KRRO (NASDAQ: KRRO) substitutes SILV Fund for Point72; 540,054 shares involved

Rhea-AI Filing Summary

KRRO files a prospectus supplement to update its resale prospectus registering up to 7,650,764 shares of common stock, consisting of 4,501,928 shares and 3,148,836 shares issuable upon exercise of pre-funded warrants. This supplement substitutes SILV Fund, Ltd. for Point72 Associates, LLC as a selling stockholder for 540,054 shares. The supplement makes no other changes and reiterates that these shares were issued in a private placement under a subscription agreement dated March 9, 2026. The Nasdaq closing price on May 12, 2026 was $11.22 per share.

Insights

Equity Capital Markets Analyst

Administrative selling-stockholder substitution; offering remains a resale of private-placement shares.

The prospectus supplement updates the selling stockholders table to substitute SILV Fund, Ltd. for Point72 Associates, LLC with respect to 540,054 shares. The registration continues to cover 7,650,764 shares in aggregate, including pre-funded warrants.

Transaction mechanics and cash‑flow treatment remain those of a resale; timing and distribution methods are governed by the prospectus and subscription agreement. Subsequent filings may disclose additional transfers or distributions.

Key Figures

Registered shares: 7,650,764 shares Common shares component: 4,501,928 shares Pre-funded warrants component: 3,148,836 shares +3 more

6 metrics

Registered shares 7,650,764 shares Aggregate registered for resale in the prospectus

Common shares component 4,501,928 shares Part of the aggregate registered amount

Pre-funded warrants component 3,148,836 shares Shares issuable upon exercise of pre-funded warrants

Substituted selling holder 540,054 shares Transferred from Point72 Associates, LLC to SILV Fund, Ltd.

Nasdaq closing price $11.22 Closing price on May 12, 2026

Subscription agreement date March 9, 2026 Date of private placement subscription agreement

Key Terms

pre-funded warrants, selling stockholders, prospectus supplement

3 terms

pre-funded warrants financial

"3,148,836 shares of common stock issuable upon exercise of pre-funded 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.

selling stockholders regulatory

"resale or other disposition from time to time by the selling stockholders"

Selling stockholders are existing owners of a company's shares who are offering some or all of their holdings for sale, often as part of a public offering or secondary transaction. For investors this matters because such sales increase the number of shares available to buy, can signal how confident current owners are about future prospects, and may put short-term pressure on the stock price similar to more tickets being released for a popular event.

prospectus supplement regulatory

"This Prospectus Supplement No. 1 supplements the prospectus dated March 20, 2026"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

Offering Details

resale/secondary

Offering

Offering Type resale/secondary

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Accepted by SEC EDGAR 05/12/2026 - 04:49 PM Learn about SEC filing dates

FAQ

What does KRRO's prospectus supplement change?

It substitutes SILV Fund, Ltd. for Point72 Associates, LLC as a selling stockholder for 540,054 shares. The supplement updates the Selling Stockholders table and leaves all other prospectus terms unchanged.

How many shares are registered for resale in KRRO's prospectus?

The prospectus registers up to 7,650,764 shares of common stock, consisting of 4,501,928 shares and 3,148,836 shares issuable upon exercise of pre-funded warrants.

Were the registered shares issued in a public offering?

No. The common shares and pre-funded warrants were issued in a private placement under a subscription agreement dated March 9, 2026, as stated in the prospectus supplement.

Will KRRO receive proceeds from sales by the selling stockholders?

The supplement updates selling holders only; the prospectus describes resale by the selling stockholders. Proceeds treatment follows the prospectus terms and is not altered by this supplement.

What was KRRO's Nasdaq closing price cited in the supplement?

The supplement states the Nasdaq closing price was $11.22 per share on May 12, 2026, as reported on Nasdaq.

Filed Pursuant to Rule 424(b)(3)
Registration Statement No. 333-294298

PROSPECTUS SUPPLEMENT NO. 1

Up to 7,650,764 shares of Common Stock

This Prospectus Supplement No. 1 supplements the prospectus dated March 20, 2026, or the prospectus, relating to the offer and resale or other disposition from time to time by the selling stockholders identified in the prospectus, or collectively the selling stockholders, of up to an aggregate of 7,650,764 shares of our common stock, par value $0.001 per share, or the common stock, consisting of (i) 4,501,928 shares of our common stock and (ii) 3,148,836 shares of common stock issuable upon exercise of pre-funded warrants. The common shares and the pre-funded warrants were issued in a private placement, pursuant to a subscription agreement, dated March 9, 2026, by and among us and the purchasers named therein.

The purpose of this Prospectus Supplement No. 1 is solely to update the information in the table appearing under the caption “Selling Stockholders” commencing on page 8 of the prospectus to reflect in the Selling Stockholder table a transfer of 540,054 shares of Common Stock from Point72 Associates, LLC, a selling stockholder previously identified in the prospectus, to SILV Fund, Ltd., another entity which as a result of such transfer is being substituted as a selling stockholder.

Selling Stockholder

Number of Shares Owned Before the Offering

Number of Shares That may be Offered Hereby

Shares Owned After the Offering

Number

Percentage

SILV Fund, Ltd. (11)

540,054

540,054

0

0

(11) Shares listed under “Number of Shares Owned Before the Offering” consists of 540,054 shares held by SILV Fund, Ltd. Sirenia Capital Management LP, or Sirenia, serves as the investment manager to SILV Fund, Ltd. and, as a result, maintains voting and investment power with respect to the securities held by SILV Fund, Ltd. Sirenia Capital Management GP LLC, or Sirenia GP, is the general partner of Sirenia. Alex Silverstein is the managing member of Sirenia GP. Each of SILV Fund, Ltd., Sirenia GP and Mr. Silverstein disclaims beneficial ownership over such securities. The address of SILV Fund, Ltd. is c/o Sirenia Capital Management LP, 1674 Meridian Avenue, Suite 320, Miami Beach, FL 33139.

All of the other portions of the prospectus remain unchanged.

This Prospectus Supplement No. 1 is not complete without, and may not be utilized except in connection with, the prospectus, including any amendments or supplements thereto. This Prospectus Supplement No. 1 is qualified by reference to the prospectus, except to the extent that the information provided by this Prospectus Supplement No. 1 supersedes information contained in the prospectus. Capitalized terms used in this Prospectus Supplement No. 1 and not otherwise defined herein have the meanings specified in the prospectus.

Our common stock is listed on The Nasdaq Capital Market, or Nasdaq, under the symbol “KRRO.” On May 12, 2026, the closing price for our common stock, as reported on Nasdaq, was $11.22 per share.

Investing in these securities involves certain risks. See “Risk Factors” on page 6 of the prospectus as well as those included in any accompanying prospectus and in the documents incorporated by reference in this prospectus for a discussion of the factors you should carefully consider before deciding to purchase these securities.

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. Any representation to the contrary is a criminal offense.

The date of this Prospectus Supplement No. 1 is May 12, 2026.

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