Verastem Oncology Announces Pricing of $250 Million Offering of Common Stock and Pre-Funded Warrants

On October 14, 2026 Verastem Oncology (Nasdaq: VSTM), a biopharmaceutical company committed to the development and commercialization of new medicines to improve the lives of patients diagnosed with RAS/MAPK pathway-driven cancers, reported the pricing of an underwritten offering of 30,937,500 shares of its common stock at an offering price of $8.00 per share, and in lieu of common stock to certain investors, pre-funded warrants to purchase up to an aggregate of 312,503 shares of its common stock at an offering price of $7.9999 per pre-funded warrant, which represents the per share offering price for the common stock less the $0.0001 per share exercise price for each such pre-funded warrant.

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The gross proceeds from the offering, before deducting underwriting discounts and commissions and other estimated offering expenses payable by Verastem Oncology, are expected to be approximately $250 million. The offering is expected to close on or about October 15, 2026 subject to satisfaction of customary closing conditions. All of the securities to be sold in the offering are to be sold by Verastem Oncology.

Jefferies, Guggenheim Securities and Cantor are acting as joint book-running managers for the offering. B. Riley Securities is acting as lead manager for the offering.

Verastem Oncology intends to use the net proceeds from the offering to fund continued clinical development of product candidates including the VS-7375 program and for working capital and other general corporate purposes.

A shelf registration statement on Form S-3 relating to the offering of the securities described above was declared effective by the Securities and Exchange Commission ("SEC") on August 15, 2025. The offering is being made only by means of a written prospectus and prospectus supplement that form part of the registration statement. Before you invest, you should read the preliminary prospectus supplement relating to and describing the terms of such offering, the accompanying base prospectus, and the related registration statement and other documents that Verastem Oncology has filed with the SEC for more complete information about Verastem Oncology and the offering. An electronic copy of the preliminary prospectus supplement and accompanying prospectus relating to the offering is free and can be found by visiting EDGAR on the SEC website at www.sec.gov. An electronic copy of the final prospectus supplement and accompanying prospectus relating to the offering will be available on the SEC website at www.sec.gov or may be obtained, when available, by contacting Jefferies LLC, by mail at Attn: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at (877) 821-7388, or by email at [email protected]; Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Avenue, 8th Floor, New York, NY 10017, or by telephone at (212) 518-9544, or by email at [email protected]; or Cantor Fitzgerald & Co., Attention: Equity Capital Markets, 110 E. 59th Street, 6th Floor, New York, New York 10022, or by email at [email protected].

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

(Press release, Verastem, OCT 14, 2026, View Source [SID1234673449])