CG Oncology, Inc. filed a current report on August 6, 2026, announcing second-quarter financial results for the period ended June 30, 2026, and disclosing an amendment to its at-the-market equity offering program that adds $500.0 million in available shares for sale.

Key Highlights

  • Q2 2026 results announced: CG Oncology issued a press release on August 6, 2026, covering financial results for the quarter ended June 30, 2026.
  • ATM program expanded: The company filed Amendment No. 2 to Prospectus to increase shares available for sale under its Open Market Sale Agreement by an additional $500.0 million.
  • Prior sales under agreement: According to the filing, the company previously registered and sold approximately $550.0 million of common stock under the same Sale Agreement.
  • Sale agreement counterparty: The Open Market Sale Agreement is dated March 28, 2025, and is between CG Oncology and Jefferies LLC.
  • Registration statement reference: The amendment supplements the prospectus filed as part of Registration Statement on Form S-3ASR (File No. 333-286230).
  • Legal opinion attached: A copy of the opinion of Cooley LLP relating to the validity of the additional shares is included as Exhibit 5.1.

CG Oncology Adds $500 Million to At-the-Market Offering While Reporting Quarterly Financials

CG Oncology, Inc. (Nasdaq Global Select Market: CGON) filed a Form 8-K on August 6, 2026, covering two separate disclosures under Items 2.02 and 8.01. Under Item 2.02, the company reported that it issued a press release on August 6, 2026, announcing financial results for the quarter ended June 30, 2026. That press release is attached to the filing as Exhibit 99.1. The filing notes, in accordance with General Instruction B.2 of Form 8-K, that the information furnished under Item 2.02, including Exhibit 99.1, "shall not be deemed 'filed' for purposes of Section 18 of the Securities Exchange Act of 1934."

Under Item 8.01, the company disclosed that it filed Amendment No. 2 to Prospectus with the SEC on August 6, 2026, to increase by $500.0 million the shares of common stock available for sale under the Open Market Sale Agreement dated March 28, 2025, with Jefferies LLC. According to the filing, the company had previously registered and sold approximately $550.0 million of shares under the same agreement, pursuant to the original prospectus dated March 28, 2025, and Amendment No. 1 dated January 13, 2026. The common stock carries a par value of $0.0001 per share.

The filing states that Amendment No. 2 "amends and supplements" the earlier prospectus and Amendment No. 1, and that it "is not complete without, and may only be delivered or utilized in connection with, the Prospectus, Amendment No. 1 to Prospectus and any future amendments or supplements thereto." The registration statement is filed under File No. 333-286230. The filing was signed by Josh Patterson, General Counsel and Chief Compliance Officer of CG Oncology, Inc.

What Was Disclosed

CG Oncology disclosed second-quarter 2026 financial results via a press release and announced a $500.0 million expansion of its at-the-market equity offering program through Amendment No. 2 to Prospectus, supplementing approximately $550.0 million in shares previously sold under the same agreement with Jefferies LLC.