---
schema_version: "secwatch.filing_event.v1"
accession: "0001140361-24-023484"
form_type: "8-K"
ticker: "NUWE"
cik: "0001506492"
company_name: "Nuwellis, Inc."
filed_at: "2024-05-01T23:59:59+00:00"
generated_at: "2026-06-03T02:43:17.185203+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# Nuwellis raises ~$2.7M in public offering of common stock and warrants

## Summary
- Offered 11.25M shares (or pre-funded warrants) and warrants for 16.875M shares at $0.24/unit.
- Gross proceeds ~$2.7M before expenses; net for working capital and commercialization.
- Warrants exercisable at $0.40/share, immediately exercisable, expire in 5 years.
- Roth Capital Partners served as exclusive placement agent for the offering.
- Closing occurred on April 30, 2024; prospectus filed with SEC on same day.

## SEC filing metadata
- accession: 0001140361-24-023484
- form_type: 8-K
- ticker: NUWE
- cik: 0001506492
- company_name: Nuwellis, Inc.
- filed_at: 2024-05-01T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 1.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1506492/000114036124023484/0001140361-24-023484-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1506492/000114036124023484/ny20023644x11_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001140361-24-023484
- JSON: https://secwatch.observer/filing/0001140361-24-023484.json
- Plain text: https://secwatch.observer/filing/0001140361-24-023484.txt

## Key facts
- Material Agreements
  Nuwellis, Inc. entered into Securities Purchase Agreement with certain of the purchasers in the Offering (effective 2024-04-26).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: certain of the purchasers in the Offering
  - Effective: 2024-04-26
  source text: On April 26, 2024, the Company entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with certain of the purchasers in the Offering.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1506492/000114036124023484/0001140361-24-023484-index.htm
- Material Agreements
  Nuwellis, Inc. entered into Warrant Agency Agreement with Equiniti Trust Company, LLC (effective 2024-04-30).
  - Action: entry
  - Counterparty: Equiniti Trust Company, LLC
  - Effective: 2024-04-30
  source text: On April 30, 2024, the Company also entered into a Warrant Agency Agreement with the Company’s transfer agent, Equiniti Trust Company, LLC, who will act as warrant agent for the Company, setting forth the terms and conditions of the Common Warrants sold in this Offering (the “ Warrant Agency Agreement ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1506492/000114036124023484/0001140361-24-023484-index.htm
- Material Agreements
  Nuwellis, Inc. entered into Placement Agency Agreement with Roth Capital Partners, LLC (effective 2024-04-26).
  - Action: entry
  - Agreement: underwriting
  - Counterparty: Roth Capital Partners, LLC
  - Effective: 2024-04-26
  source text: On April 26, 2024, Nuwellis, Inc. (the “ Company ”) entered into a Placement Agency Agreement (the “ Placement Agency Agreement ”) with Roth Capital Partners, LLC (the “ Placement Agent ”), pursuant to which the Company issued and sold, in a best efforts registered public offering by the Company (the “ Offering ”), 8,419,996 shares (the “ Shares ”) of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”) , pre-funded warrants (the “ Pre-Funded Warrants ”) to purchase up to an aggregate of 2,830,004 shares of common stock and common warrants (the “ Common Warrants ) to purchase up to an aggregate of 16,875,000 shares of its common stock.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1506492/000114036124023484/0001140361-24-023484-index.htm

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