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SEC Filings

ONCOCYTE CORP filed this Form 424B5 on 02/07/2019
Entire Document


Filed Pursuant to Rule 424(b)(5)

Registration No. 333-220769


The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities has been filed with the Securities and Exchange Commission and is effective. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and they are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.





(To Prospectus dated October 2, 2017)




Common Stock




We are offering shares of our common stock.


Our common stock is listed on the NYSE American under the symbol “OCX.” The last reported sale price of our common stock on February 6, 2019 was $4.52 per share.


We are an “emerging growth company” as that term is used in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act, and, as such, have elected to comply with certain reduced public company reporting requirements for this prospectus supplement, the accompanying prospectus and our filings with the Securities and Exchange Commission.




Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page S-6 of this prospectus supplement, as well as the documents incorporated by reference in this prospectus supplement, for a discussion of the factors you should carefully consider before deciding to purchase our common stock.


Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.




   Per Share   Total 
Public offering price  $                $             
Underwriting discounts and commissions (1)  $   $ 
Proceeds, before expenses, to us  $   $ 




  (1) See “Underwriting” beginning on page S-20 of this prospectus supplement for additional information regarding underwriting compensation.


We have granted the underwriters an option for a period of 30 days to purchase up to an additional             shares of common stock at the public offering price.


The underwriter expects to deliver the shares of common stock on or about                    , 2019.


Sole Book-Running Manager


Piper Jaffray




Janney Montgomery Scott


Prospectus Supplement dated                  , 2019



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