Intensity Therapeutics (NASDAQ: INTS) boosts $60M at-the-market capacity

Rhea-AI Filing Summary

Intensity Therapeutics, Inc. expanded the capacity of its existing at-the-market stock offering program to $60.0 million through a new prospectus supplement. This program lets the company sell common shares from time to time through H.C. Wainwright & Co. LLC.

The company is under no obligation to issue any shares and will decide whether to use the facility based on market conditions and strategic priorities. Management describes the expanded ATM as a way to enhance financial flexibility, giving the company an efficient mechanism to access equity capital if and when it chooses.

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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): March 23, 2026

Intensity Therapeutics, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-41109

46-1488089

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1 Enterprise Drive, Suite 430 Shelton, CT						06484-4779
(Address of Principal Executive Offices)						(Zip Code)

(203) 221-7381

(Registrant’s Telephone Number, Including Area Code)

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 (see General Instructions 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 Exchange on Which Registered:

Common Stock, $0.0001 par value per share

INTS

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 March 23, 2026, Intensity Therapeutics, Inc. (the “Company”) filed a prospectus supplement to increase the capacity of its existing “at-the-market” offering program (the “ATM”) to $60.0 million. While this filing increases the available capacity under the ATM, the Company is under no obligation to issue any shares (the “Shares”) pursuant to the program. The expanded facility is intended to enhance the Company’s financial flexibility, providing an efficient mechanism to access capital if, and when, deemed appropriate. Any utilization of the ATM will be at the discretion of the Company, taking into account prevailing market conditions and strategic priorities.

As previously disclosed, the ATM is conducted pursuant to the at the market offering agreement (the “Offering Agreement”), dated July 3, 2024, by and among the Company and H.C. Wainwright & Co. LLC (the “Sales Agent). Accordingly, pursuant to the prospectus supplement, the amount of shares of the Company’s common stock, par value $0.0001 per share, that the Company may issue under the Offering Agreement has been increased to an aggregate of $60.0 million of Shares. There can be no assurance that the Sales Agent will be able to complete future placements pursuant to the Offering Agreement, even if instructed to do so. The number of Shares that the Company may ultimately sell under the Offering Agreement, if it chooses to do so, will fluctuate based on a number of factors, including the market price of its common stock during the sales period, the limits it may set in any instruction to sell Shares, and the demand for its common stock during an applicable sales period.

Attached hereto as Exhibit 5.1 to this Current Report is the opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., relating to the legality of the issuance and sale of the Shares.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.						Description
5.1						Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.
23.1						Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. (included in Exhibit 5.1).
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 hereunto duly authorized.

			Intensity Therapeutics, Inc.
Date: March 23, 2026			By:			/s/ Lewis H. Bender
						Lewis H. Bender
						Chief Executive Officer

FAQ

What did Intensity Therapeutics (INTS) change about its capital-raising plans?

Intensity Therapeutics increased the capacity of its at-the-market stock offering program to $60.0 million. This expanded facility allows the company to sell additional common shares over time, if it chooses, providing more flexibility to raise equity capital as needed.

How large is Intensity Therapeutics’ at-the-market offering program now?

The at-the-market (ATM) program now permits up to $60.0 million of common stock sales. This figure reflects the total aggregate dollar amount of shares that may be issued under the existing agreement with H.C. Wainwright & Co. LLC.

Is Intensity Therapeutics required to sell shares under the $60.0 million ATM?

No, the company is not obligated to sell any shares under the ATM. Management will decide whether to use the program based on market conditions, internal limits it sets in sale instructions, and overall demand for its common stock during any sales period.

Who serves as sales agent for Intensity Therapeutics’ ATM program?

H.C. Wainwright & Co. LLC acts as the sales agent for the ATM. The program operates under an at the market offering agreement dated July 3, 2024, which governs how shares may be placed into the market on the company’s behalf.

Why did Intensity Therapeutics expand its at-the-market facility?

The company states the expanded ATM is intended to enhance its financial flexibility. By enlarging the program, Intensity Therapeutics can access equity capital efficiently if and when it deems it appropriate, without committing to a fixed-size, one-time offering.

What legal opinion accompanies Intensity Therapeutics’ expanded ATM program?

The filing includes a legal opinion from Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. Listed as Exhibit 5.1, it addresses the legality of issuing and selling the shares under the updated at-the-market offering structure.

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-5.1 EX-5.1 13.9 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.9 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 13.3 KB