Barinthus Biotherapeutics plc. 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Set forth below is information regarding shares of equity securities sold, and options granted, by us during the three and nine months ended September 30, 2025 that were not registered under the Securities Act. Recent Sales of Unregistered Equity Securities None. Use of Proceeds from Initial Public Offering On May 4, 2021, we completed our IPO of 6,500,000 ADSs at a price of $17.00 per ADS for an aggregate offering price of approximately $110.5 million. Morgan Stanley & Co., Jefferies, Barclays Capital Inc., William Blair & Company, L.L.C. and H.C. Wainwright & Co., LLC served as the underwriters of the IPO. The offer and sale of all of the ADSs in the offering were registered under the Securities Act pursuant to a registration statement on Form S-1 (File No. 333-255158), which became effective on April 29, 2021. We received aggregate net proceeds from the offering of approximately $102.8 million, after deducting underwriting discounts and commissions, as well as other offering expenses. No offering expenses were paid directly or indirectly to any of our directors or officers (or their associates) or persons owning ten percent or more of any class of our equity securities or to any other affiliates. Our planned use of the net proceeds from the IPO as described in the final prospectus filed with the SEC pursuant to Rule 424(b) under the Securities Act has changed due to the prioritization of our pipeline in connection with our restructuring plan. As a result, we currently expect to use our cash, cash equivalents and restricted cash, which include the net proceeds from the IPO, to advance our immune tolerance research and development programs and for general corporate purposes. Purchase of Equity Securities None . Item 3. Defaults Upon Senior Securities . Not Applicable. Item 4. Mine Safety Disclosures . Not Applicable. 42 Table of Contents