TransCode Therapeutics Announces $14 Million SEPA and $6 Million Convertible Note Financing with Yorkville

On April 6, 2026, TransCode Therapeutics entered into a Standby Equity Purchase Agreement (SEPA) with YA II PN, LTD (Yorkville), providing the company the right to sell up to $14 million of common stock to Yorkville over the agreement's term. In connection with the SEPA, Yorkville agreed to provide up to $6.0 million in pre-paid advances via two convertible promissory notes. The first note of $1.0 million is contingent upon the filing of the 2025 Form 10-K, while the second note of $5.0 million is subject to registration statement effectiveness and shareholder approval. These notes carry a 5% annual interest rate and are convertible into common stock at the lower of a fixed price (115% of VWAP) or a variable price (95% of the lowest daily VWAP over seven days), subject to a floor price. Additionally, the company issued payment-in-kind (PIK) dividends to DEFJ, LLC and Tungsten Advisors related to its previous acquisition of ABCJ, LLC. The financing is intended to provide flexible funding for the company's ongoing operations and business development.