Silence Therapeutics enters new ATM with Jefferies; says not PFIC for 2025

Silence Therapeutics plc

Entered at-the-market equity offering agreement with Jefferies LLC; prior 2021 ATM agreement terminated.
Jefferies receives 3.0% commission on gross proceeds; no minimum obligation to sell ADSs.
After further tax analysis, company believes it was not a PFIC for FY 2025 (previously disclosed potential PFIC status).
Added risk factor noting PFIC classification is fact-intensive and could change; no assurance from IRS.
Legal opinion from Cooley (UK) LLP on ADS validity filed as exhibit 5.1.

item 1.01 item 1.02 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Silence Therapeutics plc terminated Prior Sales Agreement with Jefferies LLC (effective 2026-05-18).

Action: termination
Agreement: atm program
Counterparty: Jefferies LLC
Effective: 2026-05-18

Exact text from the filing

The Sales Agreement replaces the prior Open Market Sale Agreement SM , dated October 15, 2021, by and between the Company and Jefferies (the “Prior Sales Agreement’), which was terminated as of May 18, 2026 pursuant to the terms of the Sales Agreement.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Silence Therapeutics plc entered into Sales Agreement with Jefferies LLC valued at aggregate offering amount not exceeding the Maximum Program Amount (effective 2026-05-18).

Action: entry
Agreement: atm program
Counterparty: Jefferies LLC
Value: aggregate offering amount not exceeding the Maximum Program Amount
Effective: 2026-05-18

Exact text from the filing

On May 18, 2026, Silence Therapeutics plc (the “Company” or “we”) entered into an Open Market Sale Agreement SM (the “Sales Agreement”) with Jefferies LLC (“Jefferies”).

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Silence Therapeutics plc filing history →

Source: SEC EDGAR

accession 0001193125-26-229089

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