Vaxcyte closes $575 million convertible notes offering and stock sale

Vaxcyte, Inc. consummated the sale and issuance of $575,000,000 aggregate principal amount of its 1.50% Convertible Senior Notes due 2032 to certain underwriters on October 9, 2026.¹ The notes were issued under an indenture dated October 9, 2026 between Vaxcyte and U.S. Bank Trust Company, National Association, as trustee, supplemented by a First Supplemental Indenture of the same date.¹

The notes are senior, unsecured obligations accruing interest at 1.50% per annum, payable semi-annually on April 15 and October 15 each year beginning April 15, 2027, and will mature on October 15, 2032 unless earlier repurchased, redeemed or converted.¹ The initial conversion rate is 11.1607 shares of common stock per $1,000 principal amount of notes, representing an initial conversion price of approximately $89.60 per share.¹

Alongside the debt deal, Vaxcyte also ran an equity offering. On October 6, 2026, the company entered into an underwriting agreement with Jefferies LLC and Leerink Partners LLC for the issuance and sale of 7,412,500 shares of common stock at $64.00 per share, plus pre-funded warrants to purchase 400,000 shares at $63.999 per warrant.¹ Vaxcyte also granted the equity underwriters a 30-day option to purchase up to an additional 1,171,875 shares, which was exercised in full on October 7, 2026.¹

On the debt side, Vaxcyte agreed to issue $500,000,000 in notes to the debt underwriters and granted a 30-day over-allotment option for up to an additional $75.0 million in notes, which was also exercised in full on October 7, 2026.¹

Net proceeds from the equity offering and the debt offering, including the exercised options, were approximately $544.3 million and $558.7 million respectively, after deducting underwriting discounts, commissions and other estimated expenses.¹ Both offerings closed on October 9, 2026.¹ Both offerings were made under Vaxcyte's effective Form S-3 registration statement, No. 333-279735, previously filed with the SEC.¹