---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-183711"
form_type: "8-K"
ticker: "CLYM"
cik: "0001768446"
company_name: "Climb Bio, Inc."
filed_at: "2026-04-28T23:59:59+00:00"
generated_at: "2026-05-15T02:57:49.789109+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Climb Bio raises $110M in private placement of common stock and pre-funded warrants

## Summary
- Gross proceeds of ~$110M from 9.481M shares at $9.50 and 2.106M pre-funded warrants at $9.4999 each.
- Closing expected April 29; participants include RA Capital, Adage Capital, Cormorant, and others.
- Proceeds to fund late-stage development of budoprutug and CLYM116 for immune-mediated diseases.
- Company to file resale registration statement within 45 days after closing.

## SEC filing metadata
- accession: 0001193125-26-183711
- form_type: 8-K
- ticker: CLYM
- cik: 0001768446
- company_name: Climb Bio, Inc.
- filed_at: 2026-04-28T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 3.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1768446/000119312526183711/0001193125-26-183711-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1768446/000119312526183711/d153155d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-183711
- JSON: https://secwatch.observer/filing/0001193125-26-183711.json
- Plain text: https://secwatch.observer/filing/0001193125-26-183711.txt

## Key facts
- Equity Issuances
  Climb Bio, Inc. issued pre-funded warrants to purchase 2,106,000 shares of warrant to certain institutional accredited investors, including an affiliate of RA Capital Management for $9.4999 per Pre-Funded Warrant.
  - Security: warrant
  - Shares: pre-funded warrants to purchase 2,106,000 shares
  - Purchaser: certain institutional accredited investors, including an affiliate of RA Capital Management
  - Consideration: $9.4999 per Pre-Funded Warrant
  source text: to certain Investors in lieu of Shares, pre-funded warrants to purchase 2,106,000 shares of the Company’s common stock (the “Pre-Funded Warrants”) at a price of $9.4999 per Pre-Funded Warrant
  evidence_url: https://www.sec.gov/Archives/edgar/data/1768446/000119312526183711/0001193125-26-183711-index.htm
- Equity Issuances
  Climb Bio, Inc. issued 9,481,000 shares of common stock to certain institutional accredited investors, including an affiliate of RA Capital Management for $9.50 per Share.
  - Security: common stock
  - Shares: 9,481,000 shares
  - Purchaser: certain institutional accredited investors, including an affiliate of RA Capital Management
  - Consideration: $9.50 per Share
  source text: the Company agreed to issue and sell to the Investors in a private placement an aggregate of 9,481,000 shares of the Company’s common stock, par value $0.0001 per share (the “Shares”), at a price of $9.50 per Share
  evidence_url: https://www.sec.gov/Archives/edgar/data/1768446/000119312526183711/0001193125-26-183711-index.htm
- Material Agreements
  Climb Bio, Inc. entered into Securities Purchase Agreement with certain institutional accredited investors, including an affiliate of RA Capital Management valued at approximately $110.0 million (effective 2026-04-27).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: certain institutional accredited investors, including an affiliate of RA Capital Management
  - Value: approximately $110.0 million
  - Effective: 2026-04-27
  source text: On April 27, 2026, Climb Bio, Inc., a Delaware corporation (the “Company”), entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain institutional accredited investors (the “Investors”), including an affiliate of RA Capital Management (“RA Capital”), pursuant to which the Company agreed to issue and sell to the Investors in a private placement an aggregate of 9,481,000 shares of the Company’s common stock
  evidence_url: https://www.sec.gov/Archives/edgar/data/1768446/000119312526183711/0001193125-26-183711-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.