{"success":true,"data":{"pressRelease":{"id":"165356","rtpr_id":"nPn7Qk7Bqa-20261009","ticker":"ATOS","exchange":"NASDAQ","all_tickers":["ATOS"],"title":"Atossa Therapeutics Executes Contingent Value Rights Agreement Providing Shareholders Participation in Potential Priority Review Voucher Value","author":"PR Newswire","published_at":"2026-10-09T12:00:05.432Z","article_body":"Atossa Therapeutics Executes Contingent Value Rights Agreement Providing Shareholders Participation in Potential Priority Review Voucher Value\nPR Newswire\n\nSEATTLE, Oct. 9, 2026\n\nBoard declares one stapled CVR for each share of Atossa common stock\noutstanding as of October 19, 2026 record date or issued thereafter\n\nCVRs entitle holders to 25% of net proceeds from monetization of Atossa's\nfirst qualifying priority review voucher, subject to a $50 million aggregate\npayment cap\n\nSEATTLE, Oct. 9, 2026 /PRNewswire/ -- Atossa Therapeutics, Inc. (Nasdaq: ATOS)\n(\"Atossa\" or the \"Company\"), a clinical-stage biopharmaceutical company\ndeveloping innovative medicines in oncology and other areas of significant\nunmet need, today announced that it has entered into a definitive Stapled\nContingent Value Rights Agreement (the \"CVR Agreement\") with VStock Transfer,\nLLC, as rights agent, implementing the stapled contingent value rights\n(\"CVRs\") plan previously announced on September 29, 2026.\n\nIn connection with the execution of the CVR Agreement, Atossa's Board of\nDirectors declared a dividend of one stapled CVR for each share of Atossa\ncommon stock outstanding at the close of business on October 19, 2026, the\nrecord date. Each share of Atossa common stock issued after the record date\nand prior to any detachment of the CVRs or expiration of the CVR Agreement\nwill also carry one CVR.\n\nThe CVRs provide shareholders with a contractual right to participate in the\npotential future value of the first qualifying FDA priority review voucher\n(\"PRV\") awarded to Atossa. Under the CVR Agreement, holders will be entitled,\nin the aggregate, to 25% of the net proceeds from the sale or other\nmonetization of the first qualifying PRV, subject to a maximum aggregate\npayment of $50 million.\n\n\"With the execution of the CVR Agreement, we have converted the commitment we\nannounced in September into a contractual right for our shareholders,\" said\nSteven C. Quay, M.D., Ph.D., Atossa's Chairman, President and Chief Executive\nOfficer. \"If our development programs ultimately result in a qualifying\npriority review voucher, our shareholders will have a direct opportunity to\nparticipate in a meaningful portion of that potential value. At the same time,\nthe structure preserves Atossa's flexibility to make development and capital\nallocation decisions that we believe are in the best interests of the Company\nand its shareholders.\"\n\nAtossa has received FDA Rare Pediatric Disease Designation for (Z)-endoxifen\nfor the treatment of Duchenne muscular dystrophy (\"DMD\") and McCune-Albright\nsyndrome (\"MAS\"). If the FDA approves a qualifying marketing application for\neither program, or another qualifying Atossa development program, the Company\nmay be awarded a PRV, subject to the applicable statutory and regulatory\nrequirements.\n\nNo Atossa product candidate has been approved by the FDA for any indication,\nAtossa has not submitted a marketing application for (Z)-endoxifen for DMD or\nMAS, and no PRV has been awarded to the Company. Receipt of a Rare Pediatric\nDisease Designation does not itself result in the award of a PRV, and there\ncan be no assurance that Atossa will receive or monetize a PRV or that any\npayment will ultimately be made under the CVRs.\n\nKey Terms of the CVR Agreement\n\n * One CVR per share. Each share of Atossa common stock outstanding as of the\nclose of business on October 19, 2026 will receive one CVR. Shares issued\nafter the record date and prior to any detachment or expiration of the CVRs\nwill also carry one CVR.\n * 25% participation. CVR holders will be entitled, in the aggregate, to 25% of\nthe net proceeds from the sale or deemed monetization of Atossa's first\nqualifying PRV.\n * $50 million aggregate cap. Total payments under the CVR Agreement are capped\nat $50 million.\n * Stapled to ATOS shares. Unless and until the Board elects to detach the CVRs,\neach CVR will remain attached to its corresponding share of Atossa common\nstock and may be transferred only together with that share. The CVRs will not\nseparately trade or have a separate CUSIP while attached.\n * Company use of a voucher. If Atossa uses a qualifying PRV for its own\napplication, or a change of control occurs while Atossa holds an unsold\nqualifying PRV, the event will be treated as a deemed monetization based on\nfair market value determined by an independent financial advisor.\n * Outside date. The CVRs apply to the first qualifying PRV awarded on or before\nDecember 31, 2036, subject to the Board's ability to extend that date under\nthe CVR Agreement.\nThe CVR Agreement does not require Atossa to conduct any particular clinical\nstudy, pursue or obtain any regulatory approval or designation, or sell or\notherwise monetize a PRV. Atossa retains discretion over its development,\nregulatory and commercial strategy, including whether and when to sell, use or\nretain any PRV it may receive.\n\nThe CVR Agreement will be filed with the U.S. Securities and Exchange\nCommission as an exhibit to a Current Report on Form 8-K.\n\nAbout Atossa Therapeutics\n\nAtossa Therapeutics, Inc. (Nasdaq: ATOS) is a clinical-stage biopharmaceutical\ncompany developing innovative medicines in oncology and other areas of\nsignificant unmet need. The Company's lead product candidate, (Z)-endoxifen,\nis in development across several clinical settings, including potential\napplications in oncology and rare diseases. Atossa has received FDA Orphan\nDrug Designation for (Z)-endoxifen for Duchenne muscular dystrophy and Rare\nPediatric Disease designations for Duchenne muscular dystrophy and\nMcCune-Albright syndrome. (Z)-endoxifen is not approved for any indication.\nMore information is available at atossatherapeutics.com\n(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4792351-1&h=4149048486&u=https%3A%2F%2Fatossatherapeutics.com%2F&a=atossatherapeutics.com)\n.\n\nForward-Looking Statements\n\nThis press release contains certain \"forward-looking statements\" within the\nmeaning of applicable securities laws, including but not limited to, the\nCompany's potential eligibility for, award of a Rare Pediatric Disease\npriority review voucher, the potential value and monetization of a qualifying\nvoucher, the issuance and operation of the CVRs; the development, regulatory\nprospects and potential approval of Atossa's product candidates; and the\npossibility, amount and timing of any CVR payment. Words such as \"expect,\"\n\"potential,\" \"continue,\" \"may,\" \"will,\" \"should,\" \"could,\" \"would,\" \"seek,\"\n\"intend,\" \"plan,\" \"estimate,\" \"anticipate,\" \"believe,\" \"design,\" \"predict,\"\n\"future,\" or other similar expressions or statements regarding intent, belief\nor current expectations, are forward-looking statements.\n\nForward-looking statements in this press release are subject to risks and\nuncertainties that may cause actual results, outcomes, or the timing of actual\nresults or outcomes to differ materially from those projected or anticipated,\nincluding, without limitation, risks and uncertainties associated with: the\ntiming or likelihood of regulatory filings and approvals; the outcome or\ntiming of necessary regulatory approvals; FDA approval of a qualifying product\ncandidate and the award of a voucher; changes to or expiration of the\napplicable voucher program; the risk that any voucher's value, permitted\ndeductions, number of outstanding CVRs and ability or timing to make a payment\nmay differ materially from current expectations; and other risks and\nuncertainties detailed from time to time in Atossa's filings with the SEC,\nincluding, without limitation, its Annual Reports on Form 10-K and Quarterly\nReports on Form 10-Q. Any CVR payment is subject to the CVR agreement,\nincluding its payment cap and provisions concerning legally permitted\ndistributions and solvency.\n\nThe market value of a priority review voucher is variable and subject to a\nnumber of factors beyond our control and reported past priority review voucher\nsale amounts are not necessarily indicative of priority review voucher sale\namounts in the future.\n\nForward-looking statements are presented as of the date of this press release.\nExcept as required by law, we do not intend to update any forward-looking\nstatements.\n\nView original content to download\nmultimedia:https://www.prnewswire.com/news-releases/atossa-therapeutics-executes-contingent-value-rights-agreement-providing-shareholders-participation-in-potential-priority-review-voucher-value-302902776.html\n(https://www.prnewswire.com/news-releases/atossa-therapeutics-executes-contingent-value-rights-agreement-providing-shareholders-participation-in-potential-priority-review-voucher-value-302902776.html)\n\nSOURCE Atossa Therapeutics Inc\n\n\n\nCONTACTS: Investor & Media Contact: Investors: WaterSeid Partners, Inc. -- ATOS@waterseid.com; Media: Elev8 New Media -- atossa@elev8newmedia.com\n\nPhoto: \nhttps://mmx.prnewswire.com/media/MS1675432/Atossa-Therapeutics-Logo.jpg?id=OA2993862\n\nCopyright (c) 2026 PR Newswire Association,LLC. All Rights Reserved.","article_body_html":"","raw_payload":{"data":{"id":"nPn7Qk7Bqa-20261009","title":"Atossa Therapeutics Executes Contingent Value Rights Agreement Providing Shareholders Participation in Potential Priority Review Voucher Value","author":"PR Newswire","ticker":"ATOS","created":"2026-10-09T12:00:05.432Z","tickers":["ATOS"],"exchange":"NASDAQ","article_body":"Atossa Therapeutics Executes Contingent Value Rights Agreement Providing Shareholders Participation in Potential Priority Review Voucher Value\nPR Newswire\n\nSEATTLE, Oct. 9, 2026\n\nBoard declares one stapled CVR for each share of Atossa common stock\noutstanding as of October 19, 2026 record date or issued thereafter\n\nCVRs entitle holders to 25% of net proceeds from monetization of Atossa's\nfirst qualifying priority review voucher, subject to a $50 million aggregate\npayment cap\n\nSEATTLE, Oct. 9, 2026 /PRNewswire/ -- Atossa Therapeutics, Inc. (Nasdaq: ATOS)\n(\"Atossa\" or the \"Company\"), a clinical-stage biopharmaceutical company\ndeveloping innovative medicines in oncology and other areas of significant\nunmet need, today announced that it has entered into a definitive Stapled\nContingent Value Rights Agreement (the \"CVR Agreement\") with VStock Transfer,\nLLC, as rights agent, implementing the stapled contingent value rights\n(\"CVRs\") plan previously announced on September 29, 2026.\n\nIn connection with the execution of the CVR Agreement, Atossa's Board of\nDirectors declared a dividend of one stapled CVR for each share of Atossa\ncommon stock outstanding at the close of business on October 19, 2026, the\nrecord date. Each share of Atossa common stock issued after the record date\nand prior to any detachment of the CVRs or expiration of the CVR Agreement\nwill also carry one CVR.\n\nThe CVRs provide shareholders with a contractual right to participate in the\npotential future value of the first qualifying FDA priority review voucher\n(\"PRV\") awarded to Atossa. Under the CVR Agreement, holders will be entitled,\nin the aggregate, to 25% of the net proceeds from the sale or other\nmonetization of the first qualifying PRV, subject to a maximum aggregate\npayment of $50 million.\n\n\"With the execution of the CVR Agreement, we have converted the commitment we\nannounced in September into a contractual right for our shareholders,\" said\nSteven C. Quay, M.D., Ph.D., Atossa's Chairman, President and Chief Executive\nOfficer. \"If our development programs ultimately result in a qualifying\npriority review voucher, our shareholders will have a direct opportunity to\nparticipate in a meaningful portion of that potential value. At the same time,\nthe structure preserves Atossa's flexibility to make development and capital\nallocation decisions that we believe are in the best interests of the Company\nand its shareholders.\"\n\nAtossa has received FDA Rare Pediatric Disease Designation for (Z)-endoxifen\nfor the treatment of Duchenne muscular dystrophy (\"DMD\") and McCune-Albright\nsyndrome (\"MAS\"). If the FDA approves a qualifying marketing application for\neither program, or another qualifying Atossa development program, the Company\nmay be awarded a PRV, subject to the applicable statutory and regulatory\nrequirements.\n\nNo Atossa product candidate has been approved by the FDA for any indication,\nAtossa has not submitted a marketing application for (Z)-endoxifen for DMD or\nMAS, and no PRV has been awarded to the Company. Receipt of a Rare Pediatric\nDisease Designation does not itself result in the award of a PRV, and there\ncan be no assurance that Atossa will receive or monetize a PRV or that any\npayment will ultimately be made under the CVRs.\n\nKey Terms of the CVR Agreement\n\n * One CVR per share. Each share of Atossa common stock outstanding as of the\nclose of business on October 19, 2026 will receive one CVR. Shares issued\nafter the record date and prior to any detachment or expiration of the CVRs\nwill also carry one CVR.\n * 25% participation. CVR holders will be entitled, in the aggregate, to 25% of\nthe net proceeds from the sale or deemed monetization of Atossa's first\nqualifying PRV.\n * $50 million aggregate cap. Total payments under the CVR Agreement are capped\nat $50 million.\n * Stapled to ATOS shares. Unless and until the Board elects to detach the CVRs,\neach CVR will remain attached to its corresponding share of Atossa common\nstock and may be transferred only together with that share. The CVRs will not\nseparately trade or have a separate CUSIP while attached.\n * Company use of a voucher. If Atossa uses a qualifying PRV for its own\napplication, or a change of control occurs while Atossa holds an unsold\nqualifying PRV, the event will be treated as a deemed monetization based on\nfair market value determined by an independent financial advisor.\n * Outside date. The CVRs apply to the first qualifying PRV awarded on or before\nDecember 31, 2036, subject to the Board's ability to extend that date under\nthe CVR Agreement.\nThe CVR Agreement does not require Atossa to conduct any particular clinical\nstudy, pursue or obtain any regulatory approval or designation, or sell or\notherwise monetize a PRV. Atossa retains discretion over its development,\nregulatory and commercial strategy, including whether and when to sell, use or\nretain any PRV it may receive.\n\nThe CVR Agreement will be filed with the U.S. Securities and Exchange\nCommission as an exhibit to a Current Report on Form 8-K.\n\nAbout Atossa Therapeutics\n\nAtossa Therapeutics, Inc. (Nasdaq: ATOS) is a clinical-stage biopharmaceutical\ncompany developing innovative medicines in oncology and other areas of\nsignificant unmet need. The Company's lead product candidate, (Z)-endoxifen,\nis in development across several clinical settings, including potential\napplications in oncology and rare diseases. Atossa has received FDA Orphan\nDrug Designation for (Z)-endoxifen for Duchenne muscular dystrophy and Rare\nPediatric Disease designations for Duchenne muscular dystrophy and\nMcCune-Albright syndrome. (Z)-endoxifen is not approved for any indication.\nMore information is available at atossatherapeutics.com\n(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4792351-1&h=4149048486&u=https%3A%2F%2Fatossatherapeutics.com%2F&a=atossatherapeutics.com)\n.\n\nForward-Looking Statements\n\nThis press release contains certain \"forward-looking statements\" within the\nmeaning of applicable securities laws, including but not limited to, the\nCompany's potential eligibility for, award of a Rare Pediatric Disease\npriority review voucher, the potential value and monetization of a qualifying\nvoucher, the issuance and operation of the CVRs; the development, regulatory\nprospects and potential approval of Atossa's product candidates; and the\npossibility, amount and timing of any CVR payment. Words such as \"expect,\"\n\"potential,\" \"continue,\" \"may,\" \"will,\" \"should,\" \"could,\" \"would,\" \"seek,\"\n\"intend,\" \"plan,\" \"estimate,\" \"anticipate,\" \"believe,\" \"design,\" \"predict,\"\n\"future,\" or other similar expressions or statements regarding intent, belief\nor current expectations, are forward-looking statements.\n\nForward-looking statements in this press release are subject to risks and\nuncertainties that may cause actual results, outcomes, or the timing of actual\nresults or outcomes to differ materially from those projected or anticipated,\nincluding, without limitation, risks and uncertainties associated with: the\ntiming or likelihood of regulatory filings and approvals; the outcome or\ntiming of necessary regulatory approvals; FDA approval of a qualifying product\ncandidate and the award of a voucher; changes to or expiration of the\napplicable voucher program; the risk that any voucher's value, permitted\ndeductions, number of outstanding CVRs and ability or timing to make a payment\nmay differ materially from current expectations; and other risks and\nuncertainties detailed from time to time in Atossa's filings with the SEC,\nincluding, without limitation, its Annual Reports on Form 10-K and Quarterly\nReports on Form 10-Q. Any CVR payment is subject to the CVR agreement,\nincluding its payment cap and provisions concerning legally permitted\ndistributions and solvency.\n\nThe market value of a priority review voucher is variable and subject to a\nnumber of factors beyond our control and reported past priority review voucher\nsale amounts are not necessarily indicative of priority review voucher sale\namounts in the future.\n\nForward-looking statements are presented as of the date of this press release.\nExcept as required by law, we do not intend to update any forward-looking\nstatements.\n\nView original content to download\nmultimedia:https://www.prnewswire.com/news-releases/atossa-therapeutics-executes-contingent-value-rights-agreement-providing-shareholders-participation-in-potential-priority-review-voucher-value-302902776.html\n(https://www.prnewswire.com/news-releases/atossa-therapeutics-executes-contingent-value-rights-agreement-providing-shareholders-participation-in-potential-priority-review-voucher-value-302902776.html)\n\nSOURCE Atossa Therapeutics Inc\n\n\n\nCONTACTS: Investor & Media Contact: Investors: WaterSeid Partners, Inc. -- ATOS@waterseid.com; Media: Elev8 New Media -- atossa@elev8newmedia.com\n\nPhoto: \nhttps://mmx.prnewswire.com/media/MS1675432/Atossa-Therapeutics-Logo.jpg?id=OA2993862\n\nCopyright (c) 2026 PR Newswire Association,LLC. All Rights Reserved."},"type":"article","timestamp":"2026-10-09T12:00:05.519664103Z","server_sent_at_ms":1791547205519},"received_at":"2026-10-09T12:00:05.569Z","source_url":"https://www.prnewswire.com/news-releases/atossa-therapeutics-executes-contingent-value-rights-agreement-providing-shareholders-participation-in-potential-priority-review-voucher-value-302902776.html"},"analysis":{"id":"153752","press_release_id":"165356","analysis_json":{"industry":{"label":"Pharmaceuticals, Biotechnology & Life Sciences","sector":"Health Care"},"redFlags":["No product approved, no marketing application filed, and no PRV awarded — CVR value is entirely contingent","CVRs are stapled to shares and do not trade separately; no assured liquidity or payment","Agreement does not obligate the company to pursue approval or monetize a PRV"],"eventType":"other","narrative":"Atossa Therapeutics executed a definitive Stapled Contingent Value Rights Agreement with VStock Transfer as rights agent, formalizing the CVR plan announced September 29, 2026.\n\nThe board declared one stapled CVR per share as of the October 19, 2026 record date; CVR holders are entitled to 25% of net proceeds from monetization of Atossa's first qualifying FDA priority review voucher, capped at $50 million in aggregate.\n\nNo PRV has been awarded and no marketing application has been filed; the CVR payout is contingent on a qualifying approval by December 31, 2036, and the company retains full discretion over whether to sell, use, or retain any voucher.","sentiment":"neutral","agentHooks":{"shouldPost":false,"suggestedAngle":"CVR structure gives ATOS shareholders contractual 25% participation (capped at $50M) in any future PRV monetization, but payout hinges on approvals that remain years away."},"keyFigures":{"customDimensions":{"cvr_ratio":"1 CVR per share","record_date":"2026-10-19","outside_date":"2036-12-31","cvr_payment_cap":50000000,"cvr_participation":"25% of net proceeds from first qualifying PRV monetization"}},"quotedText":"With the execution of the CVR Agreement, we have converted the commitment we announced in September into a contractual right for our shareholders","namedEntities":{"people":[{"name":"Steven C. Quay, M.D., Ph.D.","role":"Chairman, President and CEO"}],"products":["(Z)-endoxifen"],"companies":[{"name":"Atossa Therapeutics, Inc.","ticker":"ATOS","relationship":"filer"},{"name":"VStock Transfer, LLC","relationship":"rights agent"},{"name":"WaterSeid Partners, Inc.","relationship":"investor relations"},{"name":"Elev8 New Media","relationship":"media contact"}],"dollarAmounts":[{"amount":"$50 million","context":"aggregate cap on CVR payments"}]},"materialImpact":{"score":2,"reasoning":"Issuer-executed CVR agreement is a shareholder-value structuring event, but no PRV exists, no application has been filed, and payments are highly contingent with a $50M cap. No immediate financial impact."},"tickerRelevance":{"others":[],"primary":"ATOS"},"globalImportance":22,"audienceRelevance":28,"eventTypeSecondary":["dividend"],"importanceComponents":{"tickerTier":"small-cap clinical-stage biotech","eventGravity":"shareholder-structuring / contingent rights agreement","issuerAuthored":true,"retailFavoriteBoost":"moderate — small-cap biotech with retail following"}},"event_type":"other","event_type_secondary":["dividend"],"sentiment":"neutral","material_impact_score":2,"narrative":"Atossa Therapeutics executed a definitive Stapled Contingent Value Rights Agreement with VStock Transfer as rights agent, formalizing the CVR plan announced September 29, 2026.\n\nThe board declared one stapled CVR per share as of the October 19, 2026 record date; CVR holders are entitled to 25% of net proceeds from monetization of Atossa's first qualifying FDA priority review voucher, capped at $50 million in aggregate.\n\nNo PRV has been awarded and no marketing application has been filed; the CVR payout is contingent on a qualifying approval by December 31, 2036, and the company retains full discretion over whether to sell, use, or retain any voucher.","key_figures":{"customDimensions":{"cvr_ratio":"1 CVR per share","record_date":"2026-10-19","outside_date":"2036-12-31","cvr_payment_cap":50000000,"cvr_participation":"25% of net proceeds from first qualifying PRV monetization"}},"named_entities":{"people":[{"name":"Steven C. Quay, M.D., Ph.D.","role":"Chairman, President and CEO"}],"products":["(Z)-endoxifen"],"companies":[{"name":"Atossa Therapeutics, Inc.","ticker":"ATOS","relationship":"filer"},{"name":"VStock Transfer, LLC","relationship":"rights agent"},{"name":"WaterSeid Partners, Inc.","relationship":"investor relations"},{"name":"Elev8 New Media","relationship":"media contact"}],"dollarAmounts":[{"amount":"$50 million","context":"aggregate cap on CVR payments"}]},"model_name":"glm-5.3-flashx","prompt_hash":"sha256:5c812bd9e28b810d","schema_hash":"sha256:05005c02d9cffac9","created_at":"2026-10-09T12:00:16.624Z","global_importance":22,"audience_relevance":28,"importance_components":{"tickerTier":"small-cap clinical-stage biotech","eventGravity":"shareholder-structuring / contingent rights agreement","issuerAuthored":true,"retailFavoriteBoost":"moderate — small-cap biotech with retail following"}},"durationMs":5856,"modelName":"glm-5.3-flashx"}}