Aptevo Therapeutics Inc. 8-K

What Happened
Aptevo Therapeutics Inc. announced on Jan. 9, 2026 (filed 8-K) that it entered into a Standby Equity Purchase Agreement with YA II PN, Ltd. (Yorkville) on Jan. 8, 2026. The agreement gives Aptevo the right, but not the obligation, to sell up to $60.0 million of its common stock to Yorkville over the 36 months following execution, subject to conditions including an effective SEC registration statement.

Key Details

• Commitment amount: $60.0 million available for sales of common stock over 36 months; price for each advance generally set at 96% of the lowest daily VWAP over a three-consecutive-trading-day period.
• Fees: $25,000 structuring fee paid; commitment fee equals 2.00% of the $60M commitment (i.e., $1.2M) payable in five equal quarterly installments; first installment due within five days of the agreement. Company may pay the 4th and 5th installments in shares under certain conditions.
• Nasdaq and ownership limits: Exchange Cap of 199,466 shares (19.99% of outstanding shares at signing) unless stockholder approval is obtained or the average price of sales equals or exceeds $8.753/share; Yorkville and affiliates capped at beneficial ownership of 9.99% of outstanding shares.
• Sales subject to conditions: Yorkville’s purchases are conditioned on, among other things, the Company filing and obtaining an effective registration statement covering the Advance Shares.

Why It Matters
This agreement provides Aptevo with an on-demand equity financing option to raise up to $60M when needed, while limiting immediate dilution by requiring SEC registration and respecting Nasdaq and ownership caps. Investors should note the potential for future share issuance under this facility, the pricing mechanism tied to VWAP (which may affect proceeds per share), and the commitment fees that increase the effective cost of this financing. The press release and the agreement are filed as exhibits to the 8-K.