Windward Bio Group AG filed an Issuer Free Writing Prospectus on November 12, 2026, announcing the pricing of its initial public offering of 10,294,117 common shares at $17.00 per share on the Nasdaq Global Select Market under the symbol "WWB."

Key Highlights

  • IPO price set at $17.00: Windward Bio priced 10,294,117 common shares at $17.00 per share in its initial public offering.
  • Underwriter option granted: The underwriters received a 30-day option to purchase up to an additional 1,544,117 common shares at the IPO price, less underwriting discounts and commissions.
  • Combined gross proceeds of $225.0 million: Expected gross proceeds from the IPO and the concurrent private placement, before deducting underwriting discounts, commissions, and offering expenses, are expected to be $225.0 million.
  • Concurrent private placement to Sanofi: Windward announced a concurrent sale of 1,532,691 common shares and pre-funded warrants to purchase 1,408,485 common shares to Sanofi Foreign Participations B.V. for an aggregate purchase price of $50.0 million.
  • Trading expected to begin November 13, 2026: Shares are expected to begin trading on the Nasdaq Global Select Market under the symbol "WWB" on November 13, 2026.
  • Closing expected November 16, 2026: Both the IPO and the concurrent private placement are expected to close on November 16, 2026, subject to customary closing conditions.
  • Joint book-running managers named: Jefferies, TD Cowen, Piper Sandler, and UBS Investment Bank are acting as joint book-running managers for the offering.

Windward Bio IPO Pricing and Concurrent Private Placement Details

According to the free writing prospectus filed pursuant to Rule 433, Windward Bio Group AG (NASDAQ:WWB), described in the filing as "a clinical-stage biotechnology company developing ultra-long-acting antibody medicines for patients with serious respiratory and dermatologic diseases," priced its initial public offering on November 12, 2026. The company disclosed that all 10,294,117 common shares in the IPO are being offered by Windward, with proceeds flowing entirely to the company rather than any selling shareholders.

In addition to the IPO shares, the filing disclosed a concurrent private placement to Sanofi Foreign Participations B.V. Under that transaction, Sanofi is purchasing 1,532,691 common shares and pre-funded warrants to purchase 1,408,485 common shares, each priced at the $17.00 IPO price per common share, for an aggregate purchase price of $50.0 million. The filing noted that the shares and pre-funded warrants in the private placement "will not be registered under the Securities Act of 1933, as amended." The filing also stated that while the private placement's closing is contingent on the IPO's consummation, "the closing of the initial public offering is not contingent on the consummation of the concurrent private placement."

The registration statement was declared effective on November 12, 2026, according to the filing. The free writing prospectus relates to a preliminary prospectus dated November 9, 2026, and to registration statement File No. 333-299608. Jefferies, TD Cowen, Piper Sandler, and UBS Investment Bank are listed as joint book-running managers. Windward Bio is incorporated and headquartered in Basel, Switzerland, as stated in the filing.

What Was Disclosed

Windward Bio Group AG disclosed the pricing of its IPO at $17.00 per share for 10,294,117 shares, an underwriter option for up to 1,544,117 additional shares, and a concurrent $50.0 million private placement to Sanofi Foreign Participations B.V., with both transactions expected to close November 16, 2026.