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- Stock Traded Below the $1.72 Floor Price For 10 of 14 Trading Days (new) — The stock's sustained trading below the floor price triggered an Amortization Event, forcing the company to make a prepayment to avoid accelerated principal payments.
TransCode Therapeutics pays $840,975 to waive debt amortization trigger after stock falls below floor price
Filed October 1, 2026 · Period ending October 1, 2026 · ~1 min read
Key Changes
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TransCode prepaid $840,975 to Yorkville to waive an Amortization Event triggered by its stock trading below the $1.72 floor price for 10 of 14 trading days.
Item 1.01 verify on EDGAR → -
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The prepayment includes $759,000 principal, a $75,900 prepayment premium, and $6,075 accrued interest, reducing outstanding convertible note principal to about $4.1 million.
Item 1.01 verify on EDGAR → -
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Yorkville waived any Amortization Event occurring on or before September 30, 2026, and any that may occur through October 31, 2026.
Item 1.01 verify on EDGAR → -
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The company disclosed a triggering event that accelerates or increases a direct financial obligation under Item 2.04, incorporating details from Item 1.01.
Item 2.04 verify on EDGAR →
Summary
TransCode Therapeutics disclosed that its stock traded below the $1.72 floor price for 10 of 14 trading days, which would have triggered an Amortization Event under its convertible notes with Yorkville. To avoid accelerated principal payments, the company prepaid $840,975, including a 10% prepayment premium, reducing the outstanding principal to about $4.1 million. Yorkville waived the event through October 31, 2026.
The prepayment and waiver provide temporary relief, but the stock's weakness relative to the floor price remains a concern. If the stock continues to trade below the floor price after October 31, 2026, another Amortization Event could occur, potentially requiring further prepayments or accelerated payments. Investors should note the company's remaining debt obligation and the ongoing risk tied to its stock price.
Section-by-Section Diff
Event · Item 1.01 — Entry into a Material Definitive Agreement
Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
In consideration for the Prepayment, Yorkville agreed to waive the occurrence of any Amortization Event that may be deemed to have occurred on or prior to September 30, 2026 and to waive any Amortization Event that may be deemed to occur through October 31, 2026.
The company's stock traded below the $1.72 floor price for 10 of 14 trading days, which would have triggered an Amortization Event requiring monthly principal payments. To avoid this, TransCode made a prepayment and Yorkville waived the event through October 31, 2026.
Added in current filing · verify on EDGAR →
Following the Prepayment, the aggregate principal amount outstanding under the Convertible Notes is approximately $4.1 million.
After the prepayment, the company still owes about $4.1 million in principal on the convertible notes. This gives investors a sense of the remaining debt obligation.
Added in current filing · verify on EDGAR →
From September 11, 2026 to September 30, 2026, the daily VWAP of the Common Stock was less than the Floor Price for 10 trading days out of 14 trading days.
The stock traded below the $1.72 floor price for 10 out of 14 trading days, which would have triggered an Amortization Event. This shows the company's stock price weakness relative to the floor price.
Event · Item 2.04 — Triggering Events That Accelerate or Increase a Direct Financial Obligation
Item 2.04 — Triggering Events That Accelerate or Increase a Direct Financial Obligation filed; see Key Changes for terms.
Added in current filing · view on EDGAR →
Item 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
The company filed an Item 2.04 disclosure, which is used when a triggering event accelerates or increases a direct financial obligation or an off-balance sheet arrangement. The details are incorporated by reference from Item 1.01 of the same report, which is not included in this excerpt.
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Figures/quotes linked to EDGAR · Narrative written by AI · Oct 1, 2026 · How we verify