Iambic Therapeutics, Inc.（IAM）IPO 进程与发行信息

424B4 1 iambic_inception_424b4.htm 424B4 424B4 Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-299057 Prospectus 9,375,000 shares Common stock This is an initial public offering of shares of common stock of Iambic Therapeutics, Inc. We are offering 9,375,000 shares of common stock to be sold in this offering. The initial public offering price is $16.00 per share. Prior to this offering, there has been no public market for our common stock. Our common stock has been approved for listing on The Nasdaq Global Select Market under the symbol “IAM.” We are an “emerging growth company” and a "smaller reporting company" as defined under the U.S. federal securities laws and, as such, have elected to comply with certain reduced public company reporting requirements in this prospectus and may elect to do so in future filings. Per share Total Initial public offering price $ 16.00 $ 150,000,000 Underwriting discounts and commissions (1) $ 1.12 $ 10,500,000 Proceeds to Iambic Therapeutics, Inc., before expenses $ 14.88 $ 139,500,000 (1) See the section titled “Underwriting” for a description of the compensation payable to the underwriters. ARK Investment Management LLC, one of our existing investors, and Duquesne Family Office LLC have expressed an indication of interest to purchase up to an aggregate of $60.0 million in shares of our common stock in this offering at the initial public offering price per share, on the same terms as the other purchasers in this offering. However, because indications of interest are not binding agreements or commitments to purchase, the underwriters could determine to sell more, fewer or no shares to such potential investors, and either or both of these potential investors could determine to purchase more, fewer or no shares in this offering. The underwriters will receive the same underwriting discount and commissions on these shares as they will on any other shares sold to the public in this offering. The number of shares of common stock available for sale to the general public will be reduced to the extent that these investors purchase shares of common stock in the offering. We have granted the underwriters an option for a period of 30 days to purchase up to 1,406,250 additional shares of our common stock. Investing in our common stock involves a high degree of risk. See the section titled “ Risk factors ” beginning on page 14 . Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense. The underwriters expect to deliver the shares to purchasers on or about October 16, 2026. J.P. Morgan Jefferies BofA Securities Citigroup October 14, 2026 Table of Contents Table of contents Page Prospectus summary 1 Risk factors 14 Special note regarding forward-looking statements 90 Market, industry and other data 93 Use of proceeds 94 Dividend policy 95 Capitalization 96 Dilution 98 Management’s discussion and analysis of financial condition and results of operations 101 Founders’ letter 121 Business 122 Management 178 Executive compensation 189 Certain relationships and related party transactions 206 Principal stockholders 211 Description of capital stock 213 Shares eligible for future sale 218 Material U.S. federal income tax considerations for non‑U.S. holders of our common stock 221 Underwriting 225 Legal matters 237 Experts 237 Change in accountants 237 Where you can find additional information 238 Index to consolidated financial statements F- 1 Through and including November 8, 2026 (the 25th day after the date of this prospectus), all dealers effecting transactions in these securities, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to a dealer’s obligation to deliver a prospectus when acting as an underwriter and with respect to an unsold allotment or subscription. Neither we nor any of the underwriters have authorized anyone to provide you with information that is different than the information contained in this prospectus and any free writing prospectus prepared by or on behalf of us or to which we have referred you. Neither we nor the underwriters take any responsibility for, and cannot provide any assurance as to the reliability of, any other information that others may give you. The information contained in this prospectus or in any applicable free writing prospectus is accurate only as of the date of this prospectus or such free writing prospectus, as applicable, regardless of the time of delivery of this prospectus or any such free writing prospectus or of any sale of the securities offered hereby. Our business, operating results, financial condition, and prospects may have changed since that date. For investors outside the United States: Neither we nor any of the underwriters have taken any action that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons who have come into possession of this prospectus in a jurisdiction outside the United States are required to inform themselves about and to observe any restrictions relating to this offering and the distribution of this prospectus. i Table of Contents Prospectus su mmary The following summary highlights information contained elsewhere in this prospectus. It does not contain all the information you should consider before investing in our common stock. You should read this entire prospectus carefully, including the sections titled “Risk factors” and “Management’s discussion and analysis of financial condition and results of operations,” and our consolidated financial statements and related notes included elsewhere in this prospectus, before making an investment decision. In this prospectus, unless the context requires otherwise, all references to “we,” “our,” “us,” “Iambic,” and the “Company” refer to Iambic Therapeutics, Inc. and its consolidated subsidiaries. Overview We are a technology and clinical-stage life sciences company pursuing a fundamental shift in the biopharmaceutical industry. Our mission is to make better technology for better medicines. We do this by integrating leading proprietary, large-scale artificial intelligence (AI) with automated, scalable chemistry and biology experimentation. We call this approach molecular superintelligence. The Iambic molecular superintelligence platform is designed to disrupt legacy drug discovery paradigms. Instead of treating each stage of drug discovery as a distinct technological challenge, we have developed a unified, intelligent platform designed to address the full journey of drug discovery and development—from hit identification to multiparameter lead optimization to clinical developability. Our proprietary technologies include Enchant, a multimodal AI model for predicting preclinical and clinical properties, NeuralPLexer, a flow-matching generative AI for biomolecular structure prediction, and automated plate-based chemistry and biology workflows that allow synthesis and testing of hundreds of compounds per program on a weekly cadence. Crucially, the molecular superintelligence platform learns from its own laboratory-generated data: reinforcement learning based on a continuous stream of experiments sharpens predictions and search strategy, tightening the design–make–test (DMT) loop with every cycle (Figure 1). Although our approach is novel and unproven, in that it has not yet led to an approved drug product to date, we designed our molecular superintelligence platform to navigate chemical and biological spaces with the goal of improving the probability of success at every stage. There is no guarantee that our platform will lead to the successful completion of clinical trials or the approval of our product candidates, or the product candidates of partners and collaborators using our platform. However, Iambic aims to systematically expand the boundaries of what is druggable, and to redefine how novel therapeutics are conceived, optimized, and advanced to address unmet patient need. Figure 1. Iambic's molecular superintelligence platform is designed to discover and advance potential new medicines. It integrates proprietary AI technologies for molecular property prediction and selection (Design), high-throughput chemistry for rapid, automated access to a diverse and ever-expanding chemical space (Make), and high-throughput biology to flexibly measure molecular properties (Test). 1 Table of Contents We believe that the utility of our platform is demonstrated through the advancement of our wholly owned pipeline of preclinical and clinical development candidates (Figure 3). We believe these programs each address indications with potential annual multi-billion dollar market opportunities, based on our estimates deriv