Faeth Therapeutics (NASDAQ: SNSE) launches $150M at-the-market stock program
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Faeth Therapeutics, Inc. established an at-the-market stock offering program that allows it to sell common stock with an aggregate offering price of up to $150,000,000 through TD Securities (USA) LLC under a new Sales Agreement. The agent will earn a commission of up to 3.0% on shares sold.
The company also reported that on June 15, 2026, 24,435.594 shares of its Series B Non-Voting Convertible Preferred Stock automatically converted into 24,435,594 shares of common stock, resulting in 25,778,754 shares of common stock outstanding as of that date.
Positive
- None.
Negative
- None.
Insights
Faeth adds ATM flexibility and simplifies capital structure.
Faeth Therapeutics put an at-the-market equity program in place, permitting up to $150,000,000 of common stock sales through TD Securities. The agent’s commission is capped at 3.0% of gross proceeds, and Faeth can suspend or terminate the arrangement at any time.
ATM facilities are typically used to raise equity gradually, often aligning issuance with market conditions. The same disclosure shows automatic conversion of Series B Non-Voting Convertible Preferred into 24,435,594 common shares, with total common shares outstanding at 25,778,754 as of June 15, 2026, indicating a more streamlined equity structure.
8-K Event Classification
3 items: 1.01, 8.01, 9.01
3 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
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.
Key Figures
ATM capacity: $150,000,000 aggregate offering price
Agent commission: Up to 3.0% of gross sales price
Preferred shares converted: 24,435.594 shares
+2 more
5 metrics
ATM capacity
$150,000,000 aggregate offering price
Common stock sale capacity under ATM Prospectus
Agent commission
Up to 3.0% of gross sales price
TD Securities (USA) LLC fee on ATM share sales
Preferred shares converted
24,435.594 shares
Series B Non-Voting Convertible Preferred Stock converted on June 15, 2026
Common issued on conversion
24,435,594 shares
Common stock received from Series B preferred conversion
Common shares outstanding
25,778,754 shares
Common stock outstanding as of June 15, 2026
Key Terms
Sales Agreement, at the market offerings, Registration Statement on Form S-3, Series B Non-Voting Convertible Preferred Stock, +1 more
5 terms
Sales Agreement financial
"entered into a Sales Agreement (the “Agreement”) with TD Securities (USA) LLC"
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.
at the market offerings financial
"transactions that are deemed to be “at the market offerings” as defined in Rule 415(a)(4)"
At-the-market offerings are a way for a company to raise cash by selling newly issued shares directly into the open market at the current trading price through a broker, rather than in a single large sale. Think of it like topping up a gas tank a little at a time at whatever the pump price is; it gives the company flexibility to raise money when conditions are favorable but can increase the number of shares outstanding and dilute existing investors, and frequent or large sales can put downward pressure on the stock price.
Registration Statement on Form S-3 regulatory
"offered and sold pursuant to a Registration Statement on Form S-3 filed by the Company"
A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.
Series B Non-Voting Convertible Preferred Stock financial
"24,435.594 shares of the Company’s Series B Non-Voting Convertible Preferred Stock automatically converted"
A Series B non-voting convertible preferred stock is a class of company shares that gives holders financial priority—such as fixed dividends and first claim on assets if the company is sold—while not granting voting rights. It can be converted into regular common shares under set conditions, which matters to investors because conversion can increase upside participation but also dilute existing owners; the preference reduces downside risk like a safety buffer.
aggregate offering price financial
"the Company may sell Common Stock having an aggregate offering price of up to $150,000,000"
The aggregate offering price is the total dollar amount that will be raised if all the securities in an offering are sold at the stated offering price, before fees or expenses are taken out. Investors use it to gauge the size of the fundraising and its potential effects—such as how much cash the company will get and how much existing ownership might be reduced—similar to totaling every item’s price in a shopping cart to see the full bill.
FAQ
What at-the-market (ATM) program did Faeth Therapeutics (SNSE) establish?
Faeth Therapeutics set up an at-the-market stock program allowing sales of common stock with an aggregate offering price of up to $150,000,000 through TD Securities (USA) LLC as sales agent under a new Sales Agreement and related Form S-3 registration.
How is TD Securities compensated under Faeth Therapeutics (SNSE) ATM agreement?
TD Securities (USA) LLC will receive a commission of up to 3.0% of the aggregate gross sales price per share of Faeth Therapeutics’ common stock sold under the at-the-market Sales Agreement, using commercially reasonable efforts based on the company’s instructions.
What preferred stock conversion did Faeth Therapeutics (SNSE) report?
On June 15, 2026, 24,435.594 shares of Faeth Therapeutics’ Series B Non-Voting Convertible Preferred Stock automatically converted into an aggregate of 24,435,594 shares of common stock, reflecting the terms of that preferred stock’s convertibility into common equity.
Under what registration is Faeth Therapeutics (SNSE) ATM stock program conducted?
The at-the-market stock program is conducted under a Registration Statement on Form S-3 filed June 18, 2026, and an ATM Prospectus that forms part of that registration, covering the potential sale of common stock up to $150,000,000 in aggregate offering price.