Valion Bio expects $1.5 million preferred stock closing with 3i, LP on Aug. 17

Valion Bio, Inc. reported in an 8-K dated August 17, 2026 that it entered a letter agreement with 3i, LP on August 17, 2026 under which the company agreed to issue to 3i 1,500 shares of Series B Preferred Stock at $1,000 per share along with Series B Warrants, for an aggregate purchase price of $1,500,000, with the closing expected to occur on or about August 17, 2026.¹ The filing does not confirm the closing was completed. Valion Bio and 3i said they are continuing to negotiate in good faith on additional funding tranches, but no definitive agreements are currently in place.¹

Under the same letter agreement, Valion Bio, 3i and other purchasers from a December 9, 2025 Series C preferred stock purchase agreement will enter a royalty agreement dated August 17, 2026, under which those purchasers will receive cash payments totaling 5% of gross revenue from third parties earned by Velocity Bioworks, Inc., a wholly-owned subsidiary of the company, for ten years.¹

Separately, on August 16, 2026 the company appointed Lisa Wolf as Chief Operating Officer effective immediately, while she remains Chief Financial Officer.¹ Effective the same day, Michael K. Handley was terminated from his position as Chief Executive Officer.¹

The filing also disclosed preliminary results from an August 14, 2026 special stockholder meeting. Stockholders approved granting the board discretionary authority to effect a reverse stock split of between 1-for-5 and 1-for-50 within twelve months of the meeting, without further stockholder approval,¹ with 1,243,030 votes for and 697,127 against.¹ The company noted the voting results are preliminary and subject to change, with any amended final results to be filed within four business days of being known.¹