4D Molecular Therapeutics Reports Unregistered Equity Sale

TL;DR

4DMT sold some stock via Oppenheimer, details to follow.

AI Summary

On December 6, 2024, 4D Molecular Therapeutics, Inc. filed an 8-K report detailing the unregistered sale of equity securities. The filing does not specify the number of shares sold or the price per share, but it indicates a transaction occurred under the company's equity distribution agreement with Oppenheimer & Co. Inc.

Why It Matters

This filing indicates that 4D Molecular Therapeutics has sold equity securities, which could impact share dilution and the company's capital structure.

Risk Assessment

Risk Level: medium — The sale of unregistered equity securities can lead to dilution and may signal a need for capital, but the specific terms and impact are not fully detailed in this initial filing.

Key Players & Entities

• 4D Molecular Therapeutics, Inc. (company) — Registrant
• Oppenheimer & Co. Inc. (company) — Underwriter/Agent for equity sale
• December 06, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 par value per share FDMT Nasdaq Glo

Filing Documents

• fdmt-20241206.htm (8-K) — 43KB
• fdmt-ex4_1.htm (EX-4.1) — 150KB
• 0000950170-24-135381.txt ( ) — 335KB
• fdmt-20241206.xsd (EX-101.SCH) — 25KB
• fdmt-20241206_htm.xml (XML) — 5KB

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. Issuance of Pre-Funded Warrant in Exchange for Common Stock On December 6, 2024, 4D Molecular Therapeutics, Inc. (the "Company") entered into an exchange agreement with RA Capital Healthcare Fund, L.P. ("RA Capital"), pursuant to which RA Capital exchanged 535,000 shares of the Company's common stock for a pre-funded warrant to acquire 535,000 shares of the Company's common stock. The pre-funded warrant has an exercise price of $0.0001 per underlying share of common stock, is exercisable at any time until it is fully exercised, and will not expire until it is fully exercised. The number of shares of the Company's common stock issuable upon exercise of the pre-funded warrant is subject to appropriate adjustment in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting the Company's shares of common stock, as well as upon any distribution of assets, including cash, stock or other property, to the Company's stockholders. The pre-funded warrant includes a beneficial ownership blocker that provides that the holder may not exercise (nor may the Company allow the exercise) if upon giving effect to such exercise, it would cause the aggregate number of shares of the Company's common stock beneficially owned by the holder (together with affiliates and any other persons whose beneficial ownership of the Company's common stock would be aggregated for the purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended) to exceed 9.99% of the total number of then issued and outstanding shares of the Company's common stock as determined in accordance with the terms of the pre-funded warrant. The Company issued the pre-funded warrant without registration in reliance on the exemption from registration contained in Section 3(a)(9) of the Securities Act of 1933, as amended. The form of pre-funded warrant is filed as Exhibit 4.1 hereto

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 4.1 Form of Pre-Funded Warrant issued in conjunction with December 2024 exchange 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. 4D MOLECULAR THERAPERUTICS, INC. Date: December 11, 2024 By: /s/ Uneek Mehra Uneek Mehra Chief Financial and Business Officer

View Full Filing

View this 8-K filing on SEC EDGAR