OnKure amends ATM prospectus, drops Form S-3 offering cap

OnKure Therapeutics filed a prospectus supplement dated August 4, 2026 to amend its at-the-market equity offering program. The company said it filed the amendment because it is no longer subject to General Instruction I.B.6 of Form S-3, which limits the amounts a company may sell under that type of registration statement.¹ OnKure said if it becomes subject to the offering limits again in the future, it will file another prospectus supplement.¹

The underlying program traces back to a sales agreement dated November 6, 2025. That agreement, between OnKure and Leerink Partners LLC, covers the offer and sale of shares of OnKure's Class A common stock.¹ As of August 4, 2026, OnKure said it had not yet offered or sold any shares of Class A common stock under the prospectus.¹

OnKure's Class A common stock trades on the Nasdaq Global Market under the ticker "OKUR."¹ The company reported that the aggregate market value of its outstanding Class A common stock held by non-affiliates, as of August 3, 2026 and calculated under Form S-3's General Instruction I.B.6, was $167.3 million, based on 36,368,892 shares outstanding held by non-affiliates at a $4.60 closing price on July 6, 2026.¹

Under the sales agreement, OnKure is registering the offer and sale of Class A common stock with an aggregate offering price of up to $100,000,000, to be sold from time to time through or to Leerink Partners acting as agent or principal.¹ Leerink Partners' compensation for shares sold under the agreement will be up to 3.0% of the gross proceeds from the sales price per share.¹

OnKure identified itself as an "emerging growth company" and "smaller reporting company" under federal securities laws, which subjects it to reduced public company reporting requirements.¹