{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-26-003211","form_type":"8-K","ticker":"DWTX","cik":"0001818844","company_name":"Dogwood Therapeutics, Inc.","filed_at":"2026-01-13T23:59:59+00:00","discovered_at":"2026-05-14T18:02:36.318039+00:00","generated_at":"2026-05-16T10:42:04.192202+00:00","sec_items":["1.01","1.02","3.02","7.01","9.01"],"event_type":"other_material","sentiment":"positive","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"Dogwood Therapeutics raises $12.5M upfront; potential $14.4M from warrant exercise","bullets":["Gross proceeds of $12.5M from registered direct offering and concurrent private placement; potential additional $14.4M upon warrant exercise.","Offering priced at-the-market under Nasdaq rules: $2.85 per unit (share or pre-funded warrant plus Common Stock warrant).","Warrants exercisable at $3.28 per share, subject to stockholder approval, expire 5.5 years after approval.","Company terminated Northland at-the-market agreement; only $89,792 raised under that facility.","Proceeds to advance Halneuron Phase 2b final data readout and pursue strategic opportunities."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-003211","json":"https://secwatch.observer/filing/0001104659-26-003211.json","markdown":"https://secwatch.observer/filing/0001104659-26-003211.md","text":"https://secwatch.observer/filing/0001104659-26-003211.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1818844/000110465926003211/0001104659-26-003211-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1818844/000110465926003211/dwtx-20260109x8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T10:42:04.192202+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"5a4b815147afb83a3c7fbdf33901db201813b115","claim":"Dogwood Therapeutics, Inc. entered into Registration Rights Agreement with the Investor (effective 2026-01-11).","evidence_excerpt":"On January 11, 2026, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) with the Investor","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1818844/000110465926003211/0001104659-26-003211-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"the Investor"},{"label":"Effective","value":"2026-01-11"}],"fact_type":"material_agreement"},{"claim_id":"7b1622f9b1891109244fdecfeea52414a3c3131a","claim":"Dogwood Therapeutics, Inc. entered into Purchase Agreement with a single institutional investor valued at approximately $12.5 million (effective 2026-01-11).","evidence_excerpt":"On January 11, 2026, Dogwood Therapeutics, Inc., a Delaware corporation (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with a single institutional investor named therein (the “Investor”) pursuant to which the Company agreed to sell and issue in a registered direct offering (the “Registered Offering”) to the Investor 2,338,948 shares of common stock","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1818844/000110465926003211/0001104659-26-003211-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"a single institutional investor"},{"label":"Value","value":"approximately $12.5 million"},{"label":"Effective","value":"2026-01-11"}],"fact_type":"material_agreement"},{"claim_id":"b82e5044aaf36cbbc95f88e2923c47e810bd327b","claim":"Dogwood Therapeutics, Inc. terminated Equity Distribution Agreement (effective 2026-01-09).","evidence_excerpt":"On January 9, 2026, Dogwood Therapeutics, Inc., a Delaware corporation (the “Company”) provided notice of its termination, effective January 9, 2026, of the Equity Distribution Agreement, dated November 28, 2025 (the “Northland Agreement\")","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1818844/000110465926003211/0001104659-26-003211-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"termination"},{"label":"Agreement","value":"atm program"},{"label":"Effective","value":"2026-01-09"}],"fact_type":"material_agreement"},{"claim_id":"beed7b20ca03dc8da364288d20f527815d16ba72","claim":"Dogwood Therapeutics, Inc. entered into Placement Agency Agreement with Maxim Group LLC valued at approximately $12.5 million (effective 2026-01-11).","evidence_excerpt":"On January 11, 2026, the Company entered into a placement agency agreement (the “Placement Agency Agreement”) with Maxim Group LLC (the “Placement Agent”)","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1818844/000110465926003211/0001104659-26-003211-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"underwriting"},{"label":"Counterparty","value":"Maxim Group LLC"},{"label":"Value","value":"approximately $12.5 million"},{"label":"Effective","value":"2026-01-11"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}