Sera Prognostics (SERA) Announces Proposed Share Offering

Sera Prognostics, Inc., The Pregnancy Company^® (Nasdaq: SERA) today announced that it has commenced a proposed underwritten public offering of its Class A common stock and, in lieu of Class A common stock to certain investors, pre-funded warrants to purchase shares of its Class A common stock. In addition, Sera intends to grant the underwriters a 30-day option to purchase shares of Class A common stock in an amount up to an additional 15% of the total amount of shares of Class A common stock and shares of Class A common stock underlying pre-funded warrants sold in the public offering on the same terms and conditions. All of the shares and pre-funded warrants to be sold in the offering will be offered by Sera. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

Jefferies, TD Cowen and William Blair are acting as joint book-running managers and RBC Capital Markets is acting as a bookrunner for the proposed offering.

Sera intends to use the net proceeds from the proposed offering to expand its commercial infrastructure and capabilities in the United States, accelerate preparations for expansion in the European Union, fund additional studies designed to increase adoption of the PreTRM test, including a potential submission to the U.S. Food and Drug Administration (the "FDA") seeking broad approval of the PreTRM test, and for general corporate purposes.

A shelf registration statement on Form S-3 (File No. 333-281347) relating to the securities offered in the underwritten offering was filed with the Securities and Exchange Commission (the "SEC") on August 7, 2024 and declared effective on August 13, 2024. The offering will be made only by means of a prospectus supplement and accompanying prospectus that form a part of the registration statement. A preliminary prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and will be available on the SEC's website located at www.sec.gov. Copies of the preliminary prospectus supplement and accompanying prospectus relating to this offering, when available, may be obtained from Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at 877-821-7388 or by email at [email protected]; TD Securities (USA) LLC, 1 Vanderbilt Avenue, New York, NY 10017, by telephone at 855-495-9846, or by email at [email protected]; or William Blair & Company, L.L.C., The William Blair Building, 150 North Riverside Plaza, Chicago, Illinois 60606, or by telephone at (800) 621-0687 or email at [email protected].

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification of these securities under the securities laws of any such state or other jurisdiction.

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