Korro Bio, Inc. 8-K

What Happened

• Korro Bio, Inc. announced a private placement led by Venrock Healthcare Capital Partners expected to close on March 10, 2026. Under a subscription agreement, Korro agreed to sell 4,501,928 shares of common stock at $11.11 per share and pre‑funded warrants to acquire 3,148,836 shares at $11.109 per warrant, for gross proceeds of about $85.0 million (before placement agent fees and offering expenses).
• Placement agents include Citigroup, Cantor, Oppenheimer & Co., and William Blair. The pre‑funded warrants have a $0.001 exercise price, are immediately exercisable with no expiration, and include a beneficial‑ownership blocker (default 9.99%, adjustable up to 19.99% with notice). The securities were sold in a private placement under Section 4(a)(2) of the Securities Act.

Key Details

• Expected gross proceeds: ~ $85.0 million; Korro had $85.2 million in cash and equivalents as of Dec 31, 2025 (unaudited estimate).
• Securities issued: 4,501,928 common shares at $11.11 and 3,148,836 pre‑funded warrants at $11.109 each.
• Registration rights: Korro agreed to file a resale registration statement within 30 days of closing and use best efforts to have it declared effective within 60 days (90 days if SEC full review); investors receive customary indemnities and potential liquidated damages for delay.
• Investors include Venrock (lead) and others such as ADAR1 Capital, Balyasny, Driehaus, NEA and more.

Why It Matters

• The financing is intended to extend Korro’s cash runway into the second half of 2028 and fund advancement of its OPERA® RNA‑editing drug discovery pipeline, with remaining funds for working capital and general corporate purposes.
• For investors, the deal is dilutive (new shares + warrants) but provides meaningful near‑term capital to support research and development. The pre‑funded warrants limit immediate increases in voting ownership and the registration rights will allow holders to resell shares after the registration statement is effective.