venBio Global Strategic Fund V Acquires 9.99% Stake in Achieve Life Sciences via Private Placement

On April 15, 2026, venBio Global Strategic Fund V, L.P. and venBio Global Strategic GP V, LLC (the Reporting Persons) entered into a Securities Purchase Agreement with Achieve Life Sciences, Inc. (ACHV). Through a private placement, venBio acquired 5,914,720 shares of Common Stock and 5,914,720 Common Warrants for a total investment of $21,500,007.20. The Reporting Persons currently beneficially own 10,737,317 shares, representing a 9.99% stake in the company. This ownership figure includes 5,914,720 shares held directly and 4,822,597 shares acquirable via warrants within 60 days, subject to a 9.99% ownership limitation. An additional 1,092,123 warrant shares are currently excluded due to this cap. As part of the agreement, the Issuer expanded its board to include a venBio-designated director, Dr. Aaron Royston, effective April 17, 2026. The Reporting Persons also entered into a Registration Rights Agreement to facilitate the resale of the acquired securities. The investment was made for strategic purposes, with the Reporting Persons maintaining the right to engage in discussions regarding the Issuer's governance and operations.