IDEAYA renews shelf, $156.6M ATM capacity
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Form Type
8-K
Rhea-AI Filing Summary
IDEAYA Biosciences, Inc. filed a new automatic shelf registration statement on Form S-3ASR and an at-the-market prospectus supplement that together cover potential common stock sales with aggregate gross proceeds of up to $156.6 million under its existing Open Market Sales Agreement with Jefferies LLC.
The new shelf replaces a prior automatic shelf that would have expired in June 2026, which is deemed terminated as of the new statement’s effective date. IDEAYA has previously sold common stock with an aggregate gross sales price of $193,447,003.19 under this agreement, and the remaining capacity is now available for discretionary future sales.
8-K Event Classification
2 items: 8.01, 9.01
2 items
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Remaining ATM capacity: $156.6 million
Prior ATM sales: $193,447,003.19
Remaining aggregate offering price: $156,552,996.81
+2 more
5 metrics
Remaining ATM capacity
$156.6 million
Aggregate gross proceeds available under Sales Agreement and new shelf
Prior ATM sales
$193,447,003.19
Aggregate gross sales price of common stock already sold under Sales Agreement
Remaining aggregate offering price
$156,552,996.81
Shares of common stock remaining available for offer and sale under Sales Agreement
Prior shelf expiration date
June 26, 2026
Scheduled expiration of prior Form S-3 automatic shelf
New shelf effective date
May 5, 2026
Effective date when prior registration was deemed terminated
Key Terms
automatic shelf registration statement, Form S-3ASR, Open Market Sales Agreement, ATM Prospectus Supplement, +2 more
6 terms
automatic shelf registration statement regulatory
"filed with the Securities and Exchange Commission an automatic shelf registration statement on Form S-3ASR"
An automatic shelf registration statement is a pre-approved filing that companies submit to securities regulators, allowing them to sell new shares or bonds quickly and efficiently when needed. It acts like a standing permit, enabling the company to raise money without going through a lengthy approval process each time, which can be helpful for responding promptly to market opportunities or needs. For investors, it provides transparency about the company's ability to raise funds and signals planning flexibility.
Form S-3ASR regulatory
"an automatic shelf registration statement on Form S-3ASR (Registration No. 333-295560)"
Form S-3ASR is a type of SEC registration that lets large, well-known public companies pre-register securities so they can be sold quickly when needed, similar to having a pre-approved credit line they can draw on at short notice. For investors, it matters because it signals a company's readiness to raise cash fast, which can affect share supply and price (dilution) and reveal how easily the company can fund growth or handle short-term needs.
Open Market Sales Agreement financial
"pursuant to the Open Market Sales Agreement (the “Sales Agreement”), dated as of January 19, 2024, with Jefferies LLC"
An open market sales agreement is a contract that lets a shareholder or issuer authorize a broker to sell shares into the public market over time instead of all at once. Think of it like hiring someone to quietly sell items from your garage a little at a time; it provides a controlled way to turn holdings into cash but can increase the number of shares available and put downward pressure on the stock price, so investors watch these agreements for potential impacts on supply and valuation.
ATM Prospectus Supplement regulatory
"filed with the SEC a prospectus supplement, dated May 5, 2026, to the New Registration Statement (the “ATM Prospectus Supplement”)"
An at-the-market (ATM) prospectus supplement is a legal update that lets a company sell new shares directly into the open market over time using an existing registration document. Think of it like an add-on permission that allows gradual stock sales instead of one big offering; investors watch it because ongoing share sales can increase supply, dilute existing holdings, and affect the stock price and company funding plans.
Rule 415(a)(5) regulatory
"scheduled to expire on June 26, 2026 pursuant to Rule 415(a)(5) under the Securities Act of 1933"
Rule 415(a)(6) regulatory
"Pursuant to Rule 415(a)(6) under the Securities Act, the Prior Registration Statement was deemed terminated"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did IDEAYA Biosciences (IDYA) file on May 5, 2026?
IDEAYA Biosciences filed a new automatic shelf registration statement on Form S-3ASR and a related at-the-market prospectus supplement, allowing future common stock sales under its existing Open Market Sales Agreement with Jefferies LLC, subject to its discretion and market conditions.
How large is IDEAYA Biosciences’ remaining ATM capacity under the Jefferies agreement?
IDEAYA may sell shares of common stock for aggregate gross proceeds of up to $156.6 million. This amount reflects the remaining capacity available under the Open Market Sales Agreement, which is now tied to the new automatic shelf registration statement.
How much stock has IDEAYA already sold through its ATM program?
Before this filing, IDEAYA had offered and sold shares of its common stock with an aggregate gross sales price of $193,447,003.19 under the Open Market Sales Agreement with Jefferies. These prior sales reduced, but did not exhaust, the total capacity available under the agreement.
What happened to IDEAYA’s prior automatic shelf registration statement?
The prior automatic shelf registration statement on Form S-3, filed in June 2023, was scheduled to expire in June 2026. Under Rule 415(a)(6), it is deemed terminated as of the effective date of the new Form S-3ASR filed on May 5, 2026.
What legal opinions support IDEAYA’s new ATM prospectus supplement?
Latham & Watkins LLP, serving as counsel to IDEAYA, issued a legal opinion dated May 5, 2026 on the validity of the common stock that may be offered and sold under the ATM prospectus supplement. This opinion is filed as Exhibit 5.1 in the same report.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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