CRESCENT BIOPHARMA, INC.
For the period ended Jul 14, 2026. Filed Jul 15, 2026.
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Jul 14, 2026 · Filed Jul 15, 2026
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Contents
Forward-Looking Statements
The Company cautions you that statements included in this report that are not a description of historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements regarding the completion of the offering, including the anticipated closing date, the exercise of the Underwriters’ option to purchase additional shares, the expected net proceeds from the offering and the anticipated use thereof. The inclusion of forward-looking statements should not be regarded as a representation by the Company that any of these results will be achieved. Actual results may differ from those set forth in this report due to the risks and uncertainties associated with market conditions and the satisfaction of customary closing conditions related to the offering, as well as risks and uncertainties inherent in the Company’s business, including those described in the Company’s prior filings with the SEC, including under the heading “Risk Factors” in its annual report on Form 10-K for the fiscal year ended December 31, 2025, its quarterly report on Form 10-Q for the quarter ended March 31, 2026, and any subsequent filings with the SEC. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. No representations or warranties (expressed or implied) are made about the accuracy of any such forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and the Company undertakes no obligation to revise or update this report to reflect events or circumstances after the date hereof, except as required by law.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
| Exhibit No. | Description |
| 1.1 | Underwriting Agreement, dated July 14, 2026, by and among Crescent Biopharma, Inc. and Jefferies LLC and TD Securities (USA) LLC, as representatives of the several underwriters named therein |
| 4.1 | Form of Pre-Funded Warrant |
| 5.1 | Opinion of Walkers (Cayman) LLP |
| 5.2 | Opinion of Latham & Watkins LLP |
| 23.1 | Consent of Walkers (Cayman) LLP (included in Exhibit 5.1) |
| 23.2 | Consent of Latham & Watkins LLP (included in Exhibit 5.2) |
| 99.1 | Press Release, dated July 14, 2026 |
| 99.2 | Press Release, dated July 14, 2026 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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