Vaxcyte Prices Stock Sale At $64.00 Per Share, With A $500 Million Convertible Deal Alongside

Shares priced 4.0% below the last sale, and net proceeds from both deals are earmarked for VAX-31 trials, manufacturing and a U.S. launch.

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Vaxcyte Prices Stock Sale At $64.00 Per Share, With A $500 Million Convertible Deal Alongside

Vaxcyte priced a $500.0 million sale of common stock and pre-funded warrants at $64.00 a share, according to a pricing term sheet dated Tuesday. The price is 4.0% below the $66.70 last reported sale price on October 6, 2026, and a separate $500 million convertible notes offering was priced alongside it.

What the term sheet says

The stock offering covers 7,412,500 shares, plus pre-funded warrants for 400,000 shares. Each warrant is priced at $63.999, the share price less its $0.001 exercise price.

Underwriters hold an option on 1,171,875 more shares. The underwriting discount is $3.36 a share, or $26,250,000 in total ($30,187,500 if the option is fully exercised).

The company expects net proceeds of about $473.3 million from the stock deal, or about $544.3 million with the option exercised. The term sheet does not state shares outstanding after the offering, so no percentage of the share count is given.

Book-running managers are Jefferies, Leerink Partners, BofA Securities, Evercore, Goldman Sachs and Guggenheim. Trade date is October 7, 2026, and settlement is October 9, 2026.

The separate convertible notes

The notes are 1.50% convertible senior notes due 2032, sold at 100% of principal. The deal is a separate $500,000,000 offering, or $575,000,000 if the over-allotment option is fully exercised. Net proceeds are estimated at about $485.8 million.

The initial conversion price is about $89.60 a share, roughly 40.0% above the $64.00 stock price. Interest is paid April 15 and October 15, starting April 15, 2027, and the notes mature October 15, 2032.

Vaxcyte can redeem the notes early on or after October 22, 2029, if its stock exceeds 130% of the conversion price on at least 20 of 30 consecutive trading days.

What the money is for

Vaxcyte says it will combine net proceeds from both deals with existing cash and investments to fund "clinical development of the VAX-31 adult and pediatric programs." That covers the adult late-stage program, including two enrolled trials, a planned manufacturing consistency study and an infant mid-stage dose-finding study.

The list also includes manufacturing scale-up and inventory ahead of a potential launch, medical affairs and commercial investments for the anticipated U.S. adult launch, work on earlier-stage vaccine candidates, and "general corporate purposes."

The offerings were first announced Monday in preliminary prospectus supplements dated October 5, 2026. Vaxcyte closed Tuesday at $66.70, down 9.65% from $73.82 the session before, per market data, for a market value of $9.9 billion.

What to watch

Both offerings are expected to close on October 9, 2026, subject to customary closing conditions. The underwriters' options on additional shares and notes run for 30 days.

Both deals settle October 9, 2026, and the 30-day underwriter options will decide whether the totals rise to $575 million of notes and 8,584,375 shares.

Sources

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