Aclaris prices stock and warrant offering, expects $46.7 million net proceeds

Aclaris Therapeutics entered into an underwriting agreement on October 27, 2026 with Leerink Partners LLC, Piper Sandler & Co. and Cantor Fitzgerald & Co. as representatives of the underwriters, to issue and sell 7,785,714 shares of common stock and pre-funded warrants to purchase 6,500,000 shares of common stock, in an underwritten offering pursuant to an effective registration statement on Form S-3.¹

The offering price is $3.50 per share of common stock and $3.49999 per pre-funded warrant.¹ Aclaris estimates net proceeds from the offering will be approximately $46.7 million, after deducting underwriting discounts and commissions and estimated offering expenses.¹ That net figure is after fees and expenses are subtracted from the gross sale of the securities.

The closing of the offering is expected to occur on October 28, 2026, subject to customary closing conditions.¹

The pre-funded warrants carry specific terms. They have a per share exercise price of $0.00001, subject to proportional adjustments for stock splits or combinations, and are exercisable at any time after issuance, with no expiration until exercised in full.¹ A holder may not exercise the warrants if doing so would push its beneficial ownership above 9.99% of outstanding common stock, though holders may raise that cap to as high as 19.99% with 61 days' notice to the company.¹

Cooley LLP provided a legal opinion on the shares and warrants, filed as Exhibit 5.1 to the Form 8-K.¹ The filing was signed by Chief Financial Officer Kevin Balthaser.