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Celldex Announces Proposed Public Offering of Common Stock

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(Very High)
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(Neutral)
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Celldex (Nasdaq: CLDX) on April 1, 2026 announced a proposed underwritten public offering of common stock, with underwriters granted a 30-day option to buy up to an additional 15% of offered shares.

All shares are being offered by the company; net proceeds are intended to fund commercial readiness and potential launch of barzolvolimab, ongoing clinical and preclinical development, bispecific platform growth, pipeline development, and general corporate purposes. Final terms depend on market conditions and will be disclosed in a prospectus supplement.

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Positive

  • Provides cash to fund commercial readiness for barzolvolimab launch
  • Proceeds support continued clinical and preclinical development
  • Supports growth of the bispecific antibody platform and pipeline

Negative

  • Company-issued offering may dilute existing shareholders’ equity
  • Underwriters’ 30-day option to buy an extra 15% increases potential dilution
  • Final offering size and terms are uncertain, creating execution risk

Key Figures

Underwriter option period: 30 days Greenshoe size: 15% of shares
2 metrics
Underwriter option period 30 days Option period for underwriters to buy additional shares
Greenshoe size 15% of shares Additional shares underwriters may purchase

Market Reality Check

Price: $31.26 Vol: Volume 1,368,516 is 36% a...
normal vol
$31.26 Last Close
Volume Volume 1,368,516 is 36% above the 20-day average of 1,004,694. normal
Technical Shares at 31.72 are trading above the 200-day MA of 25.3 and 8.11% below the 52-week high of 34.52.

Peers on Argus

CLDX gained 7.6% with elevated volume, while key biotech peers like COGT (+6.44%...

CLDX gained 7.6% with elevated volume, while key biotech peers like COGT (+6.44%), ARDX (+5.1%), AUPH (+4.63%) and VERA (+3.02%) also traded higher. However, no peers appeared in the momentum scanner, suggesting the move was viewed more as stock-specific than a broad sector rotation.

Common Catalyst Select peers had company-specific news (e.g., COGT NDA submission, ARDX CMO appointment), indicating multiple idiosyncratic catalysts rather than a unified sector event.

Historical Context

5 past events · Latest: Mar 27 (Positive)
Pattern 5 events
Date Event Sentiment Move Catalyst
Mar 27 Phase 2 data update Positive -4.6% New AAD 2026 Phase 2 data showing durable barzolvolimab responses in urticaria.
Feb 27 Phase 2 data update Positive -1.8% Additional AAAAI 2026 Phase 2 data highlighting durable clinical benefit and responses.
Feb 25 Earnings and pipeline Positive +24.1% Q4/FY25 financials, cash of $518.6M and early Phase 3 CSU completion update.
Feb 25 Phase 3 enrollment done Positive +24.1% Global Phase 3 CSU enrollment completion six months early with 1,939 patients.
Feb 23 Conference presentations Positive +5.7% Announcement of multiple upcoming AAAAI 2026 presentations for barzolvolimab.
Pattern Detected

Recent positive clinical news for barzolvolimab sometimes saw negative or muted next-day price moves, while broader corporate/financial updates and major enrollment milestones aligned with strong gains.

Recent Company History

Over the last six weeks, Celldex has reported multiple barzolvolimab milestones. Completion of global Phase 3 CSU enrollment and Q4/FY25 results on Feb 25 coincided with a 24.07% move, while upcoming AAAAI presentations on Feb 23 saw a 5.65% gain. In contrast, positive Phase 2 datasets presented at AAAAI and AAD on Feb 27 and Mar 27 led to declines of 1.8% and 4.57%, respectively. Today’s offering follows an extended rally near the 52-week high.

Market Pulse Summary

This announcement outlines a planned underwritten public offering of common stock, including a 30-da...
Analysis

This announcement outlines a planned underwritten public offering of common stock, including a 30-day option for underwriters to buy up to an additional 15% of the shares. Proceeds are earmarked for commercial readiness and potential launch of barzolvolimab in CSU, continued clinical development, expansion of the bispecific antibody platform, and general corporate purposes. In light of recent Phase 3 progress and prior financing disclosures, investors may watch execution on trial timelines and capital deployment.

Key Terms

underwritten public offering, prospectus supplement, registration statement, Securities and Exchange Commission, +1 more
5 terms
underwritten public offering financial
"it has commenced an underwritten public offering for the sale of shares"
An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.
prospectus supplement regulatory
"only by means of a prospectus supplement and accompanying prospectus"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
registration statement regulatory
"prospectus that form a part of the registration statement"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
Securities and Exchange Commission regulatory
"previously filed with the Securities and Exchange Commission (“SEC”)"
A national government agency that enforces rules for buying, selling and disclosing information about stocks and other investments, acting like a referee and scorekeeper for financial markets. It requires companies to share clear, regular financial and business information and investigates fraud or rule-breaking, which matters to investors because those rules and disclosures help ensure fair prices, reduce hidden risks and make it easier to compare investment choices.
joint bookrunning managers financial
"Leerink Partners and TD Cowen are acting as joint bookrunning managers"
Joint bookrunning managers are the lead banks that work together to organize and sell a company’s new stock or bond offering, running the order book that records investor interest. Think of them as co-event planners who set the price, allocate shares to buyers and may commit to buy any unsold portion; their experience and reputation shape demand, pricing fairness and how stable the security is after it starts trading.

AI-generated analysis. Not financial advice.

HAMPTON, N.J., April 01, 2026 (GLOBE NEWSWIRE) -- Celldex Therapeutics, Inc. (“Celldex” or the “Company”) (Nasdaq: CLDX) today announced that it has commenced an underwritten public offering for the sale of shares of its common stock. In addition, Celldex expects to grant the underwriters a 30-day option to purchase up to an additional 15% of the shares of its common stock offered in the offering. All of the shares of common stock are being offered by the Company. The final terms of the offering will depend on market and other conditions at the time of pricing, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

Celldex currently intends to use the net proceeds of this offering, together with our existing cash, cash equivalents, and marketable securities, (i) to fund ongoing commercial readiness activities and the commercial launch of barzolvolimab, if approved, for the treatment of CSU in the United States, (ii) to continue the clinical and preclinical development of our product candidates, including current and future development of barzolvolimab, (iii) to grow our bispecific antibody platform and clinical candidates, (iv) to fund ongoing efforts to develop additional clinical pipeline product candidates and (v) for general corporate purposes.

Leerink Partners and TD Cowen are acting as joint bookrunning managers for the proposed offering.

The securities described above will be offered pursuant to a shelf registration statement on Form S-3 (File No. 333-275300), which was previously filed with the Securities and Exchange Commission (“SEC”) and became automatically effective on November 3, 2023. This offering will be made only by means of a prospectus supplement and accompanying prospectus that form a part of the registration statement. A preliminary prospectus supplement relating to and describing the terms of the offering will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov, copies of which may be obtained, when available, for free by contacting Leerink Partners LLC, Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, or by telephone at (800) 808-7525 ext. 6105 or by email at syndicate@leerink.com or TD Securities (USA) LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at TDManualrequest@broadridge.com. The final terms of the offering will be disclosed in a final prospectus supplement to be filed with the SEC.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Celldex

Celldex is a clinical stage biotechnology company leading the science at the intersection of mast cell biology and the development of transformative therapeutics for patients. Our pipeline includes antibody-based therapeutics which have the ability to engage the human immune system and/or directly affect critical pathways to improve the lives of patients with severe inflammatory, allergic, autoimmune and other devastating diseases.

Forward Looking Statement

This release contains “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are typically preceded by words such as “believes,” “expects,” “anticipates,” “intends,” “will,” “may,” “should,” or similar expressions. These forward-looking statements reflect management’s current knowledge, assumptions, judgment and expectations regarding future performance or events. Although management believes that the expectations reflected in such statements are reasonable, they give no assurance that such expectations will prove to be correct or that those goals will be achieved, and you should be aware that actual results could differ materially from those contained in the forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, including, but not limited to, risks associated with market conditions and the satisfaction of customary closing conditions related to the offering and uncertainties related to the Company’s expectations regarding the completion, timing and size of the proposed offering. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the Company’s business in general, please refer to the Company’s preliminary prospectus supplement to be filed with the SEC, and the documents incorporated by reference therein, including the Company’s Form 10-K for the year ended December 31, 2025.

All forward-looking statements are expressly qualified in their entirety by this cautionary notice. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this release. We have no obligation, and expressly disclaim any obligation, to update, revise or correct any of the forward-looking statements, whether as a result of new information, future events or otherwise.

Company Contact

Sarah Cavanaugh
Senior Vice President, Corporate Affairs & Administration
Celldex Therapeutics, Inc.
(508) 864-8337
scavanaugh@celldex.com

Patrick Till
Meru Advisors
(484) 788-8560
ptill@meruadvisors.com 


FAQ

What did Celldex (CLDX) announce on April 1, 2026 about a stock offering?

Celldex announced a proposed underwritten public offering of its common stock on April 1, 2026. According to the company, all offered shares are being sold by Celldex and underwriters may receive a 30-day option to buy up to an additional 15% of the shares.

How will Celldex (CLDX) use the net proceeds from the proposed offering?

The company plans to use net proceeds to fund commercial readiness and a potential U.S. launch of barzolvolimab. According to the company, proceeds will also support clinical and preclinical programs, bispecific platform growth, pipeline development, and general corporate purposes.

How could the proposed Celldex (CLDX) offering affect existing shareholders?

The offering involves company-issued shares and may dilute existing shareholders’ ownership stake. According to the company, underwriters can purchase up to an additional 15% of offered shares, which would increase potential dilution if exercised.

Are the final terms and size of Celldex’s (CLDX) offering fixed?

No, final terms and offering size are not fixed and depend on market and other conditions at pricing. According to the company, the final terms will be disclosed in a prospectus supplement filed with the SEC.

Where can investors find the Celldex (CLDX) preliminary prospectus supplement?

A preliminary prospectus supplement will be filed with the SEC and made available on the SEC website. According to the company, copies may also be requested from Leerink Partners or TD Cowen as listed in the offering notice.
Celldex Therapeutics Inc

NASDAQ:CLDX

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CLDX Stock Data

2.11B
66.37M
Biotechnology
In Vitro & in Vivo Diagnostic Substances
Link
United States
HAMPTON