Correction: Faron Pharmaceuticals Ltd’s Annual Report 2025 published

Faron Pharmaceuticals Ltd | Company announcement | March 04, 2026 at 18:45:00 EET

TURKU, FINLAND – Faron Pharmaceuticals Ltd. (AIM: FARN, First North: FARON), announces a correction to the company announcement of its Annual Report 2025, originally published on 4 March 2026 at 09:15 EET. The Annual Report 2025 published did not contain the auditor’s report. An updated version of the Annual Report 2025 with the full auditor’s report, has been included as an attachment to this announcement.

The English version of Annual Report is available as a PDF file attached to this release and on the company’s website at https://faron.com/investors/reports-and-presentations/. Also the Finnish language version of the Financial Statements is available as a PDF file attached to this release and on the company’s website at https://faron.fi/sijoittajat/raportit-esitykset/.

Faron Pharmaceuticals Ltd
Board of Directors

For more information please contact:

IR Partners, Finland
(Media)
Kare Laukkanen
Phone: +358 50 553 9535
E-mail: kare.laukkanen@irpartners.fi

FINN Partners, US
(Media)
Alyssa Paldo
Phone: +1 847 791-8085
E-mail: alyssa.paldo@finnapartners.com

Cairn Financial Advisers LLP, Nominated Adviser and Broker
Sandy Jamieson, Jo Turner
Phone: +44 (0) 207 213 0880

Sisu Partners Oy, Certified Adviser on Nasdaq First North
Juha Karttunen
Phone: +358 (0)40 555 4727
Jukka Järvelä
Phone: +358 (0)50 553 8990

About BEXMAB
The BEXMAB study is an open-label Phase I/II clinical trial investigating bexmarilimab in combination with standard of care (SoC) in the aggressive hematological malignancies of acute myeloid leukemia (AML) and myelodysplastic syndrome (MDS). The primary objective is to determine the safety and tolerability of bexmarilimab in combination with SoC (azacitidine) treatment.

About Bexmarilimab
Bexmarilimab is Faron’s wholly owned, investigational immunotherapy designed to overcome resistance to existing treatments by targeting Clever-1, a receptor on immunosuppressive macrophages and malignant blasts. By inhibiting Clever-1, bexmarilimab reprograms the tumor microenvironment to ignite a potent anti-tumor immune response.

About Faron Pharmaceuticals Ltd.
Faron Pharmaceuticals (AIM: FARN, First North: FARON) is a global, clinical-stage biopharmaceutical company, focused on creating innovative cancer treatments that leverage the patient’s own immune system. The Company’s lead asset bexmarilimab is currently being investigated in multiple clinical trials as a potential therapy for patients with hematological malignancies and solid tumors in combination with other standard treatments.

Forward-Looking Statements
This press release contains certain forward-looking statements relating to the business of Faron Pharmaceuticals. In addition, even if the actual results or development of Faron Pharmaceuticals are consistent with the forward-looking statements contained in this press release, those results or developments of Faron Pharmaceuticals may not be sustained in the future. In some cases, you can identify forward-looking statements by words such as “could,” “should,” “may,” “expects,” “anticipates,” “believes,” “intends,” “estimates,” “aims,” “targets,” or similar words. These forward-looking statements are based largely on the current expectations of Faron Pharmaceuticals as of the date of this press release and are subject to a number of known and unknown risks and uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievement expressed or implied by these forward-looking statements. In particular, the expectations of Faron Pharmaceuticals could be affected by, among other things, uncertainties and delays involved in the development of product candidates, unexpected clinical trial results, unexpected regulatory actions or delays, competition in general, currency fluctuations, inflation, changes in tariff policies, political or macroeconomic developments, and the ability to obtain or maintain patent or other proprietary intellectual property protection. Success in preclinical studies or earlier clinical trials may not be indicative of results in future clinical trials. In light of these risks and uncertainties, there can be no assurance that the forward-looking statements made in this press release will in fact be realized. Faron Pharmaceuticals is providing this information as of the date of this press release and disclaims any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

THE NEW SHARES ISSUED IN THE RIGHTS OFFERING WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES, AND MAY NOT BE OFFERED, SOLD OR TRANSFERRED, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES.

Faron Pharmaceuticals Ltd’s Annual Report 2025 published

Faron Pharmaceuticals Ltd | Company announcement | March 04, 2026 at 09:15:00 EET

Faron Pharmaceuticals Ltd’s Annual Report 2025 published

TURKU, FINLAND – Faron Pharmaceuticals Ltd. (AIM: FARN, First North: FARON), a clinical-stage biopharmaceutical company focused on tackling cancers via novel immunotherapies, today published the Annual Report for 2025. The Annual Report contains the Report of the Board of Directors, the Financial Statements for 2025 and the Remuneration Report.

The English version of Annual Report is available as a PDF file attached to this release and on the company’s website at https://faron.com/investors/reports-and-presentations/. Also the Finnish language version of the Financial Statements is available as a PDF file attached to this release and on the company’s website at https://faron.fi/sijoittajat/raportit-esitykset/.

Faron Pharmaceuticals Ltd
Board of Directors

For more information please contact:

IR Partners, Finland
(Media)
Kare Laukkanen
Phone: +358 50 553 9535
E-mail: kare.laukkanen@irpartners.fi

FINN Partners, US
(Media)
Alyssa Paldo
Phone: +1 847 791-8085
E-mail: alyssa.paldo@finnapartners.com

Cairn Financial Advisers LLP, Nominated Adviser and Broker
Sandy Jamieson, Jo Turner
Phone: +44 (0) 207 213 0880

Sisu Partners Oy, Certified Adviser on Nasdaq First North
Juha Karttunen
Phone: +358 (0)40 555 4727
Jukka Järvelä
Phone: +358 (0)50 553 8990

About BEXMAB
The BEXMAB study is an open-label Phase I/II clinical trial investigating bexmarilimab in combination with standard of care (SoC) in the aggressive hematological malignancies of acute myeloid leukemia (AML) and myelodysplastic syndrome (MDS). The primary objective is to determine the safety and tolerability of bexmarilimab in combination with SoC (azacitidine) treatment.

About Bexmarilimab
Bexmarilimab is Faron’s wholly owned, investigational immunotherapy designed to overcome resistance to existing treatments by targeting Clever-1, a receptor on immunosuppressive macrophages and malignant blasts. By inhibiting Clever-1, bexmarilimab reprograms the tumor microenvironment to ignite a potent anti-tumor immune response.

About Faron Pharmaceuticals Ltd.
Faron Pharmaceuticals (AIM: FARN, First North: FARON) is a global, clinical-stage biopharmaceutical company, focused on creating innovative cancer treatments that leverage the patient’s own immune system. The Company’s lead asset bexmarilimab is currently being investigated in multiple clinical trials as a potential therapy for patients with hematological malignancies and solid tumors in combination with other standard treatments.

Forward-Looking Statements
This press release contains certain forward-looking statements relating to the business of Faron Pharmaceuticals. In addition, even if the actual results or development of Faron Pharmaceuticals are consistent with the forward-looking statements contained in this press release, those results or developments of Faron Pharmaceuticals may not be sustained in the future. In some cases, you can identify forward-looking statements by words such as “could,” “should,” “may,” “expects,” “anticipates,” “believes,” “intends,” “estimates,” “aims,” “targets,” or similar words. These forward-looking statements are based largely on the current expectations of Faron Pharmaceuticals as of the date of this press release and are subject to a number of known and unknown risks and uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievement expressed or implied by these forward-looking statements. In particular, the expectations of Faron Pharmaceuticals could be affected by, among other things, uncertainties and delays involved in the development of product candidates, unexpected clinical trial results, unexpected regulatory actions or delays, competition in general, currency fluctuations, inflation, changes in tariff policies, political or macroeconomic developments, and the ability to obtain or maintain patent or other proprietary intellectual property protection. Success in preclinical studies or earlier clinical trials may not be indicative of results in future clinical trials. In light of these risks and uncertainties, there can be no assurance that the forward-looking statements made in this press release will in fact be realized. Faron Pharmaceuticals is providing this information as of the date of this press release and disclaims any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

THE NEW SHARES ISSUED IN THE RIGHTS OFFERING WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES, AND MAY NOT BE OFFERED, SOLD OR TRANSFERRED, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES.

Faron’s Financial Statements Release 1 January to 31 December 2025

Faron Pharmaceuticals Ltd | Company announcement | March 04, 2026 at 09:00:00 EET

Continued steady progress with bexmarilimab and solidifying position as a leading macrophage based immunotherapy under development

Figures in parentheses refer to the corresponding period of previous year, unless otherwise indicated. The figures in this financial statements release are audited unless otherwise indicated.

January–December 2025 highlights

  • In 2025 Faron presented as an oral presentation the results of its BEXMAB Phase I/II trial at ASCO, EHA, ESMO and ASH congresses. Efficacy results are among the highest ever reported in HR-MDS prospective trials.
  • During the spring 2025 Faron received a positive opinion on orphan drug designation for bexmarilimab for the treatment of MDS by EMA and also the FDA granted an orphan drug designation for bexmarilimab in HR MDS.
  • Faron held an End of Phase 2 (EOP2) meeting with the FDA in the end of the summer and received positive and valuable feedback on its clinical development plan.
  • Faron strengthened its financial position by carrying out a significantly oversubscribed private placement of newly issued treasury shares, raising gross proceeds of EUR 12 million in total in the beginning of the year 2025. April, Faron entered into an up to EUR 35 million unsecured convertible bond arrangement with Heights Capital Management Inc. (“HCM”) and repaid its secured loan to IPF Partners. Faron issued first tranche of bonds with a principal amount of EUR 15 million simultaneously and in December Faron issued the EUR 10 million second tranche of the convertible bonds.
  • Faron’s other operating income was EUR 1.3 (0) million
  • R&D expenses were EUR 12.7 (11.7) million
  • Operating loss for the reporting period was EUR 19.0 (18.7) million
  • Loss per share was EUR 0.24 (0.29)
  • On 31 December 2025, cash and cash equivalents were EUR 12.3 (9.5) million
  • Net assets were EUR -18.5 (-9.8) million
  • The Companys comprehensive loss for the period was EUR 27,191,954. The Board of Directors proposes to the Annual General Meeting 2025 not to pay dividend.
  • The Annual General Meeting 2025 appointed Dr. Juho Jalkanen and Mr. Colin Bond as new members to the Board of Directors of Faron Pharmaceuticals Ltd.
  • Mr. Jurriaan Dekkers was appointed as the Company’s Chief Financial Officer as of 1 December 2025 as the previous Chief Financial Officer, Mr. Yrjö Wichmann, will retire.

Significant events after the reporting period

  • In January, the Company announced that the Board had approved the exercise of 453,979 special rights entitling to 453,979 existing treasury shares, for an aggregate subscription price of EUR 846,943.22. This exercise was linked to the advanced amortisation payment of the First Tranche Bonds. In February, the Company approved the exercise of 909,517 Special Rights entitling to 909,517 new Shares, for an aggregate subscription price of EUR 1,549,998.87. This exercise was linked to the scheduled amortisation of the First and Second Tranche Bonds. Following the registration, the Company continues to have 3,688,699 shares in treasury and therefore, the total number of voting rights in Faron is 115,783,961.
  • On 9 February 2026, the Company announced its plan to conduct a rights issue to raise gross proceeds of approximately EUR 40 million.
  • Faron held an Extraordinary General Meeting of Shareholders (EGM) on 2 March 2026.The EGM authorised the Board of Directors to issue up to 80,000,000 new shares and to resolve on all other terms and conditions of the rights offering, including the subscription and payment period and the grounds for determining the subscription price.

Consolidated key figures, IFRS

EUR ’000 unless otherwise indicated 7–12/2025
(unaudited)
6 months
7–12/2024
(unaudited)
6 months
1–12/2025
(audited)
12 months
1-12/2024
(audited)
12 months
Other operating income 1,308 0 1,308 0
Research and development expenses (5,540) (5,082) (12,655) (11,744)
General and administrative expenses (2,818) (2,301) (7,612) (6,929)
Operating loss for the reporting period (7,050) (7,383) (18,959) (18,673)
Loss per share, EUR (0.07) (0.11) (0.24) (0.29)
Number of shares at end of period 114,420,465 104,624,864 114,420,465 104,624,864
Average number of shares 112,574,382 104,624,864 111,718,219 88,518,654
Unaudited 30 June 2025 Unaudited 30 June 2024 31 December 2025 31 December 2024
Cash and cash equivalents 13,532 29,979 12,317 9,503
Equity (16,246) 1,379 (18,507) (9,762)
Balance sheet total 16,204 35,460 17,172 12,521

Outlook for 2026

Due to the nature of Faron Pharmaceuticals’ business, the Company does not provide a short-term outlook.

CEO Statement

“In 2025, we continued to make steady progress in advancing our lead asset bexmarilimab and solidifying our leading position as a macrophage based immunotherapy. Throughout the year, we achieved significant clinical and regulatory milestones and presented continuously improving data from the BEXMAB trial in higher-risk myelodysplastic syndrome (HR MDS), demonstrating the potential of bexmarilimab to overcome treatment resistance in areas of high unmet need.

Increasingly convincing data from the bexmarilimab program

In January 2025, we identified the final patient for the BEXMAB Phase II trial in relapsed/refractory (r/r) MDS, as well as the Phase I/II study in frontline HR MDS. Consequently, we were able to announce the topline response rate read-out in April. The readout confirmed earlier positive findings in both frontline and r/r MDS, showing a high overall response rate (ORR) and median overall survival. We were honoured to present these results at the ASCO Annual Meeting 2025 in June.

While April’s data set was already one of the strongest ever seen in treatment-resistant MDS, the data only continued to improve as the year progressed. In June, we presented updated Phase II data at the EHA 2025 Congress. In October, we presented new data at ESMO 2025, highlighting bexmarilimab’s ability to modulate the bone marrow microenvironment and clear complex cytogenetics even in low blast count patients, further strengthening the clinical profile of bexmarilimab in HR MDS. Finally, in December, we presented BEXMAB data at ASH 2025, showing deep and durable responses in treatment-naïve HR MDS.

The acceptance of our results for oral presentations at these prestigious events reflects the scientific progress and interest we have been able to generate toward bexmarilimab. This continued momentum reinforces our conviction that bexmarilimab holds real promise as a much-needed therapeutic option for patients with HR MDS.

Positive interaction with regulatory authorities

Our clinical results supported ongoing constructive and pivotal discussions with regulatory authorities throughout the year. In early spring, both the European Medicines Agency (EMA) and U.S. Food and Drug Administration (FDA) granted us Orphan Drug Designation for bexmarilimab for the treatment of MDS. These designations provide important regulatory guidance and protocol assistance for the development process. In addition, the designations offer market exclusivity after receiving marketing approval.

As the BEXMAB Phase II trial progressed as planned, we also focused on taking the data to the FDA and to fine tune the registrational approach. This interaction culminated in August, as we announced the feedback from the end-of-phase-II meeting. We were extremely encouraged by the collaborative and highly productive dialogue with the FDA, which provided a clear and actionable path for a registrational Phase II/III study of bexmarilimab in frontline HR MDS. Based on these discussions and the clinical data produced during the year, we are now ready to advance bexmarilimab to the next stages of development.

However, based on competitors’ past failures in Phase III HR MDS trials, namely the VERONA trial, as well as comprehensive discussions with pharma partner candidates, physicians and regulatory experts, we believe that the best way to secure a positive Phase III and approval of bexmarilimab is to run the Phase II part separately and not seamlessly from the Phase III, i.e. to un-blind and thoroughly analyse the result after the Phase II part to then make the final adjustments to the confirmatory Phase III.

For us the most important thing is to get this trial right as the MDS field cannot take another failed trial. This altered approach also offers Faron’s shareholders a new considerable value inflection point, which we are truly excited about.

Combination potential with solid tumours

In addition to the considerable progress of bexmarilimab in HR MDS, we keep advancing our research in solid tumours. In May, two articles were published in the Journal for ImmunoTherapy of Cancer, highlighting the significance of CLEVER-1 in solid tumours and deepening our understanding of the tumour microenvironment’s influence. These results contribute to the design of future solid tumour trials.

We are already in the process of planning with certain recognized hospitals several proof-of-concept investigator initiated trials (IITs) in solid tumours – FINPROVE, BLAZE, BEXAR. These trials are designed to evaluate bexmarilimab’s potential in the treatment of diseases such as breast cancer, lung cancer, melanoma and sarcoma. It is important to note that these trials are investigator-initiated trials, requiring minimal financial investment from Faron. In 2026, we are excited to support and advance these IITs and demonstrate bexmarilimab’s ability to overcome treatment resistance in new indications.

Important choices ahead in 2026

I could not be prouder of our team and their accomplishments during the year. At the same time, I look ahead to 2026 with great anticipation and optimism. We begin the year with two main themes: advancing bexmarilimab’s development in HR MDS and demonstrating that our lead asset is also suitable in other indications, especially in solid tumours. In HR MDS, we have already generated some of the best clinical data ever seen. We have adapted our clinical program to hopefully overcome all existing challenges in this space to eventually secure a positive Phase III and the long-awaited approval of a new drug for the treatment of HR MDS, subject to of course positive results.

In the broader market context, we believe that the pharmaceutical sector is poised for a resurgence. Major pharma companies are facing a patent cliff, threatening to put a significant portion of their revenues at risk through 2030. As some key patents expire, these companies face intense pressure to find new blockbuster assets. This is why it is so important for us to keep advancing bexmarilimab across several indications. A main theme for 2026 is to show that bexmarilimab is not just a drug for MDS.

As we have communicated before, we are constantly engaged in in-depth commercial discussions. I remain confident that we will find the right solution when the time is right.

The fundamentals concerning the business are solid and industry trends are in our favour: 1) bexmarilimab is one of the most advanced novel agents in development for HR MDS with some of the best efficacy and safety ever seen, 2) there is a profound need for new treatments in HR MDS, 3) commercial pharma companies are in need of new well selling drug candidates to overcome their patent cliffs, 4) further considerable value creation potential in solid tumours. Our time will come.”

Juho Jalkanen
CEO

Pipeline highlights in 2025

Bexmarilimab is Faron’s wholly owned, first-in-class investigational immunotherapy candidate designed to overcome resistance to existing treatments and improve clinical outcomes. Bexmarilimab binds to Clever-1, an immunosuppressive receptor found on macrophages leading to growth and metastases, and a novel immune checkpoint target for drug development.

Hematological cancers in combination with standard of care (SoC) – BEXMAB

Faron’s current priority is its Phase II BEXMAB trial, investigating bexmarilimab in combination with standard of care therapy azacitidine. In 2025, Faron achieved significant progress with bexmarilimab in myelodysplastic syndrome (MDS):

  • Faron received a positive opinion on orphan drug designation for bexmarilimab for the treatment of HR MDS by both EMA and FDA in Q1/2025.
  • On 30 May 2025 Phase I BEXMAB results were published in the prestigious Lancet Haematology.
  • On 2 June 2025, for the first time Faron presented phase II data from BEXMAB Study at ASCO congress, an oral presentation. On 12 June 2025, Faron presented updated translational Phase II data from BEXMAB Study at EHA 2025 congress.
  • On 18 August 2025, Faron announced positive results of the EOP2 meeting held with the FDA confirming study design and accelerated approval pathway for frontline patients with CR + CReq. On the basis of the EOP2 FDA meeting feedback, Faron started preparations for a Phase II/III frontline HR MDS study and discussing it widely with pharma partners, regulatory experts and key opinion leaders in the field.
  • On 20 October 2025, Faron oral presentation at ESMO: Deeper BM target engagement in treatment-naïve patients with <5% bone marrow blasts at baseline translated to 100% ORR.
  • On 8 December 2025, Faron presented strong follow-up data in an oral presentation at ASH 2025.
  • Median overall survival (mOS) with bexmarilimab and azacitidine in relapsed/refractory (r/r) HR MDS patients reached 14.5 months, a significant improvement in a population with historically poor survival of only 5-6 months.
  • 45% complete remission (CR) rate in treatment-naïve patients with higher-risk myelodysplastic syndrome (HR MDS) with duration of CR over 12 months.
  • For the first time, data shows 57% of frontline patients who were transfusion-dependent at baseline achieved transfusion independence, confirming restoration of healthy bone marrow function.

Combination potential with solid tumours – and further expansion

The Company is preparing to support the initiation of certain proof-of-concept investigator-initiated trials (IITs) in in the field of metastatic melanoma, metastatic lung cancer, soft tissue sarcoma, hormone positive breast cancer (ER+ BRC) as well as in acute myeloic leukemia and r/r MDS. The Company believes that these IITs could show for example that bexmarilimab can overcome treatment resistance, enhance chemotherapy sensitivity and that Clever-1 positivity could be used as a patient selection method in solid tumors.

Corporate Higlights

  • Faron strengthened its financial position by carrying out a significantly oversubscribed private placement of newly issued treasury shares, raising gross proceeds of EUR 12 million in total in the beginning of the year 2025.
  • In April, Faron entered into an up to EUR 35 million unsecured convertible bond arrangement with Heights Capital Management Inc. (“HCM”) and repaid its secured loan to IPF Partners. Faron issued first tranche of bonds with a principal amount of EUR 15 million simultaneously and in December Faron issued the second tranche of the convertible bonds.
  • Faron strengthened its Management Team by appointing seasoned commercial development expert Ralph Hughes as Chief Business Officer, enhancing the Company’s commercial strategy, business development, and market assessment capabilities. In addition, Jurriaan Dekkers was appointed Chief Financial Officer (CFO) as of 1 December 2025. The Company’s previous CFO, Yrjö Wichmann, will be retiring after playing a key role in supporting Faron’s strategic transition and growth over several years. Mr. Wichmann will remain with the Company through the end of Q1 2026 to ensure a smooth transition.
  • The Annual General Meeting 2025 appointed Dr. Juho Jalkanen and Mr. Colin Bond as new members to the Board of Directors of the Company.

Financial review January–December 2025

The financial status of the Company has remained acceptable during 2025 despite a slight increase in the expenses and loss for the financial year. In early February 2025, the Company conducted a private placement directed to a limited number of institutional and other investors raising EUR 12.0 million and in early April 2025 it made an agreement of a EUR 35 million Convertible Bond arrangement with CVI Investments Inc., an entity managed by Heights Capital Management Inc. The arrangement consists of three tranches, EUR 15 million, EUR 10 million and EUR 10 million. The first tranche was drawn down in April 2025 and the second tranche in December 2025. These actions helped the Company to strengthen its cash position by the end of the year.

Faron places a strategic emphasis on capital efficiency, a key element of efforts to extend its cash runway, without compromising the ability to advance its clinical development program. This capital efficiency has allowed the Company to achieve more with available resources, while focusing on clinical outcomes

Loss before income tax and total comprehensive loss in January–December 2025 was EUR -27.3
(-25.9) million, which represents a loss of EUR 0.24 (0.29) per share.

Operating expenses

In January–December 2025, Faron’s R&D costs were EUR 12.7 (11.7) million, a net increase of EUR 0.9 million. These costs were attributable to advancing clinical programs including completion of BEXMAB Phase I/II and preparations for Phase II/III. The main items of R&D costs are outsourced clinical trial costs, compensation and benefits for personnel directly responsible for R&D activities and legal and consulting costs. Outsourced costs include the cost of patient and site enrolment, CRO service costs including monitoring and investigator fees, and product supply costs. The costs of outsourced clinical trial services increased to EUR 5.8 million in 2025 compared to EUR 3.3 million in 2024. Compensation and benefits increased to EUR 2.8 million in 2025 from EUR 1.4 million in 2024 and included stock compensation expense of EUR 0.4 million and EUR 0.02 million in 2025 and 2024, respectively. Legal and consulting costs increased to EUR 1.5 million in 2025 from EUR 1.4 million in 2024. These increases were partially counterweighted by a EUR 0.9 million decrease in materials and services costs and analytics.

In January–December 2025, G&A expenses were EUR 7.6 (6.9) million. The net increase of EUR 0.7 million was mainly caused by an increase of EUR 1.2 million in compensation and benefits for personnel, EUR 4.5 million in 2025 and EUR 3.3 million in 2024, and a EUR 0.7 million decrease in legal and consulting costs, EUR 1.2 million in 2025 and EUR 1.9 million in 2024.

Financial costs

Net financial costs were EUR 8.3 million in 2025 compared to EUR 7.2 million in 2024, an increase of EUR 1.0 million. The net change was due to multiple factors. Largest single contributor was warrant value change, which turned from negative EUR 2.9 million in 2024 to positive EUR 1.3 million in 2025. Other positive was a EUR 2.7 million decrease in interest expense. These were counter-weighted by a negative EUR 3.7 million change in convertible bond (CB) valuation as well as by EUR 3.6 million transaction and structuring fees of the CB.

Taxation

The Company’s tax credit for the fiscal year 2025 can be recorded only after the Finnish tax authorities have approved the tax report and confirmed the amount of tax-deductible expenses. The total amount of cumulative tax losses carried forward approved by tax authorities on 31 December 2025 was EUR 57.8 million (2024: EUR 57.7 million). The Company can utilise these losses against potential taxable profits generated until 2034. In addition, the Company has EUR 131.8 million of R&D costs incurred in the financial years 2010–2024 that have not yet been deducted from taxation. This amount can be deducted over an indefinite period at the Company’s discretion.

Financial position and cash flows

The Faron Group generated a net loss of EUR -27.3 million in 2025 and recorded a EUR 17.9 million cash outflow from operating activities during the year ended 31 December 2025. At the end of the financial year, it had total negative equity of EUR -18.5 million including an accumulated deficit of EUR 222.9 million. As of that date, the Group had cash and cash equivalents of EUR 12.3 million.

Net cash flow in 2025 was slightly stronger than in 2024. Cash used for operating activities in 2025 was EUR 17.9 million compared to EUR 22.3 million in 2024. Net cash inflow from financing activities in 2025 was EUR 20.6 million compared to EUR 24.8 million in 2024.

Financing

On 6 February 2025, Faron concluded an oversubscribed private placement directed to a limited number of institutional and other investors raising EUR 12.0 million.

On 3 April 2025, Faron entered into a convertible bond arrangement for up to EUR 35 million with an entity managed by Heights Capital Management, Inc. (HCM), and resolved to issue amortising unsecured convertible bonds with an aggregated principal amount of EUR 15 million with an option to issue, subject to certain conditions, two additional tranches of similar convertible bonds, each with a principal amount of EUR 10 million. The arrangement was mainly used to finance early repayment in full of the Company’s outstanding senior secured loan pursuant to the facilities agreement entered with IPF Fund II SCA, SICAV-FIAR (“IPF”) (the “IPF Facility”) and strengthen its financial position, while increasing its financial flexibility with fewer restrictive financial commitments. After the early repayment of the outstanding loan, the restrictive cash covenants set out in the IPF Facility no longer apply, the previously restricted cash reserves were unlocked, and the Company’s assets, including valuable intellectual property rights, were released from any pledges granted in favour of IPF. The remainder of the proceeds from the first tranche bonds were to be used for general corporate purposes and to strengthen the Company’s balance sheet.

According to the convertible bond arrangement, Faron has an option to issue, subject to certain conditions, two additional tranches of similar convertible bonds, each with a principal amount of EUR 10 million. The second tranche was drawn down in December 2025.

Going concern

As part of their going concern review, the Directors have followed International Accounting Standard 1, Presentation of Financial Statements (IAS 1). The Company and its subsidiaries are subject to a number of risks similar to those of other development state pharmaceutical companies. These risks include, amongst others, generation of revenues in due course from the development portfolio and risks associated with research, development, testing and obtaining related regulatory approvals of its pipeline products. The subsidiaries have limited economic activities and have immaterial assets and liabilities and thus the Group’s ability to continue as going concern is dependent on the Company. Ultimately, the attainment of profitable operations is dependent on future uncertain events which include obtaining adequate financing to fulfil the Group’s commercial and development activities and generate a level of revenue adequate to support the Group’s cost structure.

The Directors have prepared the detailed financial forecasts and cash flows looking beyond 12 months from the date of these financial statements. In developing these forecasts, the Directors have made assumptions based upon their view of the current and future economic conditions to the Company and the Group that are expected to prevail over the forecast period. The Directors estimate that the cash held by the Group with known receivables will be sufficient to support the current level of activities until Q2 2026.

Despite this, the Directors are continuing to explore sources of additional financing available, such as equity, debt financing and/or financing as a result of business development activities, and they believe they have a reasonable expectation that they will be able to secure additional sufficient cash inflows. Planned equity financing is disclosed in more detail in Note 24 in the Financial Statements. The Directors expect the additional funding to be sufficient for Faron to continue its activities for not less than 12 months from the date of approval of the Financial Statements; they have therefore prepared the Financial Statements on a going concern basis.

Because the additional financing is not committed at the date of issuance of the financial statements, these circumstances represent a material uncertainty that may cast significant doubt on Faron’s ability to continue as going concern. Should Faron be unable to obtain further financing such that the going concern basis of preparation were no longer appropriate, adjustments would be required, including to reduce balance sheet values of assets to their recoverable amounts.

Shares and share capital

On 31 December 2025, Faron had 118,563,143 aggregate number of ordinary shares in the company. The Company held 4,142,678 shares in treasury and therefore, the total number of voting rights in Faron were 114,420,465 on 31 December 2025. The Company’s share capital is EUR 2.69 million (EUR 2.69 million).

Faron’s shares are traded on the First North Growth Market Finland marketplace (FARON) and on the AIM market of the London Stock Exchange (FARN). In January–December 2025, the highest price of the Company’s share in First North Growth Market Finland was EUR 3.35 (3.77) and the lowest price was EUR 1.85 (1.05). Volume weighted average price was EUR 2.36 (1.39). Faron’s share price on the last day of trading was EUR 2.45 (1.19). On 31 December 2025, Faron’s market cap was EUR 286.0 (124.5) million.

Short-term risks and uncertainties

Faron is a clinical stage biopharmaceutical company and is subject to a number of risks and uncertainties similar to those of other development stage pharmaceutical companies.

These risks include, amongst others, generation of revenues in due course from the development portfolio and risks associated with research, development, testing and obtaining related regulatory approvals of its pipeline products, risks associated with vulnerability to general economic and business conditions, competition, environmental and other regulatory changes, actions by governmental authorities, the attainment of profitable operations is dependent on future uncertain events which include obtaining adequate financing to fulfil Faron’s commercial and development activities and generating a level of revenue adequate to support Faron’s cost structure, reliance on key personnel, uninsured and underinsured losses and other factors.

Proposal by the Board of Directors for the distribution of profit

The Company’s comprehensive loss for the period was EUR 27,191,954 (2024: EUR 25,999,608). The Board of Directors proposes to the Annual General Meeting 2026 not to pay dividend.

Conference call

A virtual briefing and Q&A session for investors, analysts and media will be hosted by Dr. Juho Jalkanen, Chief Executive Officer, and Jurriaan Dekkers, Chief Financial Officer, today, 4 March 2026 at 4:00 AM (EST) / 9:00 AM (GMT) / 11:00 AM (EET).

Webcast registration link: Annual report for the year ended 31 December, 2025

The financial statements release, presentation, and a replay of the webcast will be available on the Company’s website at https://www.faron.com/investors.

4 March 2026
Faron Pharmaceuticals Ltd.
Board of Directors

For more information please contact:

IR Partners, Finland (Media)
Kare Laukkanen
+358 50 553 9535 / +44 7 469 766 223
kare.laukkanen@irpartners.fi

FINN Partners, US (Media)
Alyssa Paldo
+1 847 791-8085
alyssa.paldo@finnpartners.com

Cairn Financial Advisers LLP, Nominated Advisor and Broker
Sandy Jamieson, Jo Turner
+44 (0) 207 213 0880

Sisu Partners Oy, Certified Adviser on Nasdaq First North
Juha Karttunen
+358 40 555 4727
Jukka Järvelä
+358 50 553 8990

Publication of financial information during year 2026

Faron’s financial statements for full year 2025 will be published today, 3 March 2026 and will also be available on Faron’s website at Reports and presentations – Faron. The half-year financial report for the period 1 January to 30 June 2026 is scheduled to be published on 26 August 2026. The Annual General Meeting is planned for 30 March 2026. A separate stock exchange notice will be issued by Faron’s Board of Directors to convene the meeting.

About bexmarilimab

Bexmarilimab is Faron’s wholly owned, investigational immunotherapy designed to overcome resistance to existing treatments and optimize clinical outcomes, by targeting myeloid cell function and igniting the immune system. Bexmarilimab binds to Clever-1, an immunosuppressive receptor found on macrophages leading to tumor growth and metastases (i.e. helps cancer evade the immune system). By targeting the Clever-1 receptor on macrophages, bexmarilimab alters the tumor microenvironment, reprogramming macrophages from an immunosuppressive (M2) state to an immunostimulatory (M1) one, upregulating interferon production and priming the immune system to attack tumors and sensitizing cancer cells to standard of care.

About BEXMAB

The BEXMAB study is an open-label Phase I/II clinical trial investigating bexmarilimab in combination with standard of care (SoC) in the aggressive hematological malignancies of acute myeloid leukemia (AML) and myelodysplastic syndrome (MDS). The primary objective is to determine the safety and tolerability of bexmarilimab in combination with SoC (azacitidine) treatment. Directly targeting Clever-1 could limit the replication capacity of cancer cells, increase antigen presentation, ignite an immune response, and allow current treatments to be more effective. Clever-1 is highly expressed in both AML and MDS and associated with therapy resistance, limited T cell activation and poor outcomes.

About Faron Pharmaceuticals Ltd.

Faron (AIM: FARN, First North: FARON) is a global, clinical-stage biopharmaceutical company, focused on tackling cancers via novel immunotherapies. Its mission is to bring the promise of immunotherapy to a broader population by uncovering novel ways to control and harness the power of the immune system. The Company’s lead asset is bexmarilimab, a novel anti-Clever-1 humanized antibody, with the potential to remove immunosuppression of cancers through reprogramming myeloid cell function. Bexmarilimab is being investigated in Phase I/II clinical trial as a potential therapy for patients with hematological cancers in combination with other standard treatments. Further information is available at www.faron.com.

Forward-Looking Statements

Certain statements in this announcement are, or may be deemed to be, forward-looking statements. Forward looking statements are identified by their use of terms and phrases such as ”believe”, ”could”, “should”, “expect”, “hope”, “seek”, ”envisage”, ”estimate”, ”intend”, ”may”, ”plan”, ”potentially”, ”will” or the negative of those, variations or comparable expressions, including references to assumptions. These forward-looking statements are not based on historical facts but rather on the Directors’ current expectations and assumptions regarding the Company’s future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward-looking statements reflect the Directors’ current beliefs and assumptions and are based on information currently available to the Directors.

A number of factors could cause actual results to differ materially from the results and expectations discussed in the forward-looking statements, many of which are beyond the control of the Company. In addition, other factors which could cause actual results to differ materially include the ability of the Company to successfully license its programs within the anticipated timeframe or at all, risks associated with vulnerability to general economic and business conditions, competition, environmental and other regulatory changes, actions by governmental authorities, the availability of capital markets or other sources of funding, reliance on key personnel, uninsured and underinsured losses and other factors. Although any forward-looking statements contained in this announcement are based upon what the Directors believe to be reasonable assumptions, the Company cannot assure investors that actual results will be consistent with such forward-looking statements. Accordingly, readers are cautioned not to place undue reliance on forward-looking statements. Subject to any continuing obligations under applicable law or any relevant AIM Rule requirements, in providing this information the Company does not undertake any obligation to publicly update or revise any of the forward-looking statements or to advise of any change in events, conditions or circumstances on which any such statement is based.

THE NEW SHARES ISSUED IN THE RIGHTS OFFERING WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES, AND MAY NOT BE OFFERED, SOLD OR TRANSFERRED, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES.

Tables

Accounting principles for the financial statements release

The financial figures have been prepared in accordance with IFRS Accounting Standards as adopted by the European Union and the interpretations of the International Financial Reporting Standards Interpretations Committee (IFRIC). The figures in this financial statements release are audited unless otherwise indicated.

The financial statements incorporate the parent company, Faron Pharmaceuticals Ltd, and all subsidiaries (the “Group”). All amounts are presented in thousands of euros, unless otherwise indicated, rounded to the nearest euro thousand.

Consolidated Income Statement

Unaudited Unaudited Audited Audited
EUR ’000 7–12/2025
6 months
7–12/2024
6 months
1–12/2025
12 months
1–12/2024
12 months
Other operating income 1,308 1,308
Research and development expenses (5,540) (5,082) (12,655) (11,744)
General and administrative expenses (2,818) (2,301) (7,612) (6,929)
Operating loss (7,050) (7,383) (18,959) (18,673)
Financial income 913 (858) 1,515 434
Financial expense (1,695) (3,325) (9,811) (7,676)
Loss before tax (7,832) (11,566) (27,255) (25,915)
Tax expense (2) 41 (2) (5)
Loss for the period (7,834) (11,525) (27,257) (25,920)
Translation difference (4) (2) (4) 9
Total comprehensive loss for the period (7,838) (11,527) (27,261) (25,911)
Loss per ordinary share
Basic and diluted loss per share, EUR (0.07) (0.11) (0.24) (0.29)

Consolidated Balance Sheet

EUR ‘000 31 December 2025 31 December 2024
Assets
Non-current assets
Machinery and equipment 0 1
Right-of-use-assets 189 296
Intangible assets 1,117 1,112
Prepayments and other receivables 41 46
Total non-current assets 1,347 1,456
Current assets
Prepayments and other receivables 3,508 1,563
Cash and cash equivalents 12,317 9,503
Total current assets 15,825 11,065
Total assets 17,172 12,521
Equity and liabilities
Capital and reserves attributable to the equity holders of Faron
Share capital 2,691 2,691
Reserve for invested unrestricted equity 201,649 184,955
Accumulated deficit (222,856) (197,421)
Translation difference 9 13
Total equity (18,507) (9,762)
Non-current liabilities
Borrowings 14,203 8,088
Lease liabilities 76 186
Other liabilities 2,526 3,839
Total non-current liabilities 16,805 12,113
Current liabilities
Borrowings 10,270 3,722
Lease liabilities 131 117
Trade payables 5,545 4,876
Accruals and other current liabilities 2,928 1,456
Total current liabilities 18,874 10,171
Total liabilities 35,679 22,283
Total equity and liabilities 17,172 12,521

Consolidated Statement of Changes in Equity

EUR ‘000 Share capital Reserve for invested
unrestricted equity
Translation
difference
Accumulated
deficit
Total
equity
Balance as at 31 December 2023 2,691 154,352 4 (172,208) (15,160)
Comprehensive loss for the period 9 (25,920) (25,911)
Transactions with equity holders of the Group
Issue of ordinary shares, net of transaction costs 30,609 30,609
Share-based compensation  – 694 694
Reserve on retained earnings for legal (5) 11 6
  30,603 9 (25,215) 5,398
Balance as at 31 December 2024 2,691 184,955 13 (197,421) (9,762)
Comprehensive loss for the period (4) (27,257) (27,261)
Transactions with equity holders of the Group
Issue of ordinary shares, net of transaction costs 16,694 16,694
Share-based compensation 1,822 1,822
Reserve on retained earnings for legal
16,694 (4) (25,435) (8,745)
Balance as at 31 December 2025 2,691 201,649 9 (222,856) (18,507)

Consolidated Cash Flow Statement

Unaudited Unaudited Audited Audited
EUR ‘000 7–12/2025
6 months
7–12/2024
6 months
1–12/2025
12 months
1–12/2024
12 months
Cash flow from operating activities
Loss before tax (7,832) (11,566) (27,255) (25,915)
Adjustments for:
Depreciation and amortisation 175 156 326 314
R&D loan forgiveness (1,308) (1,308)
Financial items 783 4,183 8,296 7,242
Share-based compensation 1,116 325 1,822 694
Adjusted loss from operations before changes in working capital (7,066) (6,901) (18,119) (17,665)
Change in net working capital:
Prepayments and other receivables (2,237) 2,570 (1,941) 444
Trade payables (89) (9,652) 669 (4,095)
Other liabilities 1,696 (354) 1,473 (947)
Cash used in operations (7,696) (14,337) (17,918) (22,263)
Income taxes paid (2) 109 (2) (41)
Net cash used in operating activities* (7,698) (14,228) (17,920) (22,304)
Cash flow from investing activities
Interest received* 183 361 202 361
Payments for intangible assets (121) (102) (222) (225)
Payments for tangible assets (1) (1)
Net cash used in investing activities* 62 258 (20) 135
Cash flow from financing activities
Proceeds from issue of shares 121 0 12,121 31,850
Share issue transaction cost (139) (4,453) (815) (4,951)
Proceeds from borrowings 11,108 0 25,000 3,200
Repayment of borrowings (897) (1,943) (8,890) (3,371)
Transaction and structuring fees of borrowings (3,740) 0 (6,240) (750)
Interest paid* (183) (411) (391) (1,028)
Payment of lease liabilities (91) (78) (141) (162)
Net cash from financing activities* 6,179 (6,885) 20,644 24,788
Effect of exchange rate changes on cash and cash equivalents 242 379** 110 (8)
Net increase (+) / decrease (-) in cash and cash equivalents (1,215) (20,476) 2,814 2,627
Cash and cash equivalents at 1 January / 1 July 13,532 29,979 9,503 6,876
Cash and cash equivalents at 31 December 12,317 9,503 12,317 9,503

* Comparative figures revised according to new presentation format implemented 2025, details in Note 2.22 in the Financial Statements.
** Effect of exchange rate changes on cash and cash equivalents for 2024 was incorrect and has been corrected.

Faron Pharmaceuticals Ltd: Results of the Extraordinary General Meeting

Faron Pharmaceuticals Ltd | Company announcement | March 02, 2026 at 12:00:00 EET

TURKU – FINLAND 2 March 2026 – Faron Pharmaceuticals Ltd (AIM: FARN, First North: FARON), a clinical-stage biopharmaceutical company focused on tackling cancers via novel immunotherapies, announces that the extraordinary general meeting (the “EGM”) of the Company took place today, 2 March 2026 in Turku, Finland. The EGM approved the proposal of the Board of Directors (“Board”) as set out in the notice to the EGM published on 9 February 2026.

Decisions of the EGM

Authorising the Board to resolve on the rights offering

The Board was authorized by the EGM to resolve on the issuance of a maximum of 80,000,000 new shares in a rights offering as follows:

The new shares to be issued based on the authorisation will be offered to the Company’s shareholders for subscription pursuant to their pre-emptive subscription rights in the same proportion as they already hold shares in the Company. Shares that remain unsubscribed at the end of the subscription period of the rights offering on the basis of shareholders’ pre-emptive subscription rights may be offered on a secondary basis for subscription to other shareholders or third parties. The Board is authorised to decide to whom such shares that remain unsubscribed, if any, are offered to. In the event that shares are to be issued to potential subscription guarantors in a secondary offering, the Company is authorised to issue the shares to itself first without consideration to enable delivery versus payment in respect of such subscription guarantors (without the authorisation being exercised twice in respect of such shares). The Board is authorised to resolve on all other terms and conditions of the rights offering, including the subscription and payment period and the grounds for determining the subscription price.

The authorisation is valid until 30 June 2026 and does not revoke the authorisation granted to the Board by the Annual General Meeting on 21 March 2025 to resolve on issuances of shares, option rights or other special rights entitling to shares.

Minutes of the EGM
The minutes of the EGM will be available on the Company’s website on 16 March 2026 at the latest.

About bexmarilimab

Bexmarilimab is Faron’s wholly owned, investigational immunotherapy designed to overcome resistance to existing treatments by targeting Clever-1, a receptor on immunosuppressive macrophages and malignant blasts. By inhibiting Clever-1, bexmarilimab reprograms the tumor microenvironment to ignite a potent anti-tumor immune response.

About BEXMAB

The BEXMAB study is an open-label Phase I/II clinical trial investigating bexmarilimab in combination with standard of care (SoC) in the aggressive hematological malignancies of acute myeloid leukemia (AML) and myelodysplastic syndrome (MDS). The primary objective is to determine the safety and tolerability of bexmarilimab in combination with SoC (azacitidine) treatment.

About Faron Pharmaceuticals Ltd.

Faron Pharmaceuticals (AIM: FARN, First North: FARON) is a global, clinical-stage biopharmaceutical company, focused on creating innovative cancer treatments that leverage the patient’s own immune system. The Company’s lead asset bexmarilimab is currently being investigated in Phase I/II clinical trial as a potential therapy for patients with hematological cancers in combination with other standard treatments.

For more information, please contact:

IR Partners, Finland
(Media)

Kare Laukkanen

+358 50 553 9535 / +44 7 469 766 223
kare.laukkanen@irpartners.fi
FINN Partners, US
(Media) 
Alyssa Paldo 
+1 847 791-8085 
alyssa.paldo@finnpartners.com
Cairn Financial Advisers LLP
(Nominated Adviser and Broker)
Sandy Jamieson, Jo Turner
+44 (0) 207 213 0880
Sisu Partners Oy
(Certified Adviser on Nasdaq First North)
Juha Karttunen
Jukka Järvelä
+358 (0)40 555 4727
+358 (0)50 553 8990

Forward-Looking Statements

This press release contains certain forward-looking statements relating to the business of Faron Pharmaceuticals. In addition, even if the actual results or development of Faron Pharmaceuticals are consistent with the forward-looking statements contained in this press release, those results or developments of Faron Pharmaceuticals may not be sustained in the future. In some cases, you can identify forward-looking statements by words such as “could,” “should,” “may,” “expects,” “anticipates,” “believes,” “intends,” “estimates,” “aims,” “targets,” or similar words. These forward-looking statements are based largely on the current expectations of Faron Pharmaceuticals as of the date of this press release and are subject to a number of known and unknown risks and uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievement expressed or implied by these forward-looking statements. In particular, the expectations of Faron Pharmaceuticals could be affected by, among other things, uncertainties and delays involved in the development of product candidates, unexpected clinical trial results, unexpected regulatory actions or delays, competition in general, currency fluctuations, inflation, changes in tariff policies, political or macroeconomic developments, and the ability to obtain or maintain patent or other proprietary intellectual property protection. Success in preclinical studies or earlier clinical trials may not be indicative of results in future clinical trials. In light of these risks and uncertainties, there can be no assurance that the forward-looking statements made in this press release will in fact be realized. Faron Pharmaceuticals is providing this information as of the date of this press release and disclaims any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

THE NEW SHARES ISSUED IN THE RIGHTS OFFERING WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES, AND MAY NOT BE OFFERED, SOLD OR TRANSFERRED, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES.

Faron and City of Hope in process of developing a Phase II Investigator-Initiated Trial of Bexmarilimab in Relapsed/Refractory MDS

Faron Pharmaceuticals Ltd | Press Release | March 02, 2026 at 09:00:00 EET

Building on the clinical results of the BEXMAB trial, the IIT aims to evaluate bexmarilimab with an oral HMA backbone to further strengthen evidence of its efficacy in research participants with high-risk myelodysplastic syndrome (HR MDS)

TURKU, FINLAND – Faron Pharmaceuticals Ltd. (AIM: FARN, First North: FARON), a clinical-stage biopharmaceutical company focused on developing novel immunotherapies for cancer, today announces that investigators at City of Hope, one of the largest and most advanced cancer research and treatment organizations in the United States, are in the process of developing a Phase II investigator-initiated clinical trial (IIT) in collaboration with Faron to evaluate bexmarilimab in participants with relapsed or refractory myelodysplastic syndrome (r/r MDS).

The proposed open-label IIT is being designed by hematology investigators at City of Hope who are participating in Faron’s ongoing Phase I/II BEXMAB trial. Based on their clinical experience with bexmarilimab in r/r MDS, the investigators are exploring a potential Phase II trial to evaluate bexmarilimab, Faron’s macrophage-targeting anti–Clever-1 antibody, in combination with the oral hypomethylating agent (HMA) decitabine/cedazuridine.

The primary objective of the IIT would be to further explore the clinical and immunologic effects of combining bexmarilimab with an oral HMA further strengthening the data set of bexmarilimab in last line HR MDS. Initiation of the IIT remains subject to completion of protocol development, which is currently in progress, as well as applicable regulatory and ethics approvals. Enrollment of the first participant is expected in the second half of 2026.

“Patients with r/r MDS face extremely limited treatment options,” said Dr. Brian Ball, Assistant Professor, Division of Leukemia, Department of Hematology & Hematopoietic Cell Transplantation at City of Hope, and the proposed IIT’s principal investigator. “Based on prior clinical observations with bexmarilimab in combination with azacitidine, we believe further investigation in this setting is warranted. We are currently working through the study design and institutional processes required to potentially move this forward.”

The scientific rationale for the proposed IIT is based on bexmarilimab’s ability to target the Clever-1 receptor expressed on immunosuppressive M2 macrophages and leukemic blasts. In the Phase I/II BEXMAB trial evaluating bexmarilimab in combination with azacitidine, encouraging response rates and overall survival were observed in participants with r/r MDS. The potential use of an oral HMA backbone may offer a more convenient treatment approach, pending further clinical evaluation.

“This potential collaboration with City of Hope reflects continued external investigator interest in bexmarilimab,” said Dr. Petri Bono, Chief Medical Officer of Faron. “Data generated from an independent investigator-initiated trial, could provide additional clinical and biological insights into bexmarilimab’s activity in r/r MDS.”

“We are very pleased and supportive of this initiative from the investigators of City of Hope. There is a profound need for new treatment options in r/r MDS and we continuously receive inquiries from patients and care givers to access bexmarilimab after failure to frontline treatment in HR MDS. Hopefully, this study will be able alleviate some of the pressing need for new options in r/r MDS,” continued Dr. Juho Jalkanen CEO of Faron .

About bexmarilimab

Bexmarilimab is Faron’s wholly owned, investigational immunotherapy designed to overcome resistance to existing treatments by targeting Clever-1, a receptor on immunosuppressive macrophages and malignant blasts. By inhibiting Clever-1, bexmarilimab reprograms the tumor microenvironment to ignite a potent anti-tumor immune response.

About BEXMAB

The BEXMAB study is an open-label Phase I/II clinical trial investigating bexmarilimab in combination with standard of care (SoC) in the aggressive hematological malignancies of acute myeloid leukemia (AML) and myelodysplastic syndrome (MDS). The primary objective is to determine the safety and tolerability of bexmarilimab in combination with SoC (azacitidine) treatment.

About Faron Pharmaceuticals Ltd.

Faron Pharmaceuticals (AIM: FARN, First North: FARON) is a global, clinical-stage biopharmaceutical company, focused on creating innovative cancer treatments that leverage the patient’s own immune system. The Company’s lead asset bexmarilimab is currently being investigated in Phase I/II clinical trial as a potential therapy for patients with hematological cancers in combination with other standard treatments.

For more information, please contact:

IR Partners, Finland
(Media)

Kare Laukkanen

+358 50 553 9535 / +44 7 469 766 223
kare.laukkanen@irpartners.fi
FINN Partners, US
(Media) 
Alyssa Paldo 
+1 847 791-8085 
alyssa.paldo@finnpartners.com
Cairn Financial Advisers LLP
(Nominated Adviser and Broker)
Sandy Jamieson, Jo Turner
+44 (0) 207 213 0880
Sisu Partners Oy
(Certified Adviser on Nasdaq First North)
Juha Karttunen
Jukka Järvelä
+358 (0)40 555 4727
+358 (0)50 553 8990

Forward-Looking Statements

This press release contains certain forward-looking statements relating to the business of Faron Pharmaceuticals. In addition, even if the actual results or development of Faron Pharmaceuticals are consistent with the forward-looking statements contained in this press release, those results or developments of Faron Pharmaceuticals may not be sustained in the future. In some cases, you can identify forward-looking statements by words such as “could,” “should,” “may,” “expects,” “anticipates,” “believes,” “intends,” “estimates,” “aims,” “targets,” or similar words. These forward-looking statements are based largely on the current expectations of Faron Pharmaceuticals as of the date of this press release and are subject to a number of known and unknown risks and uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievement expressed or implied by these forward-looking statements. In particular, the expectations of Faron Pharmaceuticals could be affected by, among other things, uncertainties and delays involved in the development of product candidates, unexpected clinical trial results, unexpected regulatory actions or delays, competition in general, currency fluctuations, inflation, changes in tariff policies, political or macroeconomic developments, and the ability to obtain or maintain patent or other proprietary intellectual property protection. Success in preclinical studies or earlier clinical trials may not be indicative of results in future clinical trials. In light of these risks and uncertainties, there can be no assurance that the forward-looking statements made in this press release will in fact be realized. Faron Pharmaceuticals is providing this information as of the date of this press release and disclaims any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Faron’s Bexmarilimab Data Accepted for Poster Presentation at the BSH Annual Scientific Meeting 2026

Faron Pharmaceuticals Ltd | Press Release | February 23, 2026 at 09:00:00 EET

TURKU, FINLAND – Faron Pharmaceuticals Ltd. (AIM: FARN, First North: FARON), a clinical-stage biopharmaceutical company focused on tackling cancers through novel immunotherapies, today announces that data from its Phase I/II BEXMAB trial evaluating bexmarilimab in combination with azacitidine for the treatment of higher-risk myelodysplastic syndromes (MDS) have been accepted for presentation at the 66th Annual Scientific Meeting of the British Society for Haematology (BSH), taking place 19–21 April 2026 in Liverpool, UK.

The abstract, titled “Bexmarilimab Plus Azacitidine in Higher Risk Myelodysplastic Syndrome: Updated Results from the BEXMAB Study,” has been selected for poster presentation (Poster P02.10) under the theme Myeloid Malignancies and Bone Marrow Failure Syndromes. The acceptance supports Faron’s consistent scientific presence at major hematology and oncology meetings.

While the BSH poster contains updated figures from the latest data cut, the dataset itself is previously reported. Inclusion at BSH underscores the Company’s ongoing engagement with the MDS community and its commitment to transparent, continuous reporting of BEXMAB clinical progress.

The poster presents the full dataset included in the accepted abstract based on the 3 November 2025 data cut (55 patients: 21 treatment‑naïve; 34 HMA‑refractory/relapsed). The results support the planned advancement of bexmarilimab into the next development phase in treatment‑naïve higher‑risk MDS.

Dr Emma Searle, presenting author from The Christie NHS Foundation Trust and the University of Manchester, commented: “We are pleased to share the BEXMAB data with the hematology community at BSH. The combination of bexmarilimab and azacitidine continues to show a favorable safety profile and encouraging response rates across both treatment‑naïve and HMA‑refractory higher‑risk MDS populations. Presenting this data at BSH offers a valuable opportunity to engage with investigators and KOLs who are eager for bexmarilimab’s next HR‑MDS trial, exchange clinical insights, and help shape the field’s continued progress.”

About bexmarilimab

Bexmarilimab is Faron’s wholly owned, investigational immunotherapy designed to overcome resistance to existing treatments by targeting Clever-1, a receptor on immunosuppressive macrophages and malignant blasts. By inhibiting Clever-1, bexmarilimab reprograms the tumor microenvironment to ignite a potent anti-tumor immune response.

About BEXMAB

The BEXMAB study is an open-label Phase I/II clinical trial investigating bexmarilimab in combination with standard of care (SoC) in the aggressive hematological malignancies of acute myeloid leukemia (AML) and myelodysplastic syndrome (MDS). The primary objective is to determine the safety and tolerability of bexmarilimab in combination with SoC (azacitidine) treatment.

About Faron Pharmaceuticals Ltd.

Faron Pharmaceuticals (AIM: FARN, First North: FARON) is a global, clinical-stage biopharmaceutical company, focused on creating innovative cancer treatments that leverage the patient’s own immune system. The Company’s lead asset bexmarilimab is currently being investigated in multiple clinical trials as a potential therapy for patients with hematological malignancies and solid tumors in combination with other standard treatments.

For more information, please contact:

IR Partners, Finland
(Media)

Kare Laukkanen

+358 50 553 9535 / +44 7 469 766 223
kare.laukkanen@irpartners.fi
FINN Partners, US
(Media) 
Alyssa Paldo 
+1 847 791-8085 
alyssa.paldo@finnpartners.com
Cairn Financial Advisers LLP
(Nominated Adviser and Broker)
Sandy Jamieson, Jo Turner
+44 (0) 207 213 0880
Sisu Partners Oy
(Certified Adviser on Nasdaq First North)
Juha Karttunen
Jukka Järvelä
+358 (0)40 555 4727
+358 (0)50 553 8990

Forward-Looking Statements

This press release contains certain forward-looking statements relating to the business of Faron Pharmaceuticals. In addition, even if the actual results or development of Faron Pharmaceuticals are consistent with the forward-looking statements contained in this press release, those results or developments of Faron Pharmaceuticals may not be sustained in the future. In some cases, you can identify forward-looking statements by words such as “could,” “should,” “may,” “expects,” “anticipates,” “believes,” “intends,” “estimates,” “aims,” “targets,” or similar words. These forward-looking statements are based largely on the current expectations of Faron Pharmaceuticals as of the date of this press release and are subject to a number of known and unknown risks and uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievement expressed or implied by these forward-looking statements. In particular, the expectations of Faron Pharmaceuticals could be affected by, among other things, uncertainties and delays involved in the development of product candidates, unexpected clinical trial results, unexpected regulatory actions or delays, competition in general, currency fluctuations, inflation, changes in tariff policies, political or macroeconomic developments, and the ability to obtain or maintain patent or other proprietary intellectual property protection. Success in preclinical studies or earlier clinical trials may not be indicative of results in future clinical trials. In light of these risks and uncertainties, there can be no assurance that the forward-looking statements made in this press release will in fact be realized. Faron Pharmaceuticals is providing this information as of the date of this press release and disclaims any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Faron Announces Phase II BEAM-X IIT Led by the Nordic AML Group Evaluating Bexmarilimab in Post-Transplant AML

Faron Pharmaceuticals Ltd | Press Release | February 19, 2026 at 09:00:00 EET

Trial investigates macrophage re-reprogramming immunotherapy bexmarilimab in combination with azacitidine to prevent relapse in MRD-positive AML after stem cell transplantation.

TURKU, FINLAND – Faron Pharmaceuticals Ltd. (AIM: FARN, First North: FARON), a clinical-stage biopharmaceutical company focused on tackling cancers through novel immunotherapies, today announces a significant expansion of its clinical development program with the upcoming initiation of the Phase II BEAM-X Investigator-Initiated Trial (IIT) led by the Nordic AML Group with Dr. Mika Kontro serving as principal investigator. The trial evaluates bexmarilimab in combination with azacitidine for patients with measurable residual disease (MRD) positive acute myeloid leukemia (AML) following allogeneic stem cell transplantation.

Relapse after transplantation remains one of the most devastating challenges faced by AML patients, driven in large part by the persistence or return of MRD which is the strongest predictor of full leukemia relapse. Despite advances in transplant medicine, therapeutic options for MRD-positive patients after stem cell transplantation remain limited. The BEAM-X IIT advances bexmarilimab into this high-need clinical setting, targeting the MRD phase when disease burden is low and immune-mediated elimination is biologically most achievable. By combining azacitidine’s ability to enhance antigen presentation with bexmarilimab’s restoration of immune activation, the combination aims to create the conditions for early immune‑mediated clearance of residual disease and reduce the risk of relapse. Data from the BEXMAB Phase I/II trial support BEAM-X, where the combination of bexmarilimab and azacitidine has shown early MRD‑clearance signals in HR-MDS patients, reinforcing the mechanistic rationale for exploring this combination in the MRD‑positive post‑transplant AML population.

“Preventing relapse after transplantation is one of the greatest unmet needs in AML,” said Dr. Petri Bono, Chief Medical Officer of Faron. “The complementary biology of azacitidine and bexmarilimab makes this combination particularly compelling in the MRD setting, where timely immune activation may meaningfully alter the clinical trajectory. We are pleased to collaborate with the Nordic AML Group, a leading academic consortium with deep expertise in this field.” The BEAM-X trial is an open-label, two stage Phase II trial carried out with the Nordic AML Group, a long-established cooperative network of leading Nordic transplant and leukemia centres. The trial evaluates the combination of azacitidine and bexmarilimab to assess whether the regimen can achieve deep molecular responses and maintain remission. The trial will enrol 24 patients and aims for a primary endpoint of MRD negativity at six months, supported by key secondary endpoints including relapse-free survival, overall survival, safety and tolerability, and incidence of graft-versus-host disease. Patients may receive a short venetoclax intensification if MRD kinetics remain suboptimal. First patient in is expected in Q3 2026, with the initial stage-1 efficacy readout anticipated 12–15 months after enrolment begins.

“Patients who develop MRD after stem cell transplantation face a very high risk of relapse and poor survival, and we urgently need new strategies that intervene earlier and more effectively,” said Dr. Mika Kontro, trial Principal Investigator at Helsinki University Hospital. “Bexmarilimab offers a novel immunologic mechanism by activating both innate and adaptive immunity, and we look forward to evaluating whether this approach can help prevent progression and improve long-term outcomes for our patients.”

About bexmarilimab

Bexmarilimab is Faron’s wholly owned, investigational immunotherapy designed to overcome resistance to existing treatments by targeting Clever-1, a receptor on immunosuppressive macrophages and malignant blasts. By inhibiting Clever-1, bexmarilimab reprograms the tumor microenvironment to ignite a potent anti-tumor immune response.

About BEXMAB

The BEXMAB study is an open-label Phase I/II clinical trial investigating bexmarilimab in combination with standard of care (SoC) in the aggressive hematological malignancies of acute myeloid leukemia (AML) and myelodysplastic syndrome (MDS).

About Faron Pharmaceuticals Ltd.

Faron Pharmaceuticals (AIM: FARN, First North: FARON) is a global, clinical-stage biopharmaceutical company, focused on creating innovative cancer treatments that leverage the patient’s own immune system. The Company’s lead asset bexmarilimab is currently being investigated in multiple Phase Ib/II clinical trials as a potential therapy for patients with hematological malignancies and solid tumors in combination with other standard treatments.

For more information, please contact:

IR Partners, Finland
(Media)

Kare Laukkanen
+358 50 553 9535 /+44 7 469 766 223
kare.laukkanen@irpartners.fi
FINN Partners, US
(Media) 
Alyssa Paldo 
+1 847 791-8085 
alyssa.paldo@finnpartners.com
Cairn Financial Advisers LLP
(Nominated Adviser and Broker)
Sandy Jamieson, Jo Turner
+44 (0) 207 213 0880
Sisu Partners Oy
(Certified Adviser on Nasdaq First North)
Juha Karttunen
Jukka Järvelä
+358 (0)40 555 4727
+358 (0)50 553 8990

Forward-Looking Statements

This press release contains certain forward-looking statements relating to the business of Faron Pharmaceuticals. In addition, even if the actual results or development of Faron Pharmaceuticals are consistent with the forward-looking statements contained in this press release, those results or developments of Faron Pharmaceuticals may not be sustained in the future. In some cases, you can identify forward-looking statements by words such as “could,” “should,” “may,” “expects,” “anticipates,” “believes,” “intends,” “estimates,” “aims,” “targets,” or similar words. These forward-looking statements are based largely on the current expectations of Faron Pharmaceuticals as of the date of this press release and are subject to a number of known and unknown risks and uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievement expressed or implied by these forward-looking statements. In particular, the expectations of Faron Pharmaceuticals could be affected by, among other things, uncertainties and delays involved in the development of product candidates, unexpected clinical trial results, unexpected regulatory actions or delays, competition in general, currency fluctuations, inflation, changes in tariff policies, political or macroeconomic developments, and the ability to obtain or maintain patent or other proprietary intellectual property protection. Success in preclinical studies or earlier clinical trials may not be indicative of results in future clinical trials. In light of these risks and uncertainties, there can be no assurance that the forward-looking statements made in this press release will in fact be realized. Faron Pharmaceuticals is providing this information as of the date of this press release and disclaims any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Faron Pharmaceuticals Ltd: NOTICE TO THE EXTRAORDINARY GENERAL MEETING

Faron Pharmaceuticals Ltd | Company announcement | February 09, 2026 at 19:45:00 EET

Shareholders of Faron Pharmaceuticals Ltd (business ID: 2068285-4, the “Company”) are notified of the Extraordinary General Meeting (the “EGM”) to be held on 2 March 2026 at 10:00 a.m. EET (Finnish time) at Biocity, meeting room “Presidentti” at Tykistökatu 6, FI-20520 Turku, Finland. The registration of attendees and the distribution of voting slips will commence at the meeting venue at 9:30 a.m. EET (Finnish time).

A. MATTERS ON THE AGENDA OF THE EXTRAORDINARY GENERAL MEETING

At the EGM the following matters will be considered:

§ 1 Opening of the meeting

§ 2 Calling the meeting to order

§ 3 Election of persons to scrutinise the minutes and to supervise the counting of votes

§ 4 Recording the legality of the meeting

§ 5 Recording the attendance at the meeting and adoption of the list of votes

§ 6 Authorising the Board to resolve on the rights offering

The Board proposes that the EGM authorises the Board to resolve on the issuance of a maximum of 80,000,000 new shares in a rights offering as follows:

The new shares to be issued based on the authorisation will be offered to the Company’s shareholders for subscription pursuant to their pre-emptive subscription rights in the same proportion as they already hold shares in the Company. Shares that remain unsubscribed at the end of the subscription period of the rights offering on the basis of shareholders’ pre-emptive subscription rights may be offered on a secondary basis for subscription to other shareholders or third parties. The Board is authorised to decide to whom such shares that remain unsubscribed, if any, are offered to. In the event that shares are to be issued to potential subscription guarantors in a secondary offering, the Company would be authorised to issue the shares to itself first without consideration to enable delivery versus payment in respect of such subscription guarantors (without the authorisation being exercised twice in respect of such shares). The Board is authorised to resolve on all other terms and conditions of the rights offering, including the subscription and payment period and the grounds for determining the subscription price.

The authorisation would be valid until 30 June 2026 and would not revoke the authorisation granted to the Board by the Annual General Meeting on 21 March 2025 to resolve on issuances of shares, option rights or other special rights entitling to shares.

§ 7 Closing of the meeting

B. DOCUMENTS OF THE EXTRAORDINARY GENERAL MEETING

This notice, which includes the decision proposal on the agenda of the EGM, is available on the Company’s website at https://www.faron.com/investors. The Company’s annual report for 2024, including the financial statements, the report of the Board of Directors and the auditor’s report, as well as other documents that shall be kept available for the shareholders according to the Finnish Limited Liability Companies Act, are available on the above-mentioned website no later than 23 February 2026. The decision proposal and other documents mentioned above will also be available at the EGM. Copies of these documents and of this notice will be sent to shareholders upon request.

The minutes of the EGM will be available on the above-mentioned website as of 16 March 2026 at the latest.

C. INSTRUCTIONS FOR THE PARTICIPANTS IN THE EXTRAORDINARY GENERAL MEETING

1. The right to participate and registration

Each shareholder who on the record date of the EGM, 18 February 2026 is registered in the Company’s shareholders’ register held by Euroclear Finland Oy has the right to participate in the EGM. A shareholder whose shares are registered on their personal Finnish book-entry account is registered in the Company’s shareholders’ register. If you do not have a Finnish book-entry account, see section C.3 “Holder of nominee-registered shares (including depositary interest holders)”.

A shareholder who is registered in the Company’s shareholders’ register and who wants to participate in the EGM should register for the meeting by no later than 10:00 a.m. EET (Finnish time) on 25 February 2026 by giving a prior notice of participation. The notice must be received before the end of the registration period. Notice of participation can be given:

  • by email to egm@faron.com or
  • by mail to Faron Pharmaceuticals Ltd, attn. Kaisa Kyttä, Joukahaisenkatu 6, FI-20520 Turku, Finland.

When registering, a shareholder shall state their name, personal identification number / business identity code, address, telephone number and the name of a possible proxy representative, legal representative or assistant and the personal identification number of the proxy representative or legal representative. The personal data given by shareholders to the Company is used only in connection with the EGM and the necessary processing of related registrations.

Shareholders, and their authorised representatives or proxy representatives should be able to prove their identity and/or right of representation at the meeting venue upon request.

2. Proxy representative and powers of attorney

Shareholders may participate in the EGM and exercise their rights at the meeting by way of proxy representation. A proxy representative must present a dated power of attorney or other reliable proof of their authority to represent the shareholder.

If a shareholder participates in the EGM by means of several proxy representatives, who represent the shareholder with shares held in different book-entry accounts, the shares represented by each proxy representative shall be identified when registering for the EGM.

The Company offers the possibility for shareholders to designate the Company’s employee, Paavo Koivisto, director of IR & Funding, as their proxy representative, to represent them at the EGM in accordance with the shareholder’s voting instructions. Authorising the designated proxy representative will not accrue any costs for the shareholder, excluding possible postal fees for proxy documents.

Possible proxy documents should be sent by email to egm@faron.com and as originals to Faron Pharmaceuticals Ltd, attn. Kaisa Kyttä, Joukahaisenkatu 6, FI-20520 Turku, Finland before the end of the registration period by which time the proxy documents must be received.

In addition to providing proxy documents, the shareholder or their proxy representative must take care of registering for the EGM in the manner described in this notice.

3. Holder of nominee-registered shares (including depositary interest holders)

A holder of nominee-registered shares (including depositary interest holders) has the right to participate in the EGM by virtue of such shares based on which the holder would be entitled to be registered in the Company’s shareholders’ register held by Euroclear Finland Oy on the EGM’s record date of 18 February 2026.

Additionally, participation requires that the holder of nominee-registered shares is on the basis of such shares being temporarily registered in the Company’s shareholders’ register held by Euroclear Finland Oy by 10:00 EET (Finnish time) on 25 February 2026. In regard to nominee-registered shares, this constitutes due registration for the EGM.

A holder of nominee-registered shares is advised to request the necessary instructions regarding temporary registration in the shareholders’ register, the issuing of proxy documents and registration for the EGM from their custodian bank without delay. A holder of nominee-registered shares shall note that custodian banks may apply deadlines for the registration and the provision of voting instructions of holders of nominee-registered shares. The account management organisation of the custodian bank must register a holder of nominee-registered shares who wants to participate in the EGM temporarily in the Company’s shareholders’ register by the above-mentioned time.

4. Other instructions and information

Pursuant to Chapter 5, Section 25 of the Finnish Limited Liability Companies Act, shareholders who are present at the EGM are entitled to request information regarding the matters on the agenda of the EGM.

Changes in shareholding occurring after the record date of the EGM do not affect the right to participate in the EGM or the number of votes held by a shareholder.

On the date of this notice, 9 February 2026, the total number of shares and votes in the Company is 119,472,660.

The EGM shall be held in Finnish, partially translated into English.

Turku, 9 February 2026

FARON PHARMACEUTICALS LTD

Board of Directors

THE NEW SHARES ISSUED IN THE PROPOSED RIGHTS OFFERING WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES, AND MAY NOT BE OFFERED, SOLD OR TRANSFERRED, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES.

Inside Information: Faron Pharmaceuticals Ltd is planning a rights offering of approximately EUR 40 million to strengthen its capital structure and to drive lead asset bexmarilimab to key milestones

Faron Pharmaceuticals Ltd | Company announcement | February 09, 2026 at 19:35:00 EET

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION, PUBLICATION OR RELEASE WOULD BE UNLAWFUL.
 
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO ACQUIRE ANY SECURITIES. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.
 
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF EU REGULATION 596/2014 (“MAR”) AND ARTICLE 7 OF MAR AS IT FORMS PART OF DOMESTIC LAW IN THE UNITED KINGDOM BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 (“UK MAR”).

Inside Information: Faron Pharmaceuticals Ltd is planning a rights offering of approximately EUR 40 million to strengthen its capital structure and to drive lead asset bexmarilimab to key milestones

TURKU, FINLAND – Faron Pharmaceuticals Ltd. (AIM: FARN, First North: FARON, “Faron” or the “Company”) announces that it is planning a share issue with pre-emptive subscription rights for the Company’s existing shareholders to raise gross proceeds of approximately EUR 40 million (the “Offering”) The Offering is aimed to strengthen the Company’s financial position and to accelerate the development of its lead asset bexmarilimab and to run the Phase II portion of the FDA agreed Phase II/III trial in frontline HR MDS. To seek shareholders’ approval for the Offering, Faron will today publish a notice to convene an Extraordinary General Meeting of Shareholders (EGM), to be held on 2 March 2026.

Key Highlights

  • The objective of the Offering is to strengthen the Company’s financial position and to finance the continued development of the Company’s lead asset bexmarilimab to the next set of key clinical milestones and expected value inflection points for 2026 and 2027.
  • Faron intends to raise approximately EUR 40 million in the Offering. The net proceeds from the Offering will be used to fund the Phase II portion of the Phase II/III trial agreed with the U.S. Food and Drug Administration (FDA) testing bexmarilimab + azacitidine against placebo + azacitidine in frontline high risk myelodysplastic syndrome (HR MDS), along with several investigator‑initiated combination trials across multiple cancers.
  • To align its clinical development plan with the recent FDA MDS guidelines from 2025, Faron plans to propose Complete Response (CR) as the approval endpoint, which would substantially shorten the confirmatory Phase III trial duration.
  • Faron believes that its staged and cost-efficient clinical development plan adapts well to the recent evolution in the HR MDS competitive landscape, particularly the failure of certain other drug candidates due to their clinical trial design and/or safety concerns.
  • Faron will host a virtual Business Update on Wednesday, 11 February 2026 at 3pm EET / 2pm CET / 8am ET. During the event, Faron’s Chief Executive Officer, Dr. Juho Jalkanen, will provide an update on the Company’s development plans and the rationale behind the planned Offering.

Background for the Offering

Faron has reached a critical stage in the advancement of bexmarilimab. In order to position the Company to achieve the next expected key value-inflection milestones, Faron’s Board of Directors has undertaken a detailed review of the development plan of bexmarilimab and forecasted funding requirements. With the proposed Offering Faron aims to fund the Phase II portion of a Phase II/III registrational trial of bexmarilimab in frontline high risk myelodysplastic syndrome (HR MDS) that was agreed with the FDA in H2 2025, along with supporting several investigator‑initiated combination trials across multiple solid tumors.

Chairman statement

“The Board has carefully considered a range of financing alternatives, including non-dilutive funding, debt instruments and equity-linked structures to fund the development of bexmarilimab. Having taken into account the Company’s development stage, market conditions and the importance of reaching a flexible balance sheet, we have concluded that equity financing by way of a rights offering is the most appropriate and prudent course of action at this time for the Company and its shareholders. We have therefore decided to convene the EGM to seek authorization from the shareholders for the Offering. The Board considers that a rights offering, offered to existing shareholders on a pre-emptive basis, represents a fair and equitable means of raising capital, allowing shareholders the opportunity to participate in the financing in proportion to their existing shareholdings and to mitigate dilution should they choose to do so. Accordingly, the Board unanimously believes that the rights offering is in the best interests of the Company and its shareholders as a whole and is necessary to support the execution of the Company’s strategy and the creation of long-term shareholder value, as this funding will enable the Company to facilitate progress toward multiple near-term clinical and regulatory milestones.

We trust that our shareholders will support the resolution to be proposed at the EGM to enable the planner rights offering to proceed,” says Tuomo Pätsi, the Chair of the Board.

Bexmarilimab’s clinical development plan aligned with FDA guidance and recent competitive landscape evolutions

Faron plans to start in the second half of 2026 the Phase II part of the randomized Phase II/III trial comparing two doses of bexmarilimab versus placebo, all in combination with standard-of-care azacitidine. At the end of the Phase II, anticipated late 2027, Faron aims to unblind the Phase II data and request an FDA meeting to select the final dose and primary endpoint for the confirmatory Phase III part. In the second half of 2025, the FDA published the first MDS guidelines for the industry. Accordingly, Faron intends to propose Complete Response (CR) as the final approval endpoint, which is expected to substantially shorten the confirmatory Phase III trial duration and cost. Of note, at the time of the frontline Phase II readout a discussion concerning accelerated approval for relapsed and refractory MDS (r/r MDS) could be re-visited with the FDA if the frontline Phase II results adequately address the FDA’s question on contribution of each agent in the efficacy of the bexmarilimab + azacitidine combination.

Faron believes that its staged and cost-efficient clinical development plan is appropriately aligned with recent changes in the HR MDS competitive landscape, particularly the failure of certain other drug candidates due to their clinical trial design and/or safety concerns.

As Faron continues to advance its frontline development plan and addressing the FDA’s remaining question on contribution of each agent testing bexmarilimab + azacitidine against placebo + azacitidine, investigators from the BEXMAB Phase I/II trial believe that the benefit of bexmarilimab in r/r MDS is clear given the data produced to date in the BEXMAB trial. Hence, led by City of Hope (USA) an investigator-initiated trial (IIT) in r/r MDS is also planned to commence in 2026 to produce more data in the last line setting while Faron pursues the frontline setting. This IIT data in r/r MDS is planned to be used for further validation of the benefit of bexmarilimab in last line HR MDS and support the discussion by Faron of potential accelerated approval in r/r MDS with the FDA at the time of the frontline Phase II read out.

Faron also plans to support up to five investigator-initiated trials to further validate bexmarilimab’s potential in combination trials in melanoma, lung cancer (NSCLC), soft tissue sarcoma, breast cancer (ER+ BRC) and leukemia (AML). The Company believes that these additional trials can further strengthen and expand the potential of bexmarilimab in solid tumors, which it expects to increase bexmarilimab’s attractiveness for a potential commercial partnership with biopharmaceutical companies on a global basis.

Dr. Juho Jalkanen, CEO and co-founder of Faron said: “We have now reached an important milestone with bexmarilimab, achieving deep and durable responses as well as favorable safety profile in HR MDS where lack of new treatments has prevailed. We remain convinced that bexmarilimab has potential to become the next standard of care in HR MDS and possible other indications, and we are confident that our clinical development plan is well designed to address the needs of patients with high unmet medical need.”

Extraordinary General Meeting

Faron intends to raise approximately EUR 40 million in equity capital, which is expected to fund the Phase II portion of the Phase II/III trial agreed with the FDA testing bexmarilimab + azacitidine against placebo + azacitidine in frontline HR MDS, along with several investigator‑initiated combination trials across multiple cancers. The remainder of the funds would support working capital needs and general corporate purposes for the Company.

The Offering is subject to an authorization by shareholders at the Extraordinary General Meeting (EGM) and a resolution by the Board of Directors of Faron Pharmaceuticals Ltd.

Faron seeks an authorization for the Offering in the EGM of Faron Pharmaceuticals Ltd, which is to be held on 2 March 2026. Preliminarily and depending on the market conditions, the subscription period for the Offering is currently expected to commence and end during the first quarter of 2026. The meeting documents will be made available at the following link: https://faron.com/investors/governance/general-meeting/

The Company may carry out an additional offering by way of a directed share issue to allocate shares to potential non-shareholder investors based on previous authorization granted by the Company’s last general meeting.

Background – bexmarilimab emerging as potential next standard of care in HR MDS

Faron’s lead asset bexmarilimab is an investigational immunotherapy designed to overcome resistance to existing cancer treatments by harnessing the power of immune cells and igniting the immune system.

The mechanism of action of bexmarilimab consists of reprogramming immune cells called macrophages, which are a key source of treatment resistance to cancer, helping tumor cells evade the immune system. This mechanism of action triggers the immune system to attack tumors and sensitizes cancer cells to chemotherapies as well as other classical cancer drugs.

Based on the strength of data already generated with bexmarilimab, Faron has been granted Orphan Drug Designation and Fast Track Designation for the treatment of the difficult-to-treat blood cancer called high-risk myelodysplastic syndrome (HR MDS) by the FDA, as well as Orphan Drug Designation by the European Medicines Agency (EMA).

The updated Phase I/II BEXMAB study data presented at the American Society of Hematology (ASH) 2025 Annual Meeting in December 2025 highlighted significant improvement in survival outcomes in patients with HR MDS treated with bexmarilimab in combination with standard-of-care azacitidine, suggesting the combination could effectively bridge to a potentially curative therapy in this otherwise deadly cancer:

  • Deep and durable complete remissions (CRs), reaching 70% in most difficult to treat patients bearing a genetic mutation called TP53 mutants;
  • Durable effect in patients with complete remissions, with a median of 12.1 months for all and 10.2 months for TP53 mutants and both continuing to increase as follow-up mature;
  • Deep eradication of cancer cells with 67% of CR patients with no residual disease (MRD);
  • Meaningful reduction of blood transfusions, with 57% of frontline patients that were transfusion dependent becoming transfusion independent; and
  • Meaningful survival benefit in patients with resistant or refractory HR MDS, last line survival improvement to 14.5 months compared to 5-6 months, historically.

Sole Global Coordinator and Bookrunner
Faron has appointed Stifel Europe Securities SAS as Sole Global Coordinator and Bookrunner of the Offering.

Webcast

Faron will host a virtual Business Update on Wednesday, 11 February 2026 at 3pm EET / 2pm CET / 8am ET. During the event, Faron’s Chief Executive Officer, Dr. Juho Jalkanen, will provide an update on the Company’s development plans and the rationale behind the planned Offering.

Webcast registration link: https://faron.videosync.fi/business-update-02-2026

For more information, please contact:

IR Partners, Finland
(Media)
Kare Laukkanen
+358 50 553 9535 / +44 7 469 766 223
kare.laukkanen@irpartners.fi
Cairn Financial Advisers LLP
(Nominated Adviser and Broker)
Sandy Jamieson, Jo Turner
+44 (0) 207 213 0880
Stifel Europe Securities SAS
(Sole Global Coordinator and Bookrunner)
Pierre Kiecolt-Wahl
Vincent Meunier
pierre.kiecoltwahl@stifel.com
+33 6 30 57 58 82
vincent.meunier@stifel.com
+33 6 30 56 10 06
Sisu Partners Oy
(Certified Adviser on Nasdaq First North)
Juha Karttunen
Jukka Järvelä
+358 (0)40 555 4727
+358 (0)50 553 8990

About BEXMAB
The BEXMAB study is an open-label Phase I/II clinical trial investigating bexmarilimab in combination with standard of care (SoC) in the aggressive hematological malignancies of acute myeloid leukemia (AML) and myelodysplastic syndrome (MDS). The primary objective is to determine the safety and tolerability of bexmarilimab in combination with SoC (azacitidine) treatment. Directly targeting Clever-1 could limit the replication capacity of cancer cells, increase antigen presentation, ignite an immune response, and allow current treatments to be more effective. Clever-1 is highly expressed in both AML and MDS and associated with therapy resistance, limited T cell activation and poor outcomes.

About bexmarilimab
Bexmarilimab is Faron’s wholly owned, investigational immunotherapy designed to overcome resistance to existing treatments and optimize clinical outcomes, by targeting myeloid cell function and igniting the immune system. Bexmarilimab binds to Clever-1, an immunosuppressive receptor found on macrophages leading to tumor growth and metastases (i.e. helps cancer evade the immune system). By targeting the Clever-1 receptor on macrophages, bexmarilimab alters the tumor microenvironment, reprogramming macrophages from an immunosuppressive (M2) state to an immunostimulatory (M1) one, upregulating interferon production and priming the immune system to attack tumors and sensitizing cancer cells to standard of care.

About Faron Pharmaceuticals Ltd
Faron (AIM: FARN, First North: FARON) is a global, clinical-stage biopharmaceutical company, focused on tackling cancers via novel immunotherapies. Its mission is to bring the promise of immunotherapy to a broader population by uncovering novel ways to control and harness the power of the immune system. The Company’s lead asset is bexmarilimab, a novel anti-Clever-1 humanized antibody, with the potential to remove immunosuppression of cancers through reprogramming myeloid cell function. Bexmarilimab is being investigated in Phase I/II clinical trials as a potential therapy for patients with hematological cancers in combination with other standard treatments. Further information is available at www.faron.com.

Important notice
This announcement is not an offer of securities for sale into the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act“), or under the securities laws of any state or other jurisdiction of the United States, and may not be offered, sold or transferred, directly or indirectly, in or into or from the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. There is no intention to register the securities in the United States or to make a public offering in the United States. Any sale of the securities in the United States will be made solely to a limited number of “qualified institutional buyers” as defined in Rule 144A in reliance on an exemption from the registration requirements of the Securities Act.

The distribution of this announcement may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such relevant legal restrictions. The information contained herein is not for publication, distribution or release, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore or the Republic of South Africa or any other jurisdiction in which the distribution, publication or release would be unlawful. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such aforementioned jurisdiction. This announcement is not directed to, and is not intended for distribution to or use by, any person or entity that is a citizen, resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would violate law or regulation or which would require any registration or licensing within such jurisdiction.

In any EEA Member State, other than Finland, this release is only addressed to and is only directed at “qualified investors” in that Member State within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (the “Prospectus Regulation“).

In the United Kingdom, this announcement is only directed at (a) members of the Company; and (b) “qualified investors” within the meaning of paragraph 15 of Schedule 1 of the Public Offers and Admissions to Trading Regulations 2024 (the “POATR“)  who are also (i) persons having professional experience in matters relating to investments who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”); (ii) persons who fall within Article 49(2)(a) to (d) of the Order; or (iii) other persons to whom it may otherwise be lawfully communicated (all such persons together being “Relevant Persons“). This announcement must not be acted on or relied on in the United Kingdom by persons who are not Relevant Persons. Persons distributing this announcement must satisfy themselves that it is lawful to do so. Any investment or investment activity to which this announcement relates is only available to Relevant Persons in the United Kingdom and will only be engaged in with such persons.

In the United Kingdom, no prospectus, offering memorandum, offering document or admission document has been or will be made available in connection with the matters contained or referred to in this announcement and no such document is required to be published (in accordance with the POATR or the AIM Rules of the London Stock Exchange). This announcement has not been approved by the Financial Conduct Authority (the “FCA“) or the London Stock Exchange.

No part of this announcement, nor the fact of its distribution, should form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. The information contained in this release has not been independently verified. No representation, warranty or undertaking, expressed or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained herein. The Company or any of its respective affiliates, advisors or representatives or any other person, shall have no liability whatsoever (in negligence or otherwise) for any loss, however arising from any use of this release or its contents or otherwise arising in connection with this release. Each person must rely on their own examination and analysis of the Company, its subsidiaries, its securities and the transactions, including the merits and risks involved.

The Sole Global Coordinator and Bookrunner is acting exclusively for the Company and no one else in connection with the Offering. It will not regard any other person as their respective client in relation to the Offering. It will not be responsible to anyone other than the Company for providing the duties afforded to its respective clients, nor for giving advice in relation to the Offering or any transaction or arrangement referred to herein.

Caution regarding forward-looking statements

Certain statements in this announcement are, or may be deemed to be, forward-looking statements. Forward-looking statements are identified by their use of terms and phrases such as ”believe”, ”could”, “should”, “expect”, ”envisage”, ”estimate”, ”intend”, ”may”, ”plan”, ”potentially”, ”will” or the negative of those, variations or comparable expressions, including references to assumptions. These forward-looking statements are not based on historical facts but rather on the Company’s current expectations and assumptions regarding the completion and use of proceeds from the Offering, the Company’s future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward-looking statements reflect the Company’s current beliefs and assumptions and are based on information currently available to the Company.

A number of factors could cause actual results to differ materially from the results and expectations discussed in the forward-looking statements, many of which are beyond the control of the Company. In addition, other factors which could cause actual results to differ materially include the ability of the Company to successfully licence its programmes, risks associated with vulnerability to general economic and business conditions, competition, environmental and other regulatory changes, actions by governmental authorities, the availability of capital markets or other sources of funding, reliance on key personnel, uninsured and underinsured losses and other factors. Although any forward-looking statements contained in this announcement are based upon what the Company believes to be reasonable assumptions, the Company cannot assure investors that actual results will be consistent with such forward-looking statements. Accordingly, readers are cautioned not to place undue reliance on forward-looking statements. Subject to any continuing obligations under applicable law, in providing this information the Company does not undertake any obligation to publicly update or revise any of the forward-looking statements or to advise of any change in events, conditions or circumstances on which any such statement is based.

Faron Pharmaceuticals Ltd: Registration of New Shares

Faron Pharmaceuticals Ltd | Company announcement | February 03, 2026 at 18:00:00 EET

Capitalised terms used in this announcement have the meanings given to them in the announcement made at 9.00 a.m. EET 3 February 2026 regarding the amortisation payment and approval of share subscriptions based on special rights, unless the context provides otherwise.

Turku, Finland – Faron Pharmaceuticals Ltd. (AIM: FARN, First North: FARON), a clinical-stage biopharmaceutical company developing novel immunotherapies, has, as announced earlier today on 3 February 2026, approved the exercise of 909,517 Special Rights entitling to 909,517 new Shares, for an aggregate subscription price of EUR 1,549,998.87.

In total 909,517 new shares in the Company have today on 3 February 2026 been registered in the Finnish Trade Register. The shares rank pari passu in all respects with the existing shares of the Company. Following the issuance, the aggregate number of ordinary shares in the Company is 119,472,660. Shares held in treasury by the Company do not confer a right to dividends or other shareholder rights. Following the registration, the Company continues to have 3,688,699 shares in treasury and therefore, the total number of voting rights in Faron is 115,783,961 (the “Number of Shares and Votes”). This figure may be used by shareholders as the denominator for the calculations by which they will determine whether they are required to notify an interest in, or a change to their interest in, the Number of Shares and Votes of the Company.

Trading in the new shares is expected to commence on First North and AIM on or around 5 February 2026.

For more information, please contact:

IR Partners, Finland
(Media)

Kare Laukkanen

+358 50 553 9535 / +44 7 469 766 223
kare.laukkanen@irpartners.fi
FINN Partners, US
(Media) 
Alyssa Paldo 
+1 847 791-8085 
alyssa.paldo@finnpartners.com
Cairn Financial Advisers LLP
(Nominated Adviser and Broker)
Sandy Jamieson, Jo Turner
+44 (0) 207 213 0880
Sisu Partners Oy
(Certified Adviser on Nasdaq First North)
Juha Karttunen
Jukka Järvelä
+358 (0)40 555 4727
+358 (0)50 553 8990

About Faron Pharmaceuticals Ltd

Faron (AIM: FARN, First North: FARON) is a global, clinical-stage biopharmaceutical company, focused on tackling cancers via novel immunotherapies. Its mission is to bring the promise of immunotherapy to a broader population by uncovering novel ways to control and harness the power of the immune system. The Company’s lead asset is bexmarilimab, a novel anti-Clever-1 humanized antibody, with the potential to remove immunosuppression of cancers through reprogramming myeloid cell function. Bexmarilimab is being investigated in Phase I/II clinical trials as a potential therapy for patients with hematological cancers in combination with other standard treatments. Further information is available at www.faron.com.

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