---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-24-032239"
form_type: "8-K"
ticker: "LGVN"
cik: "0001721484"
company_name: "Longeveron Inc."
filed_at: "2024-04-11T23:59:59+00:00"
generated_at: "2026-06-04T00:05:58.949877+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Longeveron closes $5.2M public offering of common stock and warrants

## Summary
- Gross proceeds ~$5.2M from 2,234,043 units at $2.35/unit (share + warrant).
- Insiders (board members) participated for ~$700k.
- Existing warrants amended: exercise price reduced from $16.50 to $2.35; expiration extended.
- Net proceeds for Lomecel-B clinical trials in HLHS and Alzheimer's.
- H.C. Wainwright placement agent; 7% cash fee plus placement agent warrants.

## SEC filing metadata
- accession: 0001213900-24-032239
- form_type: 8-K
- ticker: LGVN
- cik: 0001721484
- company_name: Longeveron Inc.
- filed_at: 2024-04-11T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1721484/000121390024032239/0001213900-24-032239-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1721484/000121390024032239/ea0203594-8k_longeveron.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-24-032239
- JSON: https://secwatch.observer/filing/0001213900-24-032239.json
- Plain text: https://secwatch.observer/filing/0001213900-24-032239.txt

## Key facts
- Material Agreements
  Longeveron Inc. amended Warrant Amendment Agreement with a holder (the “Holder”) of existing warrants (effective 2024-04-08).
  - Action: amendment
  - Counterparty: a holder (the “Holder”) of existing warrants
  - Effective: 2024-04-08
  source text: the Company also entered into an agreement (the “Warrant Amendment Agreement”) with a holder (the “Holder”) of existing warrants to purchase shares of the Company’s Common Stock to, in consideration for the Holder’s participation in the Offering and purchase of securities in the Offering, and contingent upon the closing of the Offering and the Holder’s participation in the Offering, amend the Holder’s existing warrants to purchase up to (a) 242,425 shares of common stock at an exercise price of $16.50 per share, issued on October 13, 2023 and expiring on April 13, 2029 (the “Series A Warrants”) and (b) 242,425 shares of common stock at an exercise price of $16.50 per share, issued on October 13, 2023 and expiring on April 14, 2025 (the “Series B Warrants” and together with the Series A Warrants, the “Existing Warrants”) to (i) reduce the Exercise Price (as defined in the Existing Warrants) of the Existing Warrants to $2.35 per share and (ii) amend the expiration date of the Series A Wa
  evidence_url: https://www.sec.gov/Archives/edgar/data/1721484/000121390024032239/0001213900-24-032239-index.htm
- Material Agreements
  Longeveron Inc. entered into engagement letter with H.C. Wainwright & Co., LLC valued at 7.0% of the aggregate gross proceeds (effective 2024-03-01).
  - Action: entry
  - Agreement: underwriting
  - Counterparty: H.C. Wainwright & Co., LLC
  - Value: 7.0% of the aggregate gross proceeds
  - Effective: 2024-03-01
  source text: As compensation to H.C. Wainwright & Co., LLC (the “Placement Agent”), pursuant to an engagement letter, dated as of March 1, 2024, as amended on April 3, 2024, and April 9, 2024, by and between the Company and the Placement Agent, pursuant to which the Placement Agent agreed to act as the exclusive placement agent in connection with the Offering, the Company paid the Placement Agent a cash fee equal to 7.0% of the aggregate gross proceeds raised in the Offering, plus a management fee equal to 1.0% of the aggregate gross proceeds raised in the Offering and certain expenses incurred in connection with the Offering.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1721484/000121390024032239/0001213900-24-032239-index.htm
- Material Agreements
  Longeveron Inc. entered into Purchase Agreement with certain institutional investors valued at approximately $5.20 million (effective 2024-04-08).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: certain institutional investors
  - Value: approximately $5.20 million
  - Effective: 2024-04-08
  source text: Certain institutional investors purchasing securities as part of the Offering entered into a securities purchase agreement with the Company (the “Purchase Agreement”), dated as of April 8, 2024.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1721484/000121390024032239/0001213900-24-032239-index.htm

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