In the three and six months ended June 30, 2026, the Company completed the closing of the exclusive, worldwide licensing agreement with Beijing Trimmune Biotech Co., Ltd. (“Trimmune”) for the in vivo rights for HCW11-006 (“Trimmune License”) and performed additional post-transfer services under the agreement.

 

Research and development (R&D) expenses: R&D expenses for the three months ended June 30, 2025 and 2026 were $1.2 million and $1.2 million, respectively, a decrease of $23,472, or 2%. The decrease was primarily due to decreases in salaries, benefits and related taxes and clinical trial expenses, partially offset by an increase in preclinical expenses with a focus on IND-enabling activities for the Company’s lead product T-Cell Engager candidate, HCW11-018b. R&D expenses for the six months ended June 30, 2025 and 2026 were $2.7 million and $2.5 million, respectively, a decrease of $244,236, or 9%. The decrease was primarily due to a decline in manufacturing and materials expenses, partially offset by increases in taxes and salaries, benefits and related expenses.

 

 

 

 

General and administrative (G&A) expenses: G&A expenses for the three months ended June 30, 2025 and 2026 were $2.1 million and $1.9 million, respectively, a decrease of $225,646, or 11%. The decrease was primarily attributable to decreases of $242,073 in salaries and benefits related to a decline in stock-based compensation expense, $87,835 in accretion expense for the fixed bonus payable upon the maturity date of outstanding Secured Notes and a $79,518 decrease in insurance premiums, partially offset by increases in taxes and expenses related to financing activities. In May 2025, the Company restructured $7.4 million of debt related to the Secured Notes, and these Noteholders converted to equity. G&A expenses for the six months ended June 30, 2025 and 2026 were $4.3 million and $3.7 million, respectively, a decrease of $598,649, or 14%. The decrease was primarily attributable to decreases of $507,206 in salaries and benefits related to a decline in stock-based compensation expense and $346,482 in accretion expense for the fixed bonus payable upon maturity date of outstanding Secured Notes and a decrease of $175,343 in insurance premiums, partially offset by an increase in taxes and expenses related to financing activities.

 

Legal expenses (recoveries), net: Legal expenses and recoveries, net represent the legal fees that the Company incurred for an Arbitration, net of insurance recoveries. In the six months ended June 30, 2025, the Company received a $2.0 million insurance recovery, partially offset by $403,049 of legal expenses. The Company anticipates it will continue to incur some expenses for the costs of remaining in compliance with the terms of the Settlement and Release Agreement from the Arbitration, primarily due to requirements for patents which are necessary to protect the Company’s exclusive, worldwide intellectual property rights held in perpetuity.

 

Nonoperating changes impacting net income (loss): The Company adopted the fair value method of accounting for its shares in AlloTera Therapeutics in the second quarter of 2025. As a result, in the three and six months ended June 30, 2025, the Company recognized a $1.7 million gain in both periods related to a change in the fair value for this investment. The Company recognized a warrant liability in connection with warrants with a contingent settlement provision which was resolved on June 15, 2026. As a result, these warrants were reclassified to permanent equity. In the three and six months ended June 30, 2026, the changes in the fair value of the warrant liability prior to reclassification were a loss of $2.4 million and $1.8 million, respectively. In addition, during the three and six months ended June 30, 2026, the Company settled a $1.7 million liability for $1.2 million, and as a result recognized a gain on extinguishment of a liability of $483,383 in both periods.

 

Net loss: Net loss for the three months ended June 30,2025 and 2026 was $1.9 million and $5.2 million, respectively. Net loss for the six months ended June 30, 2025 and 2026, was $4.1 million and $1.7 million, respectively.

 

Financial Guidance

 

As of June 30, 2026, the Company believes that substantial doubt exists regarding its ability to continue as a going concern for at least 12 months from the issuance date of the audited financial statements, without additional funding or financial support. We considered future elements of our financing plan, especially business development programs. We have had early success in completing key elements of our multi-step financing plan; however, we cannot be assured that we will continue to have success with remaining elements of our plan.

 

On June 26, 2025, the Company announced that it received formal notice from The Nasdaq Stock Market LLC (“Nasdaq”) that the Company is in compliance with Listing Rule 5550(b)(1) (the “Equity Rule”). On June 29, 2026, HCW Biologics Inc. (the “Company”) received written notice form the Listing Qualifications Staff (the “Staff”) of the Nasdaq Capital Market Nasdaq Stock Market LLC (“Nasdaq”) that the Nasdaq Hearings Panel (the “Panel”) found that the Company regained compliance with Listing Rule 5550(a)(2), the “Bid Price Rule,” per the terms set forth in the Panel’s decision letter dated May 29, 2026, as amended. As indicated in the Panel’s decision letter, as amended, if the Company satisfies the remaining terms of the decision through September 22, 2026, the Panel also intends to impose a Discretionary Panel Monitor on the Company pursuant to Listing Rule 5815(d)(4)(A) for a one-year period from that date. On June 30, 2026, the Company effected a one-for-six reverse stock split.

 

 

 

 

About HCW Biologics

 

HCW Biologics Inc. (the “Company”) (NASDAQ: HCWB) is a clinical-stage biopharmaceutical company developing transformative fusion immunotherapeutics to treat diseases promoted by chronic inflammation, including autoimmune diseases, cancer, and senescence-associated dysplasia. The Company’s immunotherapeutics represent a new class of drugs that it believes have the potential to fundamentally change the treatment of proinflammatory and senescence-associated diseases and conditions that are promoted by chronic inflammation —and in doing so, improve patients’ quality of life and possibly extend longevity. A key aspect of the Company’s clinical development and financing strategy is to focus on its business development programs, including its commercial-ready reagents to be used in the production of immunotherapeutics for cancer and infectious diseases. To date, the Company has entered into two licensing agreements in which it has licensed exclusive, worldwide rights for some of its proprietary molecules. See the Company Pipeline at https://hcwbiologics.com/pipeline/

 

Forward Looking Statements

 

Statements in this press release contain “forward-looking statements” that are subject to substantial risks and uncertainties. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements contained in this press release may be identified by the use of words such as “anticipate,” “expect,” “believe,” “will,” “may,” “should,” “estimate,” “project,” “outlook,” “forecast” or other similar words. Forward-looking statements are based on the Company’s current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict, including timing and efficacy in human clinical trial data for HCW9302, ability of HCW11-018b to treat solid tumors, ability to obtain U.S. Food and Drug Administration clearance to advance Phase 2 clinical trials for HCW9302, success in obtaining FDA clearance to initiate clinical trials for HCW11-018b, and effectiveness of commercial-ready reagents for production of immunotherapeutics; and the Company’s ability to license or sell reagents. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. Factors that could cause actual results to differ include, but are not limited to, the risks and uncertainties that are described in the section titled “Risk Factors” in the annual report on Form 10-K filed with the United States Securities and Exchange Commission (the “SEC”) on June 30, 2026, the Form 10-Q filed with the SEC on August 14, 2026, and in other filings filed from time to time with the SEC. Forward-looking statements contained in this press release are made as of this date, and the Company undertakes no duty to update such information except as required under applicable law.

 

Company Contact:

 

Rebecca Byam

CFO

HCW Biologics Inc.

rebeccabyam@hcwbiologics.com

 

 

 

 

HCW Biologics Inc.

Condensed Statements of Operations

(Unaudited)

 

  

Three Months Ended

June 30,

  

Six Months Ended

June 30,

 
   2025   2026   2025   2026 
Revenues:                    
Revenues  $6,550   $135,568   $11,615   $6,678,569 
Cost of revenues   (5,240)   (229,455)   (9,292)   (240,526)
Net revenues   1,310    (93,887)   2,323    6,438,043 
                     
Operating expenses:                    
Research and development   1,226,824    1,203,352    2,705,536    2,461,300 
General and administrative   2,096,021    1,870,375    4,302,301    3,703,652 
Legal expenses (recoveries), net   142,542    (1,325)   (1,596,951)   5,525 
Indirect tax expense   -    -    -    198,146 
Total operating expenses   3,465,387    3,072,402    5,410,886    6,368,623 
Operating income (loss)   (3,464,077)   (3,166,289)   (5,408,563)   69,420 
Interest expense   (228,714)   (100,541)   (505,853)   (209,815)
Change in fair value of warrant liability   -    (2,443,335)   -    (1,775,992)
Change in fair value of investment, net   1,748,688    -    1,748,688    - 
Gain on extinguishment of liability   -    483,383    -    483,383 
Other income, net   16,373    7,551    41,122    16,439 
Net loss before income taxes  $(1,927,730)  $(5,219,231)  $(4,124,606)  $(1,416,565)
Income tax expense   -    -    -    (330,186)
Net loss  $(1,927,730)  $(5,219,231)  $(4,124,606)  $(1,746,751)
Equity dividend to investor   (10,153,799)   (10,154,642)   (10,153,799)   (11,643,114)
Net loss attributable to Common Stockholders  $(12,081,529)  $(15,373,873)  $(14,278,405)  $(13,389,865)
Net loss per share, basic and diluted  $(40.72)  $(11.58)  $(59.14)  $(11.98)
Weighted average shares outstanding, basic and diluted   296,686    1,327,966    241,417    1,117,350 

 

 

 

 

HCW Biologics Inc.

Condensed Balance Sheets

 

   December 31,   June 30, 
   2025   2026 
       Unaudited 
ASSETS          
Current assets:          
Cash and cash equivalents  $1,952,464   $741,324 
Accounts receivable, net   32,175    18,451 
Prepaid expenses   222,156    282,533 
Other current assets   77,564    97,702 
Total current assets   2,284,359    1,140,010 
Investments   1,326,329    4,854,028 
Property, plant and equipment, net   20,880,849    20,745,804 
Other assets   28,476    28,476 
Total assets  $24,520,013   $26,768,318 
LIABILITIES AND STOCKHOLDERS’ EQUITY          
Liabilities          
Current liabilities:          
Accounts payable  $13,143,394   $10,609,950 
Accrued liabilities and other current liabilities   1,110,104    1,128,592 
Short-term debt, net   6,809,215    6,561,361 
Deferred revenue       348,270 
Total current liabilities   21,062,713    18,648,173 
Contingent liability - related party   692,531    692,531 
Total liabilities   21,755,244    19,340,704 
Commitments and contingencies (Note 12)          
Stockholders’ equity:          
Common stock:          
Common, $0.0001 par value; 250,000,000 shares authorized
and 546,635 shares issued at December 31, 2025; 250,000,000 shares
authorized and 1,617,642 shares issued at June 30, 2026
   55    161 
Additional paid-in capital   111,280,560    117,690,050 
Accumulated deficit   (108,515,846)   (110,262,597)
Total stockholders’ equity   2,764,769    7,427,614 
Total liabilities and stockholders’ equity  $24,520,013   $26,768,318 

 

 

 

Filing Exhibits & Attachments

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