SecBot SecBot
425 ·Filed Oct 26, 2026

RLYB

Rallybio Corp
NEUTRAL
Impact 5/10
Horizondays Processed1d 5h ago SEC0001193125-26-432123
Rule 425 M&A communications
Actionable Insight • Neutral

The stockholder vote on November 4 is the key catalyst; approval is required for the cash distribution and merger to proceed. The ex-dividend date on the closing date means the stock price will adjust downward by approximately the distribution amount. Monitor for any last-minute opposition or vote shortfall.

DirectionNeutral
Confidencehigh
Horizondays

Price Chart

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Executive Summary

Rallybio Corp declared an estimated $82.7 million special cash distribution ($13.56 per share) in connection with its pending merger with Avenzo Therapeutics. The distribution is conditioned on stockholder approval at the November 4, 2026 annual meeting, with closing expected on or about November 6, 2026. This filing updates the merger timeline and provides details on the cash distribution mechanics.

Key Financial Metrics

Deal Type
merger

Key Facts

  • Board declared a special cash distribution estimated at $82.7 million aggregate, or $13.56 per share, payable to stockholders and pre-funded warrant holders of record as of November 5, 2026.
  • Distribution is conditioned on receipt of the Required Company Stockholder Vote at the annual meeting scheduled for November 4, 2026.
  • Closing of the merger with Avenzo Therapeutics is expected on or about November 6, 2026.
  • Estimated per share distribution based on 6,378,168 shares of common stock and common stock equivalents outstanding as of October 21, 2026.
  • Cash Distribution per share exceeds 25% of the stock price on declaration date, triggering an ex-dividend date of the closing date (expected November 6, 2026).
  • Due bill period expected from November 4, 2026 through November 6, 2026.
  • Board also fixed the record date for distribution of contingent value rights in connection with the merger.

Financial Impact

Estimated $82.7 million cash distribution ($13.56 per share) to stockholders, representing a substantial portion of the company's net cash. The company's market cap is $87M, so the distribution is roughly 95% of market cap.

cashshareholder equityper share value

Risk Factors

  • Failure to obtain Required Company Stockholder Vote at the November 4 meeting would prevent the cash distribution and merger from closing.
  • The actual cash distribution amount may differ from the $82.7 million estimate based on final net cash calculation per the merger agreement.
  • Any legal proceedings or regulatory delays could push back the expected closing timeline.

Market Snapshot

Exchange
Nasdaq
Sector
Pharmaceutical Preparations
Analyst Consensus
0% bullish (6 analysts)

Investment Themes

Documents Analyzed

This report is based on 4 SEC documents filed with EDGAR.

DocumentAccession Number
425 Filing (Primary)0001193125-26-432123
Document: 0001193125-26-432123-index-headers.html0001193125-26-432123
Document: 0001193125-26-432123-index.html0001193125-26-432123
Document: 0001193125-26-432123.txt0001193125-26-432123
8 reports for RLYB
Performance horizon

Track record builds as more directional reports settle.

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Reports for RLYB — sortable, filterable
TypeNow
Oct 26, 2026
1d ago
425
NEUTRAL ★ 5/10
$16.40awaiting T+60—$15.93 (−2.87%)
Oct 26, 2026
1d ago
8-K
NEUTRAL ★ 5/10
$16.65awaiting T+60—$15.93 (−4.32%)
Oct 16, 2026
11d ago
EFFECT
NEUTRAL ★ 4/10
$16.28awaiting T+60—$15.93 (−2.15%)
Oct 14, 2026
13d ago
S-4/A
NEUTRAL ★ 6/10
$16.78awaiting T+60—$15.93 (−5.04%)
Jul 15, 2026
14w ago
S-4
NEUTRAL ★ 6/10
$15.96 $17.02▲ +6.64%▲ +2.93%$15.93 (−0.19%)
Jun 1, 2026
21w ago
425
BULLISH ★ 7/10
$16.87 $16.89▲ +0.09%▼ −1.14%$15.93 (−5.57%)
Jun 1, 2026
21w ago
8-K
BULLISH ★ 7/10
$16.87 $16.89▲ +0.09%▼ −1.14%$15.93 (−5.57%)
May 4, 2026
25w ago
8-K
MIXED ★ 6/10
$14.12 $15.96▲ +13.03%▲ +11.17%$15.93 (+12.82%)
Showing 8 of 8

US Market Status

Market Closed — Opens Thu (10h 50m)

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Report published Oct 26, 2026