---
schema_version: "secwatch.filing_event.v1"
accession: "0001140361-26-002906"
form_type: "8-K"
ticker: "NUWE"
cik: "0001506492"
company_name: "Nuwellis, Inc."
filed_at: "2026-01-30T23:59:59+00:00"
generated_at: "2026-05-16T05:57:11.158358+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Nuwellis raises $5M in private placement and warrant inducement; acquires Rendiatech; appoints new CFO

## Summary
- Gross proceeds ~$5M from private placement (994,537 shares/pre-funded + 1,989,074 warrants) and warrant inducement (623,585 shares exercised, 1,247,170 new warrants).
- Agreement to acquire Rendiatech Ltd. for up to $500K cash + 150,000 shares + 30,000 options; Clarity RMS/Prime real-time kidney monitoring tech.
- Appointed Carisa Schultz as CFO effective Feb 2, 2026; base salary $265K, bonus up to 40%, standard change-in-control severance.
- Company had 1,686,892 shares outstanding as of Jan 29, 2026; warrants add significant potential dilution.
- Net proceeds for working capital and general corporate purposes.

## SEC filing metadata
- accession: 0001140361-26-002906
- form_type: 8-K
- ticker: NUWE
- cik: 0001506492
- company_name: Nuwellis, Inc.
- filed_at: 2026-01-30T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 3.02, 3.03, 5.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1506492/000114036126002906/0001140361-26-002906-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1506492/000114036126002906/ny20058654x4_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001140361-26-002906
- JSON: https://secwatch.observer/filing/0001140361-26-002906.json
- Plain text: https://secwatch.observer/filing/0001140361-26-002906.txt

## Key facts
- Material Agreements
  Nuwellis, Inc. entered into Private Placement Purchase Agreement with a certain institutional accredited investor valued at combined purchase price of $3.09 (effective 2026-01-29).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: a certain institutional accredited investor
  - Value: combined purchase price of $3.09
  - Effective: 2026-01-29
  source text: On January 29, 2026, Nuwellis, Inc. (the “ Company ”) entered into a securities purchase agreement (the “ Private Placement Purchase Agreement ”) with a certain institutional accredited investor (the “ Purchaser ”) in connection with a private placement (the “ Private Placement ”) for the offer, issuance and sale of (i) 994,537 pre-funded common stock purchase warrants (the “ Pre-Funded Warrants ”) to purchase up to 994,537 shares (the “ Pre-Funded Warrant Shares ”) of the Company’s common stock, $0.0001 par value (the “ Common Stock ”) and (ii) 1,989,074 common warrants (the “ Common Warrants ”, and together with the Pre-Funded Warrants, the “ Private Placement Warrants ”) to purchase up to 1,989,074 shares of Common Stock (the “ Common Warrant Shares ” and together with the Pre-Funded Warrant Shares and the Pre-Funded Warrants, the “ Securities ”) for a combined purchase price of $3.09.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1506492/000114036126002906/0001140361-26-002906-index.htm

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