Inhibikase swaps RA Capital's common shares for pre-funded warrant

Inhibikase Therapeutics disclosed in an 8-K that on July 29, 2026, it entered into an exchange agreement with RA Capital Healthcare Fund, L.P., under which RA Capital exchanged 18,030,000 shares of Inhibikase common stock for a pre-funded warrant to acquire the same number of shares.¹

The warrant terms specify that the pre-funded warrant has an exercise price of $0.001 per underlying share, is immediately exercisable and has no expiration date.¹ The share count underlying the warrant is not fixed permanently, since the number of shares issuable upon exercise is subject to adjustment for certain corporate events, including stock dividends, splits, combinations and similar transactions.¹

The instrument also carries an ownership cap. The warrant includes a beneficial ownership blocker preventing exercise if it would push the holder's beneficial ownership, together with affiliates, above 9.99% of Inhibikase's then-outstanding common stock.¹ That cap is not fixed either, as the threshold may be raised or lowered on 61 days' prior notice at the holder's discretion, but not above 19.99%.¹

On the regulatory side, Inhibikase stated that the pre-funded warrant was issued without registration in reliance on the exemption under Section 3(a)(9) of the Securities Act of 1933.¹ The company noted that the form of pre-funded warrant is filed as Exhibit 4.1 to the filing and that the description in the 8-K is qualified in its entirety by reference to that exhibit.¹

The filing was signed by Mark Iwicki, Chief Executive Officer, dated July 29, 2026.