424B3 1 ny20076831x3_424b3.htm 424B3

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-297069

PROSPECTUS

Aquestive Therapeutics, Inc.

230,271 Shares of Common Stock

This prospectus relates to the resale of up to 230,271 shares of Aquestive Therapeutics, Inc. (the “Company,” “we,” “our” or “us”) common stock, par value $0.001 per share (“Common Stock”), by the selling stockholders listed in this prospectus, their transferees, donees, pledgees, assignees, successors and others who later come to hold any of the selling stockholders’ interests in shares of our Common Stock other than through a public sale (the “Selling Stockholders”). The shares of Common Stock offered for resale pursuant to this prospectus include an aggregate of 230,271 shares of Common Stock (the “Warrant Shares”) issuable upon exercise of common warrants (the “Warrants”) issued to the Selling Stockholders pursuant to a warrant issuance agreement by and between the Company and the Selling Stockholders (the “Warrant Issuance Agreement”), related to the Tranche A Term Loan (as defined below).

The Warrants have an exercise price of $4.18 per share, subject to adjustment, were exercisable beginning on May 12, 2026 and expire on May 12, 2031. At the option of the holder, the Warrants may also be exercised, in whole or in part, at such time by means of a “cashless exercise”.

We are registering the Warrant Shares on behalf of the Selling Stockholders, to be offered and sold by the Selling Stockholders from time to time. We are not selling any securities under this prospectus. Upon any cash exercise of the Warrants by the Selling Stockholders, we will receive cash proceeds per share equal to the exercise price of the Warrants. If the Warrants are exercised in a cashless exercise, we will not receive any proceeds from the exercise of the Warrants.

The Selling Stockholders may sell the Warrant Shares described in this prospectus in a number of different ways and at varying prices. See Plan of Distribution on page 12 of this prospectus for more information about how the Selling Stockholders may sell the Warrant Shares offered pursuant to this prospectus. The Selling Stockholders may be “underwriters” within the meaning of Section 2(a)(11) of the Securities Act of 1933, as amended (the “Securities Act”).

We will pay the expenses incurred in registering the Warrant Shares, including our legal and accounting fees. See Plan of Distribution on page 12 of this prospectus.

Our Common Stock is traded on the Nasdaq Global Market under the symbol “AQST”. On July 8, 2026, the last reported sale price of our Common Stock was $4.31 per share.

Investing in our securities involves a high degree of risk. You should review carefully the risks and uncertainties described under the heading “Risk Factors” contained in this prospectus and any related free writing prospectus, and under similar headings in the other documents that are incorporated by reference into this prospectus as described on page 4 of this prospectus.

NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

The date of this prospectus is July 8, 2026.


			Page
ABOUT THIS PROSPECTUS			1
SUMMARY			2
RISK FACTORS			4
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS			5
DESCRIPTION OF THE PRIVATE PLACEMENT			8
SELLING STOCKHOLDERS			9
USE OF PROCEEDS			11
PLAN OF DISTRIBUTION			12
LEGAL MATTERS			14
EXPERTS			14
WHERE YOU CAN FIND MORE INFORMATION			14
INCORPORATION OF CERTAIN INFORMATION BY REFERENCE			15


	Shares of Common Stock beneficially owned prior to the offering		Shares of Common Stock to be offered	Shares of Common Stock beneficially owned after the offering⁽¹⁾
Name of Selling Stockholder⁽²⁾	Number	Percentage	Shares of Common Stock to be offered	Number	Percentage
Oaktree-TCDRS Strategic Credit, LLC	7,872	*	7,873	0	—
Oaktree-Forrest Multi-Strategy, LLC	3,905	*	3,906	0	—
Oaktree-TBMR Strategic Credit Fund C, LLC	2,024	*	2,025	0	—
Oaktree-TBMR Strategic Credit Fund F, LLC	3,269	*	3,270	0	—
Oaktree-TBMR Strategic Credit Fund G, LLC	5,270	*	5,271	0	—
Oaktree-TSE 16 Strategic Credit, LLC	7,301	*	7,302	0	—
INPRS Strategic Credit Holdings, LLC	5,388	*	5,389	0	—
Oaktree Specialty Lending Corporation	26,526	*	26,527	0	—
Oaktree Direct Lending Fund Delaware Holdings Non-EURRC, L.P.	4,584	*	4,585	0	—
Oaktree Direct Lending Fund VCOC Delaware Holdings Non-EURRC, L.P.	1,842	*	1,843	0	—
Oaktree Direct Lending Fund Unlevered Delaware Holdings Non-EURRC, L.P.	3,543	*	3,544	0	—
Oaktree Blue Credit 1 Investment Fund, L.P.	10,972	*	10,973	0	—
Oaktree Multi-Strategy Credit Archway Evergreen Fund, L.P.	2,136	*	2,137	0	—
Oaktree LSL Fund Delaware Holdings Non-EURRC, L.P.	32,676	*	32,677	0	—
Oaktree Jalapeno Investment Fund, L.P.	112,948	*	112,949	0	—