HCW Biologics Inc. Announces $1.5M Financing via Pre‑Funded Warrants

What Happened

• On September 23, 2026, HCW Biologics Inc. (HCWB) entered a Securities Purchase Agreement with an existing institutional investor to sell 903,614 units at $1.6599 per unit for aggregate gross proceeds of approximately $1.5 million. Each unit includes one pre‑funded warrant (issued immediately) and the right to receive one common warrant upon stockholder approval. Maxim Group LLC is the sole placement agent.

Key Details

• Units sold: 903,614 units at $1.6599 per unit; gross proceeds ≈ $1.5 million (before offering expenses).
• Pre‑Funded Warrants: exercise price $0.0001, exercisable immediately, remain exercisable until fully exercised; exercise subject to a 9.99% beneficial ownership cap.
• Common Warrants (contingent on shareholder approval under Nasdaq Listing Rule 5635(d)): exercisable for up to 903,614 shares, $1.66 exercise price, 5.5‑year term, 4.99% ownership cap.
• Registration Rights: company must file an initial registration statement within 15 trading days of closing and use commercially reasonable efforts to have it declared effective within 60 days.
• Securities were sold to accredited investor(s) relying on Section 4(a)(2) and Rule 506(b) of Regulation D; press release issued September 24, 2026.

Why It Matters

• This transaction provides HCW with immediate, modest cash (≈ $1.5M) to support working capital and clinical development, but could lead to dilution if warrants are exercised.
• The common warrants will only be issued after a shareholder vote required by Nasdaq rules, so part of the financing (and potential dilution) depends on that approval.
• The registration commitments mean investors will likely be able to resell the issued shares once the SEC registration is effective.
• No operating results or executive changes were reported; this filing is focused on the financing arrangement.