{"url_path":"/sec/mlys/8-k/2026-06-03/item-8-01","section_key":"item-8-01","section_title":"Item 8.01 Other Events.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-03","source_url":"https://www.sec.gov/Archives/edgar/data/1933414/0001628280-26-040225-index.html","accession_number":"0001628280-26-040225","cik":"0001933414","ticker":"MLYS","issuer_name":"Mineralys Therapeutics, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1933414/0001628280-26-040225-index.html","primary_entity_key":"0001933414","primary_entity_name":"Mineralys Therapeutics, Inc."},"word_count":580,"has_tables":true,"body_markdown":"Item 8.01    Other Events.\n\nOn June 3, 2026, Mineralys Therapeutics, Inc. (“Mineralys” or the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with BofA Securities, Inc., Goldman Sachs & Co. LLC and Evercore Group L.L.C. (the “Underwriters”), relating to the issuance and sale of 5,660,378 shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”). The price in this offering is $26.50 per share. The Underwriters have agreed to purchase the shares from the Company pursuant to the Underwriting Agreement at a price of $25.3075 per share. The net proceeds to the Company from this offering are expected to be approximately $142.5 million, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company. The offering is expected to close on June 4, 2026, subject to the satisfaction of customary closing conditions.\n\nThe offering is being made pursuant to the Company’s registration statement on Form S-3 (Registration Statement No. 333-291435), including the prospectus included therein, previously filed with the Securities and Exchange Commission (the “SEC”) and which became automatically effective upon filing, and a prospectus supplement and accompanying prospectus filed with the SEC pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the “Securities Act”).\n\nThe Underwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriters, including for liabilities under the Securities Act, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties.\n\nThe foregoing description of the Underwriting Agreement is not complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement, a copy of which is filed as Exhibit 1.1 to this report and is incorporated by reference herein. A copy of the opinion of Latham & Watkins LLP relating to the legality of the issuance and sale of Common Stock in the offering is attached as Exhibit 5.1 to this report.\n\nThe Company issued a press release on June 3, 2026 announcing the pricing of the offering, which is attached as Exhibit 99.1 to this report.\n\n***\n\nForward-Looking Statements\n\nMineralys cautions you that statements included in this report that are not a description of historical facts are forward-looking statements. These forward-looking statements include statements regarding the completion of the offering and the expected net proceeds therefrom. The inclusion of forward-looking statements should not be regarded as a representation by Mineralys that any of these results will be achieved. Actual results may differ from those set forth in this report due to the risks and uncertainties associated with market conditions and the satisfaction of customary closing conditions related to the offering, as well as risks and uncertainties inherent in Mineralys’ business, including those described in the Company’s other filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and Mineralys undertakes no obligation to revise or update this report to reflect events or circumstances after the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement. This caution is made under the safe harbor provisions of Section 21E of the Private Securities Litigation Reform Act of 1995."}