Artiva Biotherapeutics, Inc. 8-K

What Happened
On May 8, 2026, Artiva Biotherapeutics, Inc. announced it entered into an underwriting agreement with Jefferies LLC, TD Securities (USA) LLC and Cantor Fitzgerald & Co. to sell 23,871,526 shares of common stock at $11.52 per share and pre-funded warrants to purchase 2,170,138 shares at $11.5199 per warrant. The offering is being made under an effective Form S-3 registration statement (File No. 333-289325). Gross proceeds to the company are expected to be approximately $300.0 million, before underwriting discounts, commissions and offering expenses. The closing is expected to occur on May 11, 2026, subject to customary closing conditions.

Key Details

• Shares offered: 23,871,526 common shares at $11.52 per share.
• Pre-funded warrants: 2,170,138 warrants at $11.5199 each (price equals per-share price less $0.0001 exercise price).
• Expected gross proceeds: ~ $300.0 million (before underwriting discounts/commissions and offering expenses).
• Closing expected: May 11, 2026 (subject to customary conditions). Pre-funded warrants exercisable immediately; exercise is limited so a holder (with affiliates) may not exceed 4.99% (or 9.99%) of outstanding shares unless the holder gives 61 days’ prior notice to raise that limit up to 19.99%.

Why It Matters
This filing documents a material equity financing that, if closed, would increase Artiva’s cash resources by roughly $300 million before fees. That capital raise is dilutive to existing shareholders when shares are issued or pre-funded warrants are exercised; the filing includes specific ownership caps and adjustment mechanics to limit immediate concentration. The offering remains subject to customary closing conditions and market factors, and the company included a legal opinion from Cooley LLP as an exhibit.