CAMBRIDGE, Mass. — February 6, 2026 — Leads & Copy —
Ernexa Therapeutics Inc. (Nasdaq: ERNA) announced the pricing of a best-efforts registered public offering. The offering includes 21,000,000 shares of its common stock (or common stock equivalents) and warrants to purchase up to 21,000,000 shares of common stock.
The combined public offering price is $0.50 per share (or per common stock equivalent) and accompanying warrant. The warrants will have an exercise price of $0.68 per share and will be exercisable upon issuance. They will expire on the earlier of (i) the five-year anniversary of the initial issuance date, or (ii) the 180th calendar day following the public release by the Company of clinical trial data from the first cohort of the Phase 1 study of ERNA-101.
The closing of the offering is expected to occur on or about February 10, 2026, pending customary closing conditions. Brookline Capital Markets, a division of Arcadia Securities, LLC, is the exclusive placement agent for the offering.
Ernexa intends to use the net proceeds from the offering to support the advancement of its development programs, for working capital, and for general corporate purposes.
The aggregate gross proceeds to the Company from the offering are expected to be approximately $10.5 million, before deducting placement agent fees and other offering expenses. The potential additional gross proceeds from the exercise of the warrants, if fully exercised on a cash basis, would be approximately $14.3 million. There is no guarantee that any warrants will be exercised.
The securities are being offered pursuant to a registration statement on Form S-1 (File No. 333-293150), as amended, which was declared effective by the SEC on February 5, 2026. The offering is being made only by means of a prospectus forming part of the effective registration statement. A preliminary prospectus has been filed with the SEC and is available on the SEC’s website. A final prospectus will be filed with the SEC. Electronic copies of the final prospectus, when available, may be obtained on the SEC’s website and may also be obtained, when available, by contacting Brookline Capital Markets at 600 Lexington Avenue, 30th Floor, New York, New York 10022, or by phone at (646) 603-6716.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor will there be any sale of these securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.
Ernexa Therapeutics (NASDAQ: ERNA) is developing cell therapies for the treatment of advanced cancer and autoimmune diseases. Ernexa’s technology focuses on engineering induced pluripotent stem cells (iPSCs) and transforming them into induced mesenchymal stem cells (iMSCs). Ernexa’s allogeneic synthetic iMSCs provide a scalable, off-the-shelf treatment solution, without needing patient-specific cell harvesting.
ERNA-101 is the Company’s lead cell therapy product, designed to activate and regulate the immune system’s response to recognize and attack cancer cells. ERNA-201 is a cell therapy product designed to target inflammation and treat autoimmune disease. The Company’s initial focus is to develop ERNA-101 for the treatment of ovarian cancer.
Source: Ernexa Therapeutics
