Vogenx, Inc. IPO DOSSIER · NASDAQ: VOGX

Vogenx, Inc. (VOGX) IPO

Vogenx is developing mizagliflozin, an oral SGLT1 inhibitor, for post-bariatric hypoglycemia — the dangerous blood-sugar crashes some patients suffer after weight-loss surgery — plus gastroparesis (delayed stomach emptying) and a rare form of Cushing's syndrome. The drug was discovered by Kissei and licensed in. It is clinical-stage — no approved product, no revenue — with a going-concern paragraph and a restatement in the audit report, marketing 6,250,000 shares at $11.00-$13.00.

WHERE THIS DEAL STANDS

Terms are on file and the book is open. Vogenx, Inc. is Ready, and prices the night before it trades.

RADAR Reported, nothing filed READY Terms on file, awaiting pricing PING Priced, not yet trading STRIKE The first trade crosses ORBIT Trading, through lock-up

AT A GLANCE

Offer range $11.00–$13.00 Marketed, not final Shares offered 6,250,000 Deal size ~$75.0M At the midpoint First trade Aug 11 Expected, on Nasdaq

How this Dossier is built

A Bellipo Dossier is built from the filing itself. We aggregate the company's S-1 and its amendments, extract the disclosures that move a deal, and compile them into a single structured brief — the financial statements normalized into comparable lines, the use-of-proceeds split between primary and secondary, the capitalization and ownership table, the underwriting syndicate, insider selling, the auditor and its prior engagements, and the ranked risk factors. Every figure is traced to the source filing rather than the press release. The result is a desk-grade read of what the company disclosed, not what it announced — in plain English, in about five minutes.

Company Information

Vogenx is a clinical-stage biopharmaceutical company developing a treatment for post-bariatric hypoglycemia, the dangerous drops in blood sugar that can follow weight-loss surgery. Its lead candidate, mizagliflozin, is an orally administered, minimally absorbed selective SGLT1 inhibitor (a drug that blocks glucose absorption in the gut) in development for that indication and also for gastroparesis, a condition in which the stomach empties too slowly, and for GIP-dependent Cushing's syndrome, a rare hormonal disorder. The filing states mizagliflozin was discovered by Kissei Pharmaceutical and that Vogenx obtained exclusive rights in 2021 on a worldwide basis excluding Japan, Korea and Taiwan, against milestones and royalties. The company is based in Raleigh, North Carolina and incorporated in Delaware, and has no approved product and no revenue. Everything in this dossier is read from the filing.

Industry Clinical-Stage Biotechnology Listing VOGX · NASDAQ Website vogenx.com

Lead program as filed

Lead candidate Mizagliflozin Selective SGLT1 inhibitor, oral, minimally absorbed Indications named PBH, gastroparesis, GDCS Post-bariatric hypoglycemia is the lead indication Origin Licensed from Kissei Exclusive worldwide rights ex-Japan, Korea, Taiwan, obtained 2021 Exposure to date Over 500 subjects Across 10 clinical studies, per the filing Listing venue Nasdaq Capital Market The lowest of the three Nasdaq tiers CEO James Green Named as CEO and agent for service in the filing

The arc

2021 Company founded; exclusive rights to mizagliflozin obtained from Kissei Pharmaceutical. FY2025 Accumulated deficit of $10.8 million as of December 31, 2025. The audit report carries a going-concern explanatory paragraph and an explanatory paragraph on restatement of the financial statements. Q1 2026 Accumulated deficit of $11.3 million and cash and cash equivalents of $251 thousand as of March 31, 2026. Jul 28, 2026 Reverse stock split effected. Jul 29, 2026 Amendment No. 1 filed with terms: 6,250,000 shares at $11.00-$13.00, Nasdaq Capital Market, symbol VOGX.
  1. No expected pricing date appears in the filing or on exchange calendars as of this draft. The listing is dateless.
  2. The auditor's report contains both a going-concern explanatory paragraph and an explanatory paragraph relating to a restatement of the financial statements.
  3. Cash and cash equivalents were $251 thousand at March 31, 2026, against a deal size of $75.0 million at the midpoint. Our own comparison, from filed figures.

Form S-1/A, accession 0001185185-26-003162 (filed 2026-07-29).

The Bellipo Take

The smallest deal of the week, one clinical candidate, one bank, $251 thousand of cash and an audit report carrying both a going-concern paragraph and a restatement. Everything here rests on the offering closing.

What the filing supports
  1. Two completed Phase 2 studies in post-bariatric hypoglycemia are disclosed, in which the company states statistically significant reductions in postprandial glucose absorption and insulin secretion were observed.
  2. The filing states mizagliflozin has been administered to over 500 subjects across 10 clinical studies.
  3. Estimated net proceeds of approximately $67.8 million at the midpoint against a stated runway through 2028.
  4. Operating losses are small in absolute terms - a $475 thousand net loss in Q1 2026 and a $11.3 million accumulated deficit.
  5. The offering is on a firm-commitment basis, not best efforts.
What the filing does not settle
  1. Cash and cash equivalents of $251 thousand at March 31, 2026. Without this offering there is no funded plan.
  2. The auditor report carries both a going-concern explanatory paragraph and a restatement.
  3. One bank runs the book. The other four biotech deals this week carry three to seven.
  4. The clinical base for the lead indication is 24 PBH patients across two studies.
  5. The Phase 3 is planned for 2027 subject to additional funding - the company's own qualifier, on top of this raise.
  6. Three different post-offering share counts appear in the same document and none of them reconcile.
  7. No expected pricing date is disclosed, so we cannot schedule the deal.
The line

No approval decision is pending on this deal and there is no PDUFA date. The next disclosed step is patient screening for the EMERGE study, beginning in 2026.

All figures read from Form S-1/A, accession 0001185185-26-003162 (filed 2026-07-29). We do not handicap regulatory outcomes.

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