RedHill Biopharma (NASDAQ: RDHL) raises ATM capacity to $2.128M

Rhea-AI Filing Summary

RedHill Biopharma Ltd. amends its Form F-3 prospectus supplement to increase the amount of American Depositary Shares available under its At The Market sales agreement by up to $2,128,000. The supplement states this amount is in addition to $49,690 of ADSs previously sold under the same agreement.

The supplement cites General Instruction I.B.5 of Form F-3 and reports the aggregate market value of Ordinary Shares held by non-affiliates as $6,534,464 based on 59,949,221,000 Ordinary Shares held by non-affiliates (represented by 5,994,922 ADSs and a per-ADS price of $1.09 as of April 30, 2026. The ADSs trade on Nasdaq under the symbol RDHL; the last reported sale price on June 26, 2026 was $0.8786 per ADS.

Insights

Capital Markets Analyst

Raises ATM capacity modestly under Form F-3 limit; public-float constraint applies.

The supplement increases the At The Market (ATM) offering capacity by $2,128,000 under the existing Sales Agreement with H.C. Wainwright & Co., adding to $49,690 previously sold. The disclosure cites General Instruction I.B.5 of Form F-3 as the governing resale limitation.

Practical dependencies include the public float cap and prior 12-month sales; the filing notes a $6,534,464 aggregate market value of shares held by non-affiliates used to calculate the available ATM capacity. Additional prospectus supplements will be filed if further sales are made.

Key Figures

ATM offering capacity increase: $2,128,000 Previously sold under Sales Agreement: $49,690 Aggregate market value of non-affiliate shares: $6,534,464 +4 more

7 metrics

ATM offering capacity increase $2,128,000 Prospectus Supplement dated June 29, 2026

Previously sold under Sales Agreement $49,690 Aggregate gross proceeds from 54,954 ADSs sold in prior 12 months

Aggregate market value of non-affiliate shares $6,534,464 Calculated pursuant to General Instruction I.B.5 of Form F-3 as of April 30, 2026 price

Ordinary Shares held by non-affiliates 59,949,221,000 shares Used to compute non-affiliate market value

ADS equivalence reported 5,994,922 ADSs Represents non-affiliate Ordinary Shares at 10,000 Ordinary Shares per ADS

Per-ADS price (used) $1.09 Closing price per ADS on April 30, 2026

Last reported ADS sale price $0.8786 Last reported sale price on Nasdaq on June 26, 2026

Key Terms

At The Market (ATM) Offering, American Depositary Shares (ADSs), General Instruction I.B.5 of Form F-3, public float

4 terms

At The Market (ATM) Offering financial

"offering, issuance and sale by us of shares of American Depositary Shares ... under the At The Market Offering Agreement"

American Depositary Shares (ADSs) financial

"American Depositary Shares (the “ADSs”), each representing ten thousand (10,000) of our ordinary shares"

A U.S.-listed certificate that stands for a specific number of shares in a non‑U.S. company held by a U.S. bank, making the foreign stock tradable on American exchanges in dollars. Think of it like a local voucher that represents ownership of an overseas product — it lets U.S. investors buy and sell foreign companies without handling foreign currency or foreign brokerage accounts, but it can affect dividends, voting rights, fees, liquidity and exposure to currency and regulatory differences.

General Instruction I.B.5 of Form F-3 regulatory

"After giving effect to the $2,178,154 offering limit imposed by General Instruction I.B.5 of Form F-3"

public float financial

"one-third of our outstanding voting and non-voting common equity held by non-affiliates (the “public float”)"

Public float is the total number of a company's shares that are available for trading by the general public. It excludes shares held by company insiders or large stakeholders who are unlikely to sell them easily. This figure helps investors understand how much of the company's stock is actively available, which can influence its liquidity and how easily its price might change.

Offering Details

ATM

Offering

Offering Type ATM

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Available on EDGAR 06/29/2026 - 07:00 AM Accepted by SEC EDGAR 06/29/2026 - 07:00 AM Learn about SEC filing dates

FAQ

What change did RedHill Biopharma (RDHL) make to its ATM program?

They increased the ATM offering capacity by $2,128,000. The prospectus supplement states this amount is incremental to $49,690 previously sold under the Sales Agreement with H.C. Wainwright & Co.

How does General Instruction I.B.5 of Form F-3 affect RDHL's sale capacity?

It limits sales to one-third of the public float while under $75.0 million. The supplement cites this rule and reports a $6,534,464 public-float figure used in the calculation.

How many ADSs and ordinary shares underlie the public-float calculation for RDHL?

The filing reports 59,949,221,000 Ordinary Shares held by non-affiliates, represented by 5,994,922 ADSs. That figure, with a per-ADS price of $1.09 on April 30, 2026, produced the $6,534,464 market value.

What proceeds has RDHL generated under the Sales Agreement to date?

RDHL reports $49,690 in aggregate gross proceeds previously sold under the Sales Agreement. The prospectus supplement states 54,954 ADSs were sold in the 12 months prior to and including the supplement date.

On what exchange and at what recent price do RDHL ADSs trade?

ADSs are listed on Nasdaq under the symbol RDHL. The supplement notes a closing price used for calculations of $1.09 per ADS on April 30, 2026, and a last reported sale price of $0.8786 on June 26, 2026.

Filed pursuant to Rule 424(b)(5) 

Registration No. 333-281417

PROSPECTUS SUPPLEMENT No. 4

(To Prospectus dated August 19, 2024)

Up to $2,128,000

American Depositary Shares each representing ten thousand (10,000) Ordinary Shares

RedHill Biopharma Ltd.

This prospectus supplement dated June 29, 2026 (this “Prospectus Supplement”), supplements the information in the prospectus, dated August 19, 2024, forming a part of our registration statement on Form F-3 (Registration No. 333-281417) that we filed with the Securities and Exchange Commission on August 9, 2024, as supplemented by our prospectus supplements dated February 3, 2025, November 26, 2025, and May 7, 2026 (collectively, the “Prospectus”). This Prospectus Supplement should be read in conjunction with the Prospectus, and is qualified by reference thereto, except to the extent that the information herein amends or supersedes the information contained in the Prospectus. This Prospectus Supplement is not complete without, and may only be delivered or utilized in connection with, the Prospectus, and any future amendments or supplements thereto. This Prospectus Supplement supplements or amends only those sections of the Prospectus identified in this Prospectus Supplement; all other sections of the Prospectus remain unchanged.

The Prospectus, as supplemented by this Prospectus Supplement, relates to the offering, issuance and sale by us of shares of American Depositary Shares (the “ADSs”), each representing ten thousand (10,000) of our ordinary shares (“Ordinary Shares”), par value NIS 0.01 per share, that may be issued and sold from time to time under the At The Market Offering Agreement, that we entered into with H.C. Wainwright & Co., LLC (“Wainwright”), on February 3, 2025 (the “Sales Agreement”).

We are filing this Prospectus Supplement to supplement and amend the Prospectus to increase the maximum aggregate offering amount of the ADSs that may be offered, issued and sold under the Sales Agreement from and after the date hereof. After giving effect to the $2,178,154 offering limit imposed by General Instruction I.B.5 of Form F-3 and deducting amounts offered and sold pursuant to General Instruction I.B.5 of Form F-3 in the 12 calendar months prior to the date of this prospectus supplement, we may offer and sell additional ADSs having an aggregate offering price of up to $2,128,000 from time to time through the sales agent in accordance with the terms of the Sales Agreement, which amount is in addition to the aggregate of $49,690 of ADSs previously sold pursuant to the Prospectus and in accordance with the Sales Agreement.

As of the date of this Prospectus Supplement, the aggregate market value of our outstanding Ordinary Shares held by non-affiliates pursuant to General Instruction I.B.5 of Form F-3 is $6,534,464, based on 59,949,221,000 Ordinary Shares outstanding held by non-affiliates (which would be represented by 5,994,922 ADSs), and a per ADS price of $1.09 per ADS, the closing price of the ADSs on April 30, 2026, as reported on the Nasdaq Capital Market (“Nasdaq”). As of the date hereof, we have sold 54,954 ADSs under the Sales Agreement for aggregate gross proceeds of approximately $49,690 pursuant to General Instruction I.B.5 of Form F-3 during the 12 calendar months prior to and including the date of this Prospectus Supplement. Pursuant to General Instruction I.B.5 of Form F-3, in no event will we sell securities pursuant to the registration statement of which this Prospectus Supplement forms a part in a public primary offering with a value exceeding one-third of our outstanding voting and non-voting common equity held by non-affiliates (the “public float”) in any 12 calendar month period so long as our public float remains below $75.0 million. In the event that we may sell additional amounts under the Sales Agreement, we will file another prospectus supplement prior to making such additional sales.

The ADSs are listed on Nasdaq under the symbol “RDHL.” On June 26, 2026, the last reported sale price of the ADSs on Nasdaq was $0.8786 per ADS.

Investing in our securities involves a high degree of risk. Please read “Risk Factors” beginning on page S-8 of the prospectus supplement dated February 3, 2025, on page 5 of the prospectus, dated August 19, 2024, and under similar headings in the documents incorporated by reference into such prospectus supplement and prospectus.

None of the United States Securities and Exchange Commission, any state securities commission or any other regulatory body, has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement or the accompanying base prospectus. Any representation to the contrary is a criminal offense.

H.C. Wainwright & Co.

The date of this Prospectus Supplement is June 29, 2026.