Adaptin Bio files S-1 to register resale of 382,400 shares from private placement

Adaptin Bio, Inc. filed a Form S-1 with the Securities and Exchange Commission on August 28, 2026, registering shares tied to a prior private financing. The prospectus covers the resale of up to 382,400 outstanding shares of common stock sold to selling stockholders in a private placement offering called the "Follow-On Offering," along with up to 38,240 shares issuable upon exercise of placement agent warrants held by Laidlaw & Company (UK) Ltd. or its designees.¹

The company said it will not benefit financially from most of this registration. Adaptin will not receive proceeds from the resale by the selling stockholders, but will receive proceeds from any exercise of the placement agent warrants for cash.¹ Adaptin will bear all costs of registering the securities, while selling stockholders will cover any commissions tied to their own sales.¹

The placement agent warrants carry specific terms. They have an exercise price of $5.00 per share, a term of five years from the final closing of the Follow-On Offering, and are exercisable for cash or on a cashless net exercise basis.¹ Placement agent warrants are currently outstanding covering a combined total of 388,326 shares of common stock, a figure that includes the warrants issued as part of the Follow-On Offering.¹

As of the filing date, Adaptin's common stock trades on the OTCQB Venture Market under the symbol "APTN," with a last quoted price of $6.27 per share on August 25, 2026.¹ The company reported 9,244,937 shares of common stock outstanding as of that same date.¹

On the clinical side, Adaptin disclosed that an investigator-initiated Phase I trial titled "A Phase I Study of hEGFRvIII-CD3 bi-scFv (BRiTE) in Patients with WHO Grade IV Malignant Glioma" opened for enrollment at Duke University in August 2026.¹ The company also stated its first product is not expected to be commercialized until at least 2028, if at all.¹