--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-144213" form_type: "8-K" ticker: "LNSR" cik: "0001320350" company_name: "LENSAR, Inc." filed_at: "2023-05-15T23:59:59+00:00" generated_at: "2026-06-15T00:46:10.572296+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # LENSAR enters $20M securities purchase agreement with North Run Capital affiliate ## Summary - Sold 20,000 Series A Convertible Preferred Shares at $1,000 stated value each for $20M gross proceeds. - Preferred shares convertible into ~7.94M common shares at $2.51875 per share, subject to 19.99% ownership blocker. - Issued warrants to purchase ~4.37M common shares with exercise prices of $2.45 (Class A) and $3.0625 (Class B). - Board increased to nine members; appointed Thomas B. Ellis and Todd B. Hammer as directors effective after 2023 annual meeting. - Net proceeds ~$19.1M to be used for working capital and general corporate purposes. ## SEC filing metadata - accession: 0001193125-23-144213 - form_type: 8-K - ticker: LNSR - cik: 0001320350 - company_name: LENSAR, Inc. - filed_at: 2023-05-15T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 3.02, 3.03, 5.02, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1320350/000119312523144213/0001193125-23-144213-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1320350/000119312523144213/d510326d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-144213 - JSON: https://secwatch.observer/filing/0001193125-23-144213.json - Plain text: https://secwatch.observer/filing/0001193125-23-144213.txt ## Key facts - Executive change Thomas B. Ellis was appointed as Director at LENSAR, Inc.. - Action: appointed - Role: Director source text: Also on May 12, 2023, in connection with the Offering and pursuant to the Purchase Agreement and subject to the closing of the Offering, the Board appointed each of Thomas B. Ellis and Todd B. Hammer to the Board effective immediately following the 2023 Annual Meeting of Stockholders. evidence_url: https://www.sec.gov/Archives/edgar/data/1320350/000119312523144213/0001193125-23-144213-index.htm - Executive change Todd B. Hammer was appointed as Director at LENSAR, Inc.. - Action: appointed - Role: Director source text: Also on May 12, 2023, in connection with the Offering and pursuant to the Purchase Agreement and subject to the closing of the Offering, the Board appointed each of Thomas B. Ellis and Todd B. Hammer to the Board effective immediately following the 2023 Annual Meeting of Stockholders. evidence_url: https://www.sec.gov/Archives/edgar/data/1320350/000119312523144213/0001193125-23-144213-index.htm - Material Agreements LENSAR, Inc. entered into Certificate of Designations, Preferences and Rights of Series A Convertible Preferred Stock with NR-GRI Partners, LP valued at Establishes rights, preferences, and conversion terms for Series A Convertible Preferred Stock, incl (effective 2023-05-12). - Action: entry - Counterparty: NR-GRI Partners, LP - Value: Establishes rights, preferences, and conversion terms for Series A Convertible Preferred Stock, incl - Effective: 2023-05-12 source text: As provided in the Purchase Agreement, before the closing of the Offering, the Company will file with the Secretary of State of the State of Delaware a Certificate of Designations, Preferences and Rights of Series A Convertible Preferred Stock (the “ Certificate of Designations ”) to its Amended and Restated Certificate of Incorporation. evidence_url: https://www.sec.gov/Archives/edgar/data/1320350/000119312523144213/0001193125-23-144213-index.htm - Material Agreements LENSAR, Inc. entered into Securities Purchase Agreement with NR-GRI Partners, LP valued at Aggregate gross purchase price of $20,000,000 for 20,000 shares of Series A Convertible Preferred St (effective 2023-05-12). - Action: entry - Agreement: equity purchase - Counterparty: NR-GRI Partners, LP - Value: Aggregate gross purchase price of $20,000,000 for 20,000 shares of Series A Convertible Preferred St - Effective: 2023-05-12 source text: On May 12, 2023, LENSAR, Inc. (the “ Company ”) entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with NR-GRI Partners, LP, a Delaware limited partnership and an affiliate of North Run Capital, LP (the “ Buyer ”), whereby it agreed to sell to the Buyer, for an aggregate gross purchase price of $20.0 million, (i) an aggregate of 20,000 shares of a newly established series of Preferred Stock designated as “Series A Convertible Preferred Stock, par value $0.01 per share” (the “ Preferred Shares ”), which have a stated value of $1,000 per share and are initially convertible into 7,940,446 shares (the “ Conversion Shares ”) of the Company’s common stock, par value $0.01 per share (the “ Common Stock ”), subject to the Ownership Blocker (as defined below), and (ii) warrants (the “ Warrants ”) to purchase an aggregate of 4,367,246 shares of Common Stock (the “ Warrant Shares ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1320350/000119312523144213/0001193125-23-144213-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.