8-K
filed February 11, 2026, 6:59 PM ET
ticker LUDG
CIK 0001960262
debt
confidence high
sentiment negative
materiality 0.60
LUDWIG ENTERPRISES, INC. (LUDG): debt financing — Ludwig Enterprises closes $200K convertible note and warrant placement with Alumni Capital LP
LUDWIG ENTERPRISES, INC.
- Issued $250K convertible promissory note to Alumni Capital LP; maturity May 4, 2026; net proceeds $200K after original issue discount.
- Note convertible at 70% of lowest 20-day VWAP before conversion; warrant for up to 4,166,667 shares at $0.06 per share.
- Securities sold under Section 4(a)(2) and Regulation D; unregistered; no commissions paid.
- Conversion price set at deep discount to market; terms imply significant dilution upon conversion or warrant exercise.
- Proceeds likely used for general working capital; short maturity indicates urgent financing need.
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
LUDWIG ENTERPRISES, INC. incurred convertible notes of $250,000 with Alumni Capital LP maturing May 4, 2026.
- Instrument
- convertible notes
- Principal
- $250,000
- Counterparty
- Alumni Capital LP
- Maturity
- May 4, 2026
- Event
- incurrence
Exact text from the filing
the Company issued the Note to the Investor, creating a direct financial obligation of the Company. The Note has an original principal amount of $250,000 and matures on May 4, 2026.
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
LUDWIG ENTERPRISES, INC. issued 4,166,667 shares of Common Stock of warrant to Alumni Capital LP for exercise price of $0.06 per share.
- Security
- warrant
- Shares
- 4,166,667 shares of Common Stock
- Purchaser
- Alumni Capital LP
- Consideration
- exercise price of $0.06 per share
Exact text from the filing
The Warrant is exercisable for up to 4,166,667 shares of Common Stock at an exercise price of $0.06 per share.
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
LUDWIG ENTERPRISES, INC. issued convertible note to Alumni Capital LP for $250,000 original principal amount.
- Security
- convertible note
- Purchaser
- Alumni Capital LP
- Consideration
- $250,000 original principal amount
Exact text from the filing
the Company issued to the Investor (i) a convertible promissory note in the original principal amount of $250,000 (the "Note") and (ii) a common stock purchase warrant
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
LUDWIG ENTERPRISES, INC. entered into Securities Purchase Agreement with Alumni Capital LP valued at $250,000 (effective 2026-02-05).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- Alumni Capital LP
- Value
- $250,000
- Effective
- 2026-02-05
Exact text from the filing
On February 5, 2026 (the “Subscription Date”), Ludwig Enterprises, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Alumni Capital LP (the “Investor”) pursuant to which, among other things, the Company issued to the Investor (i) a convertible promissory note in the original principal amount of $250,000
View on SEC.gov
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