Decoy Therapeutics closes $3.85 million warrant inducement transaction
The Houston biotech got holders to exercise Series B milestone warrants at a reduced price and issued new warrants for double the shares in exchange.
Decoy Therapeutics Inc. (NASDAQ: DCOY) entered into a warrant inducement letter agreement on September 22, 2026 with a holder of its outstanding Series A, Series B and Series C milestone-based common warrants, all originally issued June 29, 2026. Under the deal, the holder agreed to exercise for cash, in full, the Series B Milestone Warrants to purchase an aggregate of 1,184,434 shares of the company's common stock.1
The company agreed to reduce the exercise price of the Series B warrants from $5.91 per share to $3.25 per share, and also cut the exercise price of the outstanding Series A and Series C Milestone Warrants to $3.25 per share, leaving other terms of those warrants unchanged.1 The Series B warrants were exercised on September 22, 2026, with the transaction closing the following day, and the exercise generated aggregate gross proceeds of approximately $3.85 million before deducting placement agent fees and other expenses.1 The company said it plans to direct the net proceeds toward working capital and other corporate needs, per its stated intention.1
In exchange for the immediate exercise, Decoy issued new unregistered warrants on September 23, 2026 to purchase up to 2,368,868 shares, equal to 200% of the number of shares underlying the exercised Series B warrants.1 These new warrants carry a $3.25 exercise price, are exercisable immediately, expire on their fifth anniversary, and include standard anti-dilution and cashless exercise terms along with a 9.99% beneficial ownership cap.1 Decoy noted that the issuance and exercise of the new warrants do not require stockholder approval.1
Curvature Securities LLC served as placement agent for the transaction. Decoy first issued a press release on the deal, then followed with a second release correcting earlier language about whether the new warrants required stockholder approval, confirming they do not and are immediately exercisable.
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