---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-23-062737"
form_type: "8-K"
ticker: "CWD"
cik: "0001627282"
company_name: "CaliberCos Inc."
filed_at: "2023-05-19T23:59:59+00:00"
generated_at: "2026-06-14T19:49:39.450683+00:00"
event_type: "other_material"
sentiment: "positive"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# CaliberCos Inc. completes upsized IPO of 1.2M shares at $4.00, listing on NASDAQ

## Summary
- Priced 1,200,000 shares at $4.00 per share, raising $4.8M in gross proceeds.
- Shares began trading on NASDAQ on May 17, 2023 under ticker 'CWD'.
- Underwriters have 45-day option to purchase up to 180,000 additional shares (15% over-allotment).
- Net proceeds to increase capitalization, create public market, and for general corporate purposes.
- Officers and directors subject to 180-day lock-up restrictions.

## SEC filing metadata
- accession: 0001104659-23-062737
- form_type: 8-K
- ticker: CWD
- cik: 0001627282
- company_name: CaliberCos Inc.
- filed_at: 2023-05-19T23:59:59+00:00
- event_type: other_material
- sentiment: positive
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 1.01, 5.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1627282/000110465923062737/0001104659-23-062737-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1627282/000110465923062737/tm2316200d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-23-062737
- JSON: https://secwatch.observer/filing/0001104659-23-062737.json
- Plain text: https://secwatch.observer/filing/0001104659-23-062737.txt

## Key facts
- Governance Changes
  CaliberCos Inc.: Filed Third Amended and Restated Certificate of Incorporation to amend the sunset provision and include public company provisions (effective 2023-05-16).
  - Change: charter amendment
  - Effective: 2023-05-16
  source text: On May 16, 2023, the Company filed a Third Amended and Restated Certificate of Incorporation (the “Restated Certificate”) with the Secretary of State of the State of Delaware
  evidence_url: https://www.sec.gov/Archives/edgar/data/1627282/000110465923062737/0001104659-23-062737-index.htm
- Governance Changes
  CaliberCos Inc.: Amended and Restated Bylaws became effective, establishing board committees and adding provisions on meeting notice and conduct (effective 2023-05-19).
  - Change: bylaw amendment
  - Effective: 2023-05-19
  source text: the Amended and Restated Bylaws previously approved by the Company’s board of directors become effective as of May 19, 2023, the closing date of the Public Offering.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1627282/000110465923062737/0001104659-23-062737-index.htm
- Material Agreements
  CaliberCos Inc. entered into Underwriting Agreement with Spartan Capital Securities, LLC (effective 2023-05-16).
  - Action: entry
  - Agreement: underwriting
  - Counterparty: Spartan Capital Securities, LLC
  - Effective: 2023-05-16
  source text: On May 16, 2023, CaliberCos Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Spartan Capital Securities, LLC, acting as the representative (the "Representative") of the several underwriters named in the Underwriting Agreement (the "Underwriters"), relating to the Company's underwritten public offering (the "Public Offering") pursuant to which the Company agreed to issue and sell 1,200,000 shares (the "Firm Shares") of the Company's Class A Common Stock, par value $0.001 per share (the "Common Stock") and granted the Underwriters a 45-day option (the "Over-Allotment Option") to purchase up to an additional 180,000 shares of Common Stock (the "Option Shares" and together with the Firm Shares, the "Shares").
  evidence_url: https://www.sec.gov/Archives/edgar/data/1627282/000110465923062737/0001104659-23-062737-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.