Sagimet Biosciences ends offering with no shares sold

No shares had been sold under the Sales Agreement, and future sales require a new prospectus supplement.

Rhea-AI Filing Summary

Sagimet Biosciences Inc. suspended its at-the-market sales through Leerink Partners LLC and terminated the continuous offering under its prospectus supplement, effective September 30, 2026. The company had sold no shares under the Sales Agreement as of September 30, 2026. It will not make further sales unless and until a new prospectus supplement is filed; the Sales Agreement remains in full force and effect.

Key Figures

Shares sold: 0 shares Par value: $0.0001 per share

2 metrics

Shares sold 0 shares Under the Sales Agreement as of September 30, 2026

Par value $0.0001 per share Series A common stock

Key Terms

at-the-market transactions, continuous offering, Sales Agreement

3 terms

at-the-market transactions financial

"pursuant to at-the-market transactions"

An at-the-market transaction is a way for a company to sell newly issued shares directly into the open market at the prevailing market price, typically through a broker who places the shares gradually over time. Think of it as a homeowner quietly selling slices of a large pie at whatever the shop is asking that day; it lets the company raise cash flexibly without a big one-time offering, but can slightly reduce each existing shareholder’s ownership and may put modest downward pressure on the stock price depending on timing and volume.

continuous offering financial

"terminate the continuous offering by us"

Sales Agreement financial

"entered into a Sales Agreement"

A sales agreement is a written contract that sets out the terms for selling goods, services, or assets, specifying price, delivery, payment schedule and responsibilities of each side. For investors it matters because it creates a predictable stream of revenue or cash obligations, clarifies timing and risk, and can change a company’s value or forecasts much like a signed order turns a customer’s verbal intent into a firm commitment.

Offering Details

ATM

Offering

Offering Type ATM

Securities Offered Series A common stock

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

When did SGMT suspend its ATM offering?

Sagimet Biosciences suspended the ATM and terminated the continuous offering effective September 30, 2026. The Sales Agreement remains in full force and effect.

Did SGMT sell any shares under the ATM?

No shares had been sold under the Sales Agreement as of September 30, 2026. Sagimet Biosciences will not make further sales unless and until a new prospectus supplement is filed.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/30/2026 - 08:40 AM Accepted by SEC EDGAR 09/30/2026 - 06:05 AM Learn about SEC filing dates

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-281582

SUPPLEMENT NO 1. DATED September 30, 2026

TO PROSPECTUS SUPPLEMENT DATED August 14, 2025

(To Prospectus dated August 26, 2024)

This Supplement No. 1 to Prospectus Supplement (this “Supplement”) supplements and amends the Prospectus Supplement dated August 14, 2025 (the “Prospectus Supplement”). This Supplement should be read in conjunction with the Prospectus Supplement and the accompanying base prospectus (the “Prospectus”). This Supplement is qualified by reference to the Prospectus Supplement, except to the extent that the information presented herein supersedes the information contained in the Prospectus Supplement.

On August 14, 2025, we entered into a Sales Agreement (the “Sales Agreement”) with Leerink Partners LLC (“Leerink Partners”) relating to shares of our Series A common stock, par value $0.0001 per share (the “Common Stock”), offered by the Prospectus Supplement and the accompanying Prospectus. In accordance with the terms of the Sales Agreement, we may offer and sell shares of Common Stock from time to time through Leerink Partners, acting as our sales agent, pursuant to at-the-market transactions (the “ATM”). As of the date of this Supplement, we have not sold any shares of Common Stock pursuant to the Sales Agreement.

The purpose of this Supplement is to suspend the ATM and to terminate the continuous offering by us under the Prospectus Supplement, effective on September 30, 2026. We will not make any sales of Common Stock pursuant to the Sales Agreement unless and until a new prospectus supplement is filed with the Securities and Exchange Commission; however, the Sales Agreement remains in full force and effect.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this Supplement No. 1 to Prospectus Supplement is September 30, 2026.