Praxis Precision Medicines, Inc. SEC Filings

Praxis Precision Medicines announced an underwritten equity offering of 3,025,480 shares of common stock and pre-funded warrants to purchase up to 318,470 shares. The shares were priced at $157.00 each and the pre-funded warrants at $156.9999 per underlying share, reflecting a $0.0001 exercise price. The underwriters’ 30-day option to purchase up to 501,592 additional shares was exercised in full on October 17, 2025.

All securities are being sold by the company, with expected net proceeds of approximately $567.0 million after underwriting discounts and expenses, giving effect to the option exercise. Closing is expected on October 20, 2025, subject to customary conditions. The pre-funded warrants are immediately exercisable, permit cashless exercise, include 4.99% or 9.99% beneficial ownership limits (adjustable up to 19.99% on 61 days’ notice), and will not be listed on Nasdaq. The company plans to use proceeds to advance clinical programs, prepare for potential commercialization of late-stage assets, and for working capital, stating funding into 2028 when combined with existing cash.

Praxis Precision Medicines (PRAX) launched a primary offering of 3,025,480 shares of common stock at $157.00 per share and pre-funded warrants to purchase up to 318,470 shares at $156.9999 per underlying share. The company expects gross proceeds of $525,000,118.15, underwriting discounts of $31,500,009.00, and proceeds before expenses of $493,500,109.15. Underwriters have a 30-day option to buy up to 501,592 additional shares.

The company estimates net proceeds of approximately $493.0 million and plans to use them, together with existing cash, to fund R&D, prepare for potential commercialization of late-stage assets, advance earlier-stage programs, and for working capital and general purposes. Shares outstanding were 21,165,933 as of September 30, 2025, and are expected to be 24,191,413 immediately after the offering, excluding shares issuable upon exercise of the pre-funded warrants. The pre-funded warrants are exercisable at any time, carry a $0.0001 exercise price, and are subject to a 4.99% (or 9.99%) beneficial ownership limitation.

Praxis Precision Medicines (PRAX): insider transaction reported. Affiliated entities of Adage Capital reported multiple open‑market sales of Common Stock on 10/16/2025 across several tranches at weighted‑average prices ranging from $90.0025 to $140.0000. One disclosed tranche was 250,000 shares at $104.3095.

Following these sales, the reporting persons beneficially owned 2,060,175 PRAX shares indirectly. The securities are held by Adage Capital Partners, L.P., with Adage Capital Management, L.P. as investment manager; Robert Atchinson and Phillip Gross are managing members of related general partners. The reporting persons disclaim beneficial ownership except to the extent of any pecuniary interest.

Praxis Precision Medicines (PRAX) reported positive topline Phase 3 results for ulixacaltamide in essential tremor. In Study 1, the placebo-controlled parallel study, ulixacaltamide produced a statistically significant and clinically meaningful improvement in the mADL11 primary endpoint at Week 8 (p<0.0001), with effects evident from Week 2 and sustained through 12 weeks. All key secondary endpoints in Study 1 reached statistical significance.

In Study 2, a randomized withdrawal design, 55% of patients continuing ulixacaltamide maintained response versus 33% on placebo (p=0.0369; OR=2.7). The first key secondary endpoint (rate of disease improvement) was significant; PGI-C and CGI-S favored ulixacaltamide numerically. Ulixacaltamide was generally well tolerated, with no deaths and no drug-related serious adverse events; common adverse events included dizziness and brain fog. The company has requested a pre-NDA meeting with the FDA and plans to submit an NDA by early 2026, upon agreement with the agency.

Praxis Precision Medicines launched a primary offering of common stock and is also offering pre-funded warrants, with an underwriters’ 30‑day option to buy additional shares. The pre-funded warrants carry a $0.0001 per‑share exercise price and are subject to ownership limits. Proceeds are earmarked for R&D, late‑stage commercialization preparation, earlier‑stage programs, working capital and general corporate purposes.

The company reported positive topline Phase 3 Essential3 results for ulixacaltamide in essential tremor. In Study 1, the primary endpoint showed a 4.3‑point mean improvement in mADL11 at Week 8 (p<0.0001), sustained through 12 weeks, with all key secondary endpoints statistically significant. In Study 2, 55% maintained response on ulixacaltamide vs 33% on placebo (p=0.0369; OR=2.7).

Safety was generally consistent with prior experience: most common adverse events included constipation, dizziness, euphoric mood, brain fog, headache, paraesthesia and insomnia; there were no deaths and no drug‑related serious adverse events. Praxis has submitted a pre‑NDA meeting request to the FDA and plans to submit the NDA by early 2026.

Mitchell Dean J, a director of Praxis Precision Medicines, Inc. (PRAX), reported multiple option exercises and resulting share holdings on 09/24/2025. He acquired 1,932 shares via exercise at $14.36, 8,566 shares at $44.25 and 1,753 shares at $44.04, increasing his direct beneficial ownership to 17,251 shares. The related options have varying vesting histories: the $14.36 option fully vested 06/12/2024, the $44.25 option fully vested 06/05/2025, and the $44.04 option vests monthly over one year starting 06/26/2025. The reported transactions were filed by an attorney-in-fact on 09/25/2025.

Praxis Precision Medicines, Inc. filed a prospectus supplement for an "at the market" offering to sell up to $250,000,000 of common stock through TD Securities (USA) LLC (TD Cowen) as sales agent. The offering may be conducted from time to time on Nasdaq under ticker PRAX; the prospectus cites a last reported sale price of $44.94 per share on September 2, 2025. TD Cowen may receive commissions up to 3.0% of gross sales and will be treated as an underwriter for Securities Act purposes. The filing discloses 21,049,585 shares outstanding as of August 31, 2025 and illustrates an example issuance of 5,562,972 shares (assumed) resulting in up to 26,612,557 post-offering shares. Net tangible book value was $404.2 million ($19.21/share) as of June 30, 2025 and would be $646.4 million ($24.30/share) after the assumed sale, implying $20.64 per-share dilution to new investors. Proceeds are for research and clinical development, working capital and general corporate purposes. The prospectus emphasizes material risks, broad managerial discretion over proceeds, potential dilution, and incorporation by reference of SEC filings.

Adage Capital Management and two principals report beneficial ownership of 2,374,085 shares of Praxis Precision Medicines, Inc. (PRAX), representing 11.28% of the 21,045,781 shares outstanding as of July 31, 2025. The filing is a Schedule 13G/A indicating the stake is held in the ordinary course of business and not to influence control. The reported holdings are held directly by Adage Capital Partners, L.P. and are disclosed by Adage Capital Management, L.P., Robert Atchinson and Phillip Gross, each showing shared voting and dispositive power over 2,374,085 shares and no sole voting or dispositive power. The filing cites the issuers principal executive office in Boston and uses the CUSIP 74006W207.