STOCK TITAN

Solid Biosciences (NASDAQ: SLDB) sets $200M stock sale capacity

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Solid Biosciences Inc. filed a prospectus supplement on August 6, 2026 under its universal shelf registration statement on Form S-3 (File No. 333-287325), covering the offer and sale of up to $200.0 million of common stock pursuant to an Amended and Restated Sales Agreement with Jefferies LLC.

This new supplement follows a prior prospectus supplement under a different Form S-3 that permitted up to $85.0 million of common stock sales; as of the new filing, the company has issued and sold shares for aggregate gross proceeds of approximately $85.0 million under that earlier capacity and will no longer use it for additional sales. A legal opinion from Wilmer Cutler Pickering Hale and Dorr LLP regarding the shares is filed as Exhibit 5.1, and offerings will be made only by means of the new prospectus supplement and base prospectus.

Positive

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Negative

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Filing Explained

The August 6 8-K reports a prospectus supplement establishing up to $200.0 million of registered common-stock selling capacity under an effective shelf, but it does not document a sale under that new capacity; if used, issuing additional shares could dilute existing holders’ percentage ownership.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
New common stock capacity $200.0 million Total common stock that may be offered under the August 6, 2026 prospectus supplement
Prior supplement capacity $85.0 million Aggregate offering price of common stock covered by the prior prospectus supplement
Gross proceeds realized $85.0 million Aggregate gross sale proceeds from shares sold under the Sales Agreement and Prior Prospectus Supplement
S-3 effectiveness date May 27, 2025 Date the Form S-3 (File No. 333-287325) was declared effective by the SEC
Sales Agreement date March 13, 2024 Date of the Amended and Restated Sales Agreement with Jefferies LLC
universal shelf registration statement regulatory
"under the Company’s universal shelf registration statement on Form S-3"
A universal shelf registration statement is a standing registration filed with regulators that lets a company and authorized sellers offer and sell many kinds of securities (stock, bonds, warrants, etc.) over time without filing a new registration each time. For investors it matters because it gives the issuer the flexibility to raise cash or let insiders sell shares quickly, which can change the supply of securities, affect share price and dilution, and influence liquidity—like a store having a pre-approved plan to add new items to its shelves as needed.
prospectus supplement regulatory
"filed a prospectus supplement under the Company’s universal shelf registration"
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.
Form S-3 regulatory
"universal shelf registration statement on Form S-3 (File No. 333-287325)"
Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.
base prospectus regulatory
"The Shares are registered pursuant to the Registration Statement and the base prospectus"
A base prospectus is a detailed document that provides essential information about a financial offering, such as a bond or share issue. It acts like a comprehensive guide for investors, explaining what the investment involves, the risks involved, and how the process works. This helps investors make informed decisions before committing their money.
Registration Statement regulatory
"The Shares are registered pursuant to the Registration Statement and the base prospectus"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

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

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FAQ

What did Solid Biosciences (SLDB) report on August 6, 2026?

Solid Biosciences filed a prospectus supplement under its Form S-3 shelf to cover the offer and sale of up to $200.0 million of common stock pursuant to an Amended and Restated Sales Agreement with Jefferies LLC.

How large is Solid Biosciences’ new common stock capacity under the latest supplement?

The new prospectus supplement covers up to $200.0 million of Solid Biosciences common stock. These shares are registered under the company’s Form S-3 universal shelf registration statement and may be sold pursuant to a Sales Agreement with Jefferies LLC.

What happened to Solid Biosciences’ prior $85.0 million prospectus supplement?

A prior prospectus supplement allowed sales of up to $85.0 million of common stock. Solid Biosciences has already issued and sold shares for aggregate gross proceeds of about $85.0 million under it and will not make further offers or sales using that prior supplement.

Which registration statement now covers the new Solid Biosciences (SLDB) offering?

The new offering is covered by Solid Biosciences’ universal shelf registration statement on Form S-3 (File No. 333-287325), filed May 15, 2025 and declared effective by the SEC on May 27, 2025.

Who is Solid Biosciences’ sales agent under the common stock Sales Agreement?

Solid Biosciences sells common stock pursuant to an Amended and Restated Sales Agreement with Jefferies LLC, dated March 13, 2024. The new prospectus supplement allows continued use of this agreement for future common stock offerings.
false 0001707502 0001707502 2026-08-06 2026-08-06
 
 

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): August 6, 2026

 

 

Solid Biosciences Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-38360   90-0943402
(State or Other Jurisdiction
of Incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)
500 Rutherford Avenue  
Charlestown, Massachusetts     02129
(Address of Principal Executive Offices)     (Zip Code)

Registrant’s Telephone Number, Including Area Code: (617) 337-4680

 

(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:

 

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 each exchange
on which registered

Common Stock $0.001 par value per share   SLDB   The Nasdaq Global Select Market

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 August 6, 2026, Solid Biosciences Inc. (the “Company”) filed a prospectus supplement (the “Prospectus Supplement”) under the Company’s universal shelf registration statement on Form S-3 (File No. 333-287325) that was originally filed with the Securities and Exchange Commission (the “SEC”) on May 15, 2025 and was declared effective by the SEC on May 27, 2025 (the “Registration Statement”), relating to the offer and sale of a total of up to $200.0 million of shares of the Company’s common stock, par value $0.001 per share (the “Shares”), pursuant to an Amended and Restated Sales Agreement, dated March 13, 2024, with Jefferies LLC (the “Sales Agreement”). The Company had filed a prior prospectus supplement to the Company’s universal shelf registration statement on Form S-3 (File No. 333-277871) with the SEC on May 15, 2025 (the “Prior Prospectus Supplement”) relating to the offer and sale of shares of the Company’s common stock having an aggregate offering price of up to $85.0 million pursuant to the Sales Agreement. As of the date of the Prospectus Supplement, the Company had issued and sold shares of common stock for aggregate gross sale proceeds of approximately $85.0 million pursuant to the Sales Agreement and the Prior Prospectus Supplement. Upon the filing of the Prospectus Supplement, the Company will not make any offers or sales of its common stock pursuant to the Prior Prospectus Supplement.

Wilmer Cutler Pickering Hale and Dorr LLP, counsel to the Company, has issued a legal opinion relating to the Shares. A copy of such legal opinion, including the consent included therein, is attached as Exhibit 5.1 hereto.

The Shares are registered pursuant to the Registration Statement and the base prospectus contained therein, and offerings for the Shares will be made only by means of the Prospectus Supplement. This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.


Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits:

Exhibit

 

Number    Description
 5.1    Opinion of Wilmer Cutler Pickering Hale and Dorr LLP
23.1    Consent of Wilmer Cutler Pickering Hale and Dorr LLP (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, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    SOLID BIOSCIENCES INC.
Date: August 6, 2026     By:  

/s/ Alexander Cumbo

    Name:   Alexander Cumbo
    Title:   Chief Executive Officer

Filing Exhibits & Attachments

4 documents