NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN,
SWITZERLAND OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR
DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER
OF ANY OF THE SECURITIES DESCRIBED HEREIN.

Oslo, 27 August 2026

Nykode Therapeutics ASA ("Nykode" or the "Company", ticker code "NYKD") has
retained ABG Sundal Collier ASA, Arctic Securities AS and DNB Carnegie, a part
of DNB Bank ASA, as joint global coordinators and joint bookrunners (jointly,
the "Managers") in connection with a contemplated private placement of up to 65
million new shares in the Company (the "Offer Shares"), equivalent to
approximately 20% of the outstanding shares in the Company (the "Private
Placement"). 

The final number of Offer Shares and the price per Offer Share (the "Offer
Price") will be determined by the Company's board of directors (the "Board"), in
consultation with the Managers, on the basis of an accelerated bookbuilding
process. The Offer Price will be denominated in NOK. 

The net proceeds from the Private Placement will be used to: (i) strengthen
Nykode's position for potential partnering by development of VB.10.NEO
(including potential next-gen) and advancement of manufacturing enhancements,
(ii) support accelerated transition of abi-suva from phase 2 to phase 3, (iii)
explore expansion of abi-suva into locally advanced settings via a KOL-led
Investigator Initiated Trial (IIT) targeting early-stage patient population
recently validated by peer data, (iv) progress the Tolerance platform towards
first clinical development by identifying a lead program within H1 2027, and (v)
general corporate purposes.

Assuming positive final outcome from the pending tax case, the net proceeds from
the Private Placement along with existing cash will sustain runway well into
2029, beyond important inflection points.

Pre-commitments
Shareholders represented on the Company's Board, Rasmussengruppen and
Andenæsgruppen with associated parties have, subject to certain customary
conditions, pre-committed to apply for Offer Shares on a pro rata basis,
corresponding to their respective shareholdings of approximately 11% each. 

Bookbuilding Period
The bookbuilding period for the Private Placement commences today, 27 August
2026, at 16:30 (CEST) and is expected to close on 28 August 2026 at 08:00
(CEST). The Company and the Managers may, at their sole discretion extend or
shorten the bookbuilding period at any time and for any reason and on short or
without notice. If the bookbuilding period is extended or shortened, the other
dates referred to herein might be changed accordingly.
 
Allocation and selling restrictions
The Private Placement will be directed towards existing shareholders as well as
other Norwegian and international investors, in each case subject to an
exemption from prospectus requirements and any other filing or registration
requirements in the applicable jurisdictions, and subject to other selling
restrictions. 

The minimum application and allocation in the Private Placement have been set to
the number of Offer Shares that equals an aggregate subscription amount of at
least the NOK equivalent of EUR 100,000. The Company may, however, at its sole
discretion, allocate an amount below EUR 100,000 to the extent applicable
exemptions from the prospectus requirement pursuant to the Norwegian Securities
Trading Act, the Prospectus Regulation (as defined below) and ancillary
regulations, or similar legislation in other jurisdictions, are available. 

The allocation of Offer Shares will be at the Board's discretion, based on
criteria such as (but not limited to) pre-commitments, perceived investor
quality, existing ownership in the Company, price leadership, timeliness of the
application, early indication, relative order size, sector knowledge, investment
history and investment horizon. The Board may, at its sole discretion, reject
and/or reduce any applications. There is no guarantee that any applicant will be
allocated Offer Shares.

Settlement and conditions 
The Offer Shares will be settled on a delivery-versus-payment (DVP) basis on 1
September 2026 (T+2), expected to be facilitated through a pre-funding agreement
between the Company and the Managers (the "Pre-funding Agreement").

The Offer Shares are expected to be tradable from 31 August 2026, subject to any
extensions of the bookbuilding period, fulfilment of the Conditions (as defined
below) and following registration of the new share capital in the Norwegian
Register of Business Enterprises.

The completion of the Private Placement is subject to (i) all necessary
corporate resolutions of the Company required to implement the Private Placement
being validly made by the Company, including without limitation, the Board
resolving to complete the Private Placement, at its sole discretion, including
to issue the Offer Shares in the Private Placement pursuant to an authorisation
to issue new shares granted to the Board by the Company's annual general meeting
on 13 May 2026, and (ii) the Pre-funding Agreement remaining unmodified and in
full force and effect pursuant to its terms and conditions (the "Conditions"). 

Up until notice of allocation, the Private Placement may be modified or
cancelled by the Company in its sole discretion for any reason. Neither the
Managers nor the Company will be liable for any losses if the Private Placement
is cancelled and/or modified, irrespective of the reason for such cancellation. 

Lock-ups 
The Company, the members of the Board and the executive management have agreed
to a lock-up period of 180 days, and Rasmussengruppen and Andenæsgruppen have
agreed to a lock-up period of 90 days, in each case from completion of the
Private Placement and subject to customary exceptions.

Potential subsequent repair offering and equal treatment considerations 
The Board has considered the structure of the contemplated Private Placement in
light of the equal treatment obligations under the Norwegian Public Limited
Liability Companies Act, the rules of equal treatment set out in the continuing
obligations for companies admitted to trading on Euronext Oslo Børs and the
guidelines on the rules of equal treatment, and is of the opinion that the
proposed Private Placement is in compliance with these requirements.  

The Board is of the view that it is in the common interest of the Company and
its shareholders to raise equity through a private placement, in view of the
current market conditions. A private placement enables the Company to reduce
execution and completion risk, allows the Company to raise capital more quickly,
and to raise capital at a lower discount compared to a rights issue and without
the underwriting commissions normally seen with rights offerings. In addition,
the Private Placement is subject to marketing through a publicly announced
bookbuilding process and a market-based offer price should therefore be
achieved. On this basis and based on an assessment of the current equity
markets, the Board has considered that the Private Placement is in the common
interest of the Company and its shareholders.

The Company will, subject to completion of the Private Placement, consider
conducting a subsequent repair offering  ("Subsequent Offering") at the Offer
Price directed towards shareholders of the Company as of 27 August 2026, as
registered in the VPS two trading days thereafter, who (i) were not allocated
Offer Shares in the Private Placement, and (ii) are not resident in a
jurisdiction where such offering would be unlawful, or would (in jurisdictions
other than Norway) require any prospectus filing, registration or similar
action. The launch of the Subsequent Offering, if carried out, will also further
be conditional on, among other things, approval by the Board and the
extraordinary general meeting of the Company, and publication of a prospectus.

Advisors
ABG Sundal Collier ASA, Arctic Securities AS and DNB Carnegie, a part of DNB
Bank ASA act as Managers in the Private Placement.  Advokatfirmaet Schjødt AS
acts as legal advisor to the Company.

Contact for Nykode Therapeutics ASA: 
IR@nykode.com

Harald Gurvin, CFO
Tel: +47 975 20 363, Email: hgurvin@nykode.com 

Disclosure requirements
This announcement contains inside information pursuant to the EU Market Abuse
Regulation (MAR) and is subject to the disclosure requirements pursuant to MAR
article 17 and section 5-12 the Norwegian Securities Trading Act. This stock
exchange announcement was published by Harald Gurvin, CFO at Nykode Therapeutics
ASA at the time and date stated above in this announcement.

IMPORTANT NOTICE
This announcement is not for publication or distribution in, directly or
indirectly, Australia, Canada, Japan, Hong Kong, Switzerland or the United
States or any other jurisdiction in which such release, publication or
distribution would be unlawful, and it does not constitute an offer or 
invitation to subscribe for or purchase any securities in such countries or in
any other jurisdiction where to do so might constitute a violation of the local
securities laws or regulations of such jurisdiction.

The Offer Shares have not been and will not be registered under the U.S.
Securities Act of 1933, as amended (the "U.S. Securities Act") or with any
securities regulatory authority of any state or other jurisdiction of the United
States and may not be offered, sold or transferred, directly or indirectly, in
or into the United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the U.S. Securities
Act and in compliance with any applicable securities laws of any state or other
jurisdiction of the United States. The Offer Shares are being offered and sold
(i) inside the United States to persons reasonably believe to be "qualified
institutional buyers" as defined in Rule 144A of the U.S. Securities Act and
(ii) outside the United States in accordance with Regulation S under the U.S.
Securities Act.

In any EEA Member State, this announcement is only addressed to and is only
directed at qualified investors in that Member State within the meaning of
Article 2(e) of the Prospectus Regulation, i.e., only to investors who can
receive the offer without an approved prospectus in such EEA Member State. The
expression "Prospectus Regulation" means Regulation (EU) 2017/1129 (together
with any applicable implementing measures in any Member State).

In the United Kingdom, this communication is only addressed to and is only
directed at persons who are "qualified investors", as defined in paragraph 15 of
Schedule 1 to the Public Offers and Admission to Trading Regulations 2024, and
who are: (i) persons having professional experience in matters relating to
investments falling within Article19(5) of the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"): or (ii)
high net worth entities falling within Article 49(2)(a) to (d) of the Order; or
(iii) such other persons to whom it otherwise lawfully be communicated (all such
persons being "Relevant Persons"). Securities issued by the Company are only
available to, and any invitation, offer or agreement to purchase securities will
be engaged in only with, Relevant Persons. These materials are directed only at
Relevant Persons and must not be acted on or relied on by persons who are not
Relevant Persons. 

The Managers are acting exclusively for the Company in connection with the
Private Placement and no one else and will not be responsible to anyone other
than the Company for providing the protections afforded to their respective
clients or for providing advice in relation to the Private Placement or any
transaction or arrangement referred to in this announcement.

Matters discussed in this announcement may constitute forward-looking
statements. Forward-looking statements are statements that are not historical
facts and may be identified by words such as "anticipate", "believe",
"continue", "estimate", "expect", "intends", "may", "should", "will" and similar
expressions. The forward-looking statements in this release are based upon
various assumptions, many of which are based, in turn, upon further assumptions.
Although the Company believes that these assumptions were reasonable when made,
these assumptions are inherently subject to significant known and unknown risks,
uncertainties, contingencies and other important factors which are difficult or
impossible to predict and are beyond its control. Such risks, uncertainties,
contingencies and other important factors could cause actual events to differ
materially from the expectations expressed or implied in this release by such
forward-looking statements. The information, opinions and forward-looking
statements contained in this announcement speak only as at its date and are
subject to change without notice. This announcement is made by and is the
responsibility of, the Company. Neither the Managers nor any of their respective
affiliates makes any representation as to the accuracy or completeness of this
announcement and none of them accepts any responsibility for the contents of
this announcement or any matters referred to herein and each of them expressly
disclaims any obligation or undertaking to update, review or revise any
forward-looking statement contained in this announcement whether as a result of
new information, future developments or otherwise.

This announcement is for information purposes only and is not to be relied upon
in substitution for the exercise of independent judgment. It is not intended as
investment advice and under no circumstances is it to be used or considered as
an offer to sell, or a solicitation of an offer to buy any securities or a
recommendation to buy or sell any securities of the Company. Neither the
Managers nor any of their respective affiliates accepts any liability arising
from the use of this announcement.
It is not intended as\
investment advice and under no circumstances is it to be used or considered as\
an offer to sell\, or a solicitation of an offer to buy any securities or a\
recommendation to buy or sell any securities of the Company. Neither the\
Managers nor any of their respective affiliates accepts any liability arising\
from the use of this announcement.\