CAMP4 Therapeutics Completes Second Closing of Private Placement (~$50M)

What Happened

• CAMP4 Therapeutics (CAMP) filed an 8-K on August 4, 2026 reporting an amendment to its September 9, 2025 Securities Purchase Agreement and the completion of the Second Closing of its previously announced private placement on August 3, 2026. The Second Closing followed a July 2026 regulatory milestone: Australia’s TGA and a local HREC cleared CAMP4 to start a Phase 1/2 trial of CMP-002 for SYNGAP1‑related disorder.
• At the Second Closing the company issued and sold 10,756,498 common shares at $1.53 per share and 21,925,368 pre‑funded warrants at $1.5299 each. Certain management and co‑founders purchased an additional 39,306 shares at $1.65 each. The Second Closing generated approximately $50.1 million in gross proceeds (before placement agent fees and expenses). An earlier Initial Closing on September 11, 2025 raised roughly $50.1 million as well.

Key Details

• Second Closing date: August 3, 2026; 10,756,498 shares at $1.53 and 21,925,368 pre‑funded warrants at $1.5299.
• Initial Closing (Sept 11, 2025): 26,681,053 shares and 6,003,758 pre‑funded warrants; each closing brought ~ $50.1M gross.
• Pre‑funded warrants: $0.0001 exercise price, exercisable any time, no expiration, cashless net‑exercise option; exercise limited to avoid >19.99% beneficial ownership.
• The Securities are subject to the Registration Rights Agreement dated September 9, 2025. The Second Closing was enabled by achieving the CTA milestone (TGA/HREC clearance) and a Price Threshold Waiver.

Why It Matters

• This transaction provides CAMP4 with additional cash (the second ~ $50.1M tranche; combined with the initial closing, roughly $100.2M gross raised across both closings) to support development activities, including the approved Australia Phase 1/2 trial of CMP‑002.
• Investors should note dilution from newly issued common shares and a large number of pre‑funded warrants that can convert to common stock (subject to ownership limits). The registration rights mean the company will seek to register the securities for resale, which can affect liquidity.
• The triggering of the second tranche was tied to a clinical milestone (regulatory clearance), linking near‑term financing to program progress rather than traditional market triggers.