Zenas BioPharma Announces Proposed Concurrent Public Offerings of Convertible Senior Notes Due 2032 and Common Stock

About this update from Zenas Biopharma, Inc.

WALTHAM, Mass., March 26, 2026 (GLOBE NEWSWIRE) -- Zenas BioPharma, Inc. (“Zenas,” “Zenas BioPharma” or the “Company”) (Nasdaq: ZBIO), a clinical-stage global biopharmaceutical company committed to being a leader in the development and commercialization of transformative therapies for patients living with autoimmune diseases, today announced that it has commenced underwritten public offerings of its convertible senior notes due 2032 (the “Convertible Notes” and such offering, the “Convertible Notes Offering”) and shares of its common stock (the “Equity Offering”). In addition, Zenas intends to grant the underwriters of the Convertible Notes Offering a 30-day option to purchase up to an additional fifteen percent (15%) of Convertible Notes offered in the Convertible Notes Offering, solely to cover over-allotments. Zenas also intends to grant the underwriters of the Equity Offering a 30-day option to purchase up to an additional fifteen percent (15%) of shares of its common stock offered in the Equity Offering. Neither the closing of the proposed Convertible Notes Offering nor the closing of the proposed Equity Offering is conditioned upon the closing of the other offering, so it is possible that the Convertible Notes Offering occurs and the Equity Offering does not occur, and vice versa, or neither occurs, or either offering results in lower net proceeds than Zenas currently estimates. The proposed offerings are subject to market and other conditions, and there can be no assurance as to whether or when the proposed offerings may be completed, or as to the actual size or terms of the offerings. The Convertible Notes will be general, unsecured, senior obligations of Zenas and interest will be payable semi-annually in arrears. The Convertible Notes will mature on April 1, 2032, unless earlier converted, redeemed, or repurchased by Zenas. Upon conversion, Zenas will pay or deliver, as applicable, cash, shares of its common stock or a combination of cash and shares of common stock, at its election. The interest rate, conversion rate, offering price and other terms are to be determined upon the pricing of the Convertible Notes. Zenas BioPharma currently intends to use the net proceeds from the proposed Convertible Notes Offering and the proposed Equity Offering, if consummated, to support the planned U.S. commercial launch of obexelimab for the treatment of IgG4...

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