PRELIMINARY PROSPECTUS

Subject to completion, dated September 25, 2026

 

751,879 Shares of Common Stock

 

Pursuant to this prospectus, the selling stockholder identified herein (the "Selling Stockholder") is offering on a resale basis an aggregate of 751,879 shares (the "Shares") of common stock, par value $0.0001 per share (the "Common Stock") of MAIA Biotechnology, Inc., (the "Company," "we," "us" or "our") received under our Clinical Trial Funding Agreement dated August 29, 2026 with PoC Capital, LLC.

 

We will not receive any of the proceeds from the sale by the Selling Stockholder of the Common Stock.

 

This prospectus describes the general manner in which the Shares may be offered and sold. If necessary, the specific manner in which the Shares may be offered and sold will be described in a supplement to this prospectus. The Shares were each issued to the Selling Stockholder in connection with a private placement offering pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"), and/or Regulation D promulgated thereunder.

 

The Shares will be resold from time to time by the Selling Stockholder listed in the section titled "Selling Stockholder" beginning on page 5.