Arcus Prices $250M Stock Offering at $17.50, a Discount to $18.03

Updates

1. Oct 23, 4:12 PM ET · SEC 8-K — The offering closed on October 23, 2026, with the underwriters' option fully exercised, bringing total shares sold to 16,428,572 and net proceeds to approximately $269.7 million.

   • Underwriting Agreement — The underwriting agreement dated October 21, 2026 is among Arcus and Jefferies LLC, Leerink Partners LLC and TD Securities (USA) LLC as representatives. Underwriters buy shares at $16.45 each; the public offering price was $17.50 per share.
   • Company Lock-Up — The company will not sell or transfer stock for 60 days after the prospectus date, except strategic partnership, joint venture, merger, collaboration or lending issuances capped at 7.5% of total outstanding stock. It may not sell under the February 25, 2026 Leerink equity distribution agreement until 30 calendar days after October 21, 2026.
   • Officer Lock-Ups
     • Directors and officers listed in Schedule III signed lock-up agreements: Alex Azoy, Andy Perlman, Antoni Ribas, Bob Goeltz, Carolyn Tang, David Lacey, Juan Jaen, Kathryn Falberg, Nicole Lambert, Patrick Machado, Richard Markus, Terry Rosen, Yasunori Kaneko; 60-day restrictions.
     • Lock-up agreements release signatories on November 30, 2026 if the Underwriting Agreement has not been executed by that date, extendable by written notice by up to an additional 90 days.
     • Lock-up signatories may sell up to 132,106 shares of Common Stock in the aggregate for tax and estate planning purposes.
     • Transfers of up to 50,000 shares of Common Stock in the aggregate by the undersigned to charitable organizations, donor-advised funds or similar charitable vehicles require no recipient lock-up agreement.
   • Allocations — Jefferies received 3,714,286 firm and 557,143 option shares, Leerink 3,714,286 firm and 557,142 option shares, TD Securities 3,285,715 firm and 492,856 option shares, Evercore 2,428,571 firm and 364,287 optional shares, and Mizuho 1,142,857 firm and 171,429 optional shares.
   • Expenses and Proceeds — The company pays underwriter counsel fees and disbursements and blue sky expenses capped at $10,000 in the aggregate, and will use net proceeds as specified in the pricing prospectus under "Use of Proceeds."
   All 14 details

   • Underwriting Agreement dated October 21, 2026 among Arcus Biosciences, Inc., Jefferies LLC, Leerink Partners LLC and TD Securities (USA) LLC, as representatives of the several underwriters.
   • Underwriters agreed to purchase shares from the Company at a purchase price per share of $16.45; the public offering price was $17.50 per share.
   • Company agreed not to offer, sell, pledge or otherwise transfer or dispose of Stock or substantially similar securities during the Lock-Up Period of 60 days after the Prospectus date, subject to exceptions.
   • Exception permits issuance of Stock or convertible securities in strategic partnership, joint venture, merger, collaboration, lending or other contractual arrangement, capped at 7.5% of total outstanding Stock as of the Applicable Time during the Lock-Up Period.
   • Company may not make sales under the Equity Distribution Agreement dated February 25, 2026 with Leerink Partners LLC until 30 calendar days after October 21, 2026.
   • Directors and officers listed in Schedule III signed lock-up agreements: Alex Azoy, Andy Perlman, Antoni Ribas, Bob Goeltz, Carolyn Tang, David Lacey, Juan Jaen, Kathryn Falberg, Nicole Lambert, Patrick Machado, Richard Markus, Terry Rosen, Yasunori Kaneko; 60-day restrictions.
   • Lock-up agreements release signatories on November 30, 2026 if the Underwriting Agreement has not been executed by that date, extendable by written notice by up to an additional 90 days.
   • Lock-up signatories may sell up to 132,106 shares of Common Stock in the aggregate for tax and estate planning purposes.
   • Transfers of up to 50,000 shares of Common Stock in the aggregate by the undersigned to charitable organizations, donor-advised funds or similar charitable vehicles require no recipient lock-up agreement.
   • Company pays underwriter counsel fees and disbursements and blue sky expenses, capped at $10,000 in the aggregate.
   • Jefferies LLC 3,714,286 firm and 557,143 option shares; Leerink Partners LLC 3,714,286 firm and 557,142 option shares; TD Securities (USA) LLC 3,285,715 firm and 492,856 option shares.
   • Evercore Group L.L.C. allocated 2,428,571 firm shares and 364,287 optional shares.
   • Mizuho Securities USA LLC allocated 1,142,857 firm shares and 171,429 optional shares.
   • Company will use net proceeds from the sale of the Securities in the manner specified in the Pricing Prospectus under the caption "Use of Proceeds."