IN8BIO, INC. SEC Filings

IN8bio, Inc. has filed a resale registration covering up to 14,384,052 shares of common stock previously issued or issuable to investors in a December 2025 private placement. The shares consist of 4,931,375 PIPE Shares and 9,452,677 Pre-Funded Warrant Shares underlying outstanding pre-funded warrants.

The company is not selling any shares under this prospectus and will receive no proceeds from sales by the selling stockholders. IN8bio previously received approximately $18.6 million in net proceeds from the initial closing of the private placement, where PIPE Shares were sold at $1.38 per share and Pre-Funded Warrants at $1.3799 each.

The Pre-Funded Warrants are exercisable immediately at an exercise price of $0.0001 per share, subject to a beneficial ownership cap of up to 19.99% per holder. The purchase agreement also allows, subject to data and share-price conditions or waivers, a potential second closing of up to 14,579,706 additional shares or pre-funded warrants at the same purchase price.

IN8bio, Inc. reported that it presented consolidated clinical data from two glioblastoma studies at the 2025 Society for Neuro-Oncology Annual Meeting. The update covered an investigator-sponsored Phase 1 single-center trial of INB-200 and a Company-sponsored Phase 2 multi-center trial of INB-400 in patients with newly diagnosed glioblastoma.

The company delivered these results in both poster and oral presentations on November 21 and 22, 2025, highlighting progress in its gamma-delta T cell therapy programs for this aggressive brain cancer.

IN8bio, Inc. filed a Form S-3 shelf registration to offer up to $200,000,000 of securities, including common stock, preferred stock, debt securities, warrants, rights and units, to be sold from time to time at terms set in future prospectus supplements.

Sales may be made directly, through agents, or via underwriters, including at-the-market offerings, block trades, and privately negotiated transactions. Net proceeds from primary sales by the company are intended for working capital and general corporate purposes, as described in future supplements.

The company’s common stock trades on Nasdaq as “INAB.” The last reported sale price was $1.63 per share on November 5, 2025. Public float was $10.4 million as of November 7, 2025 (based on 4,218,313 non‑affiliate shares at $2.46 on October 7, 2025), and the filing notes the I.B.6 limitation that primary sales under this shelf cannot exceed one‑third of public float while it remains below $75.0 million. IN8bio is an emerging growth company and a smaller reporting company.

IN8bio (INAB) filed its Q3 2025 10‑Q, reporting smaller losses as it cut costs and refocused its pipeline. Net loss was $3.9 million for the quarter, an improvement from $7.1 million a year ago, as total operating expenses fell to $4.0 million from $7.1 million. Year-to-date net loss was $14.5 million.

Cash was $10.7 million as of September 30, 2025. The company disclosed “substantial doubt” about its ability to continue as a going concern, noting current cash is not expected to fund operations for 12 months. During the nine months, IN8bio raised approximately $8.5 million via its ATM program and continued to manage expenses.

The company executed a 1‑for‑30 reverse stock split in June 2025. Shares outstanding were 4,589,196 at September 30, 2025, and 4,634,396 as of November 3, 2025. Pipeline updates include continued encouraging INB‑100 AML data and the previously announced suspension of INB‑400 Phase 2 enrollment to conserve cash.

IN8bio (INAB) reported that it furnished a press release announcing financial results for the third quarter ended September 30, 2025. The press release is included as Exhibit 99.1 and is incorporated by reference.

The disclosure is provided under Item 2.02 of an 8‑K and, along with Exhibit 99.1, is designated as “furnished,” not “filed,” under the Exchange Act. IN8bio’s common stock trades on Nasdaq under the symbol INAB.

IN8bio, Inc. (INAB) filed an 8-K announcing new preclinical data from its gamma delta T cell engager program, INB-619. The company said the data will be presented at the 2025 American College of Rheumatology (ACR) Convergence Meeting in Chicago.

A company press release with additional details is attached as Exhibit 99.1 and incorporated by reference. This filing does not include financial results or transaction terms; it primarily serves to notify investors of the scientific presentation and provide the related press release.

Alyeska Investment Group and related filers report beneficial ownership of warrants to purchase 89,021 shares of IN8BIO, Inc. common stock, representing 2.58% of the outstanding shares on the stated calculation basis of 3,444,234 shares. The filing shows shared voting and shared dispositive power over the 89,021 warrants, with no sole voting or dispositive power reported. The reporting persons state the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer. The filing is a joint statement by Alyeska Investment Group, L.P., Alyeska Fund GP, LLC and Anand Parekh, each acknowledging joint filing responsibilities.

This Amendment No. 2 to a Schedule 13G discloses that Transcend Partners Opportunity Fund I LLC beneficially owns 107,416 shares of IN8bio common stock, representing 2.6% of the class. The percentage is calculated using 4,078,139 shares outstanding as reported as of June 30, 2025. The Reporting Person reports no sole voting or sole dispositive power and instead reports shared voting and shared dispositive power over the shares. Actions regarding these shares require a majority vote of Transcend's managing members, each of whom disclaims beneficial ownership. The amendment is a disclosure of beneficial ownership rather than an indication of control.