AEON Biopharma, Inc. filed a Form 8-K on November 3, 2026, reporting that on November 2, 2026, it entered into an amendment reducing the exercise price of its outstanding Two-Year Milestone Warrants and expects to receive approximately $6.2 million in gross proceeds from warrant exercises.

Key Highlights

  • Exercise price reduced: The amendment lowered the Two-Year Warrant exercise price for Common Stock from $0.3221 to $0.20 per share, and for Pre-Funded Warrants from $0.3220 to $0.1999 per unit.
  • Expected gross proceeds: The company disclosed it expects to receive approximately $6.2 million in gross proceeds from warrant exercises at the reduced price.
  • Warrant expiration: The Two-Year Warrants expire on November 16, 2026, following accelerated expiration triggered by an FDA milestone event.
  • FDA milestone trigger: On September 30, 2026, the company announced it received Type 2b meeting minutes from the FDA that did not preclude advancement of ABP-450 toward a Biologics License Application under the Section 351(k) biosimilar pathway.
  • Shares outstanding: As of October 30, 2026, 71,517,020 shares of AEON Common Stock were outstanding.
  • Amendment scope: Pursuant to Section 5(l) of the Two-Year Warrants, the amendment applies to all outstanding Two-Year Warrants, whether or not the holder entered into the Warrant Amendment.

AEON Biopharma Amends Two-Year Warrant Terms Ahead of November 16 Expiration

According to the filing, AEON Biopharma, Inc. (NYSE American:AEON) entered into the Warrant Amendment on November 2, 2026 with holders representing at least 67% of the shares of Common Stock and Pre-Funded Warrants issuable under the company's outstanding Two-Year Milestone Warrants, which were originally issued on July 15, 2026. The Two-Year Warrants are exercisable for shares of Class A Common Stock, par value $0.0001 per share, or pre-funded warrants to purchase Common Stock in lieu thereof.

The filing states that the amendment reduced the exercise price of Common Stock issuable upon exercise from $0.3221 to $0.20 per share, and the exercise price of Pre-Funded Warrants from $0.3220 to $0.1999 per unit. The company disclosed that certain holders party to the amendment have agreed to exercise the Two-Year Warrants at the reduced price, and the company "expects to receive approximately $6.2 million in gross proceeds" from such exercises. All other terms of the Two-Year Warrants, including the number of shares issuable and the expiration date, remain unchanged, according to the filing.

The filing also disclosed that the accelerated expiration of the Two-Year Warrants was triggered by the company's September 30, 2026 public announcement regarding Type 2b meeting minutes from the U.S. Food and Drug Administration. Those minutes, according to the filing, "did not preclude advancement of ABP-450 toward a Biologics License Application under the Section 351(k) biosimilar pathway." The Two-Year Warrants are set to expire on November 16, 2026, and the filing notes that holders may exercise them prior to that date in accordance with the exercise procedures set forth therein.

What Was Disclosed

AEON Biopharma disclosed an amendment to its Two-Year Milestone Warrants reducing the exercise price to $0.20 per share of Common Stock and $0.1999 per Pre-Funded Warrant, with approximately $6.2 million in gross proceeds expected, ahead of the November 16, 2026 warrant expiration.