Tempest Therapeutics, Inc. (TPST) Form S-1 — Aug 21, 2026
Tempest Therapeutics filed an S-1 registering 8,910,579 shares of common stock for resale by Lincoln Park Capital Fund under the common stock purchase agreement signed on August 13, 2026, which gives Tempest discretionary access to up to $50 million of capital ($25 million initially, then an automatic additional $25 million) over 24 months. If Tempest sells all 8,000,000 purchase shares and issues the 350,223 additional commitment shares, those shares would represent approximately 33% of shares outstanding and about 50% of shares held by non-affiliates, based on 16,539,767 shares outstanding as of August 19, 2026.
Key figures
- Gross Proceeds
- up to $50,000,000 available under the Purchase Agreement; approximately $8,160,000 if all 8,000,000 purchase shares are sold at the $1.02 closing price
- Shares Offered
- 8910579
- Floor price
- 0.15
- Term months
- 24
- Exchange cap pct
- 19.99%
- Purchase pricing
- 97% of lower of purchase-date low or 3-lowest-close 10-day average; 96% for accelerated purchases
- Exchange cap shares
- 3195881
- Options outstanding
- 799902
- Warrants outstanding
- 11064204
- Est net proceeds at 102
- 8000000
- Closing price aug20 2026
- 1.02
- Shares outstanding prior
- 16539767
- Est registration expenses
- 91280
- Initial commitment shares
- 560356
- Purchase shares registered
- 8000000
- Additional commitment shares
- 350223
- Initial available amount usd
- 25000000
- Lincoln park prior ownership
- 560,356 shares (3.4%)
- Max usd per regular purchase
- 500000
- Beneficial ownership limit pct
- 4.99%
- Additional available amount usd
- 25000000
- Max shares per regular purchase
- 60,000-80,000
- Options weighted avg exercise price
- 36.81
- Warrants weighted avg exercise price
- 12.09
- Shares outstanding after full issuance
- 24889990
- Dilution pct of outstanding if fully issued
- approximately 33%
- Dilution pct of non affiliate float if fully issued
- approximately 50%
Price after filing
Close on the filing date to close N calendar days later (from $1.02). Historical, not a forecast.
AI analysis
The rest of the AI analysis, red flags and sentiment are part of Signal8 Pro.
AI-generated analysis of a public disclosure. Not investment advice; verify against the original document.