Envoy Medical closes $30.0M public offering; milestone-linked warrants could add $48.0M

Envoy Medical, Inc.

Gross proceeds $30.0M from 75M shares/pre-funded warrants at $0.40/unit; up to $48M additional if milestone warrants exercised for cash.
Offering led by Nantahala Capital; insiders bought ~2.25M shares ($0.9M), existing shareholder Glen Taylor bought 18.75M shares ($7.5M).
Net proceeds extend cash runway into H2 2027, beyond expected PMA submission for Acclaim CI device.
Series A-1 warrants expire 30 days after PMA submission; Series A-2 warrants expire 30 days after FDA approval; exercise price $0.40.
H.C. Wainwright acted as exclusive placement agent; placement agent warrants for 3.75M shares at $0.50 per share.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Envoy Medical, Inc. entered into Securities Purchase Agreement with certain investors valued at aggregate gross proceeds of approximately $30.0 million from the Offering (effective 2026-02-11).

Action: entry
Agreement: equity purchase
Counterparty: certain investors
Value: aggregate gross proceeds of approximately $30.0 million from the Offering
Effective: 2026-02-11

Exact text from the filing

On February 11, 2026, Envoy Medical, Inc., a Delaware corporation (the “ Company ”), commenced a best efforts public offering (the “ Offering ”) of an aggregate of (i) 47,946,150 shares (the “ Shares ”) of the Company’s Class A Common Stock, par value $0.0001 per share (“ Common Stock ”), (ii) 27,053,850 pre-funded warrants (the “ Pre-Funded Warrants ”) to purchase 27,053,850 shares of Common Stock, (iii) 45,000,000 Series A-1 Warrants to purchase 45,000,000 shares of Common Stock and/or pre-funded warrants (the “ Series A-1 Warrants ”), and (iv) 75,000,000 Series A-2 Warrants to purchase 75,000,000 shares of Common Stock and/or pre-funded warrants (the “ Series A-2 Warrants ” and, together with the Series A-1 Warrants, the “ Common Warrants ”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Envoy Medical, Inc. entered into Pre-Funded Warrants with certain investors valued at 27,053,850 Pre-Funded Warrants to purchase 27,053,850 shares of Common Stock at an exercise price of (effective 2026-02-11).

Action: entry
Agreement: equity purchase
Counterparty: certain investors
Value: 27,053,850 Pre-Funded Warrants to purchase 27,053,850 shares of Common Stock at an exercise price of
Effective: 2026-02-11

Exact text from the filing

ii) 27,053,850 pre-funded warrants (the “ Pre-Funded Warrants ”) to purchase 27,053,850 shares of Common Stock, (iii) 45,000,000 Series A-1 Warrants to purchase 45,000,000 shares of Common Stock and/or pre-funded warrants (the “ Series

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Envoy Medical, Inc. entered into Engagement Letter with H.C. Wainwright & Co., LLC valued at exclusive placement agent for the Offering (effective 2025-09-17).

Action: entry
Agreement: underwriting
Counterparty: H.C. Wainwright & Co., LLC
Value: exclusive placement agent for the Offering
Effective: 2025-09-17

Exact text from the filing

H.C. Wainwright & Co., LLC (“ Wainwright ”) acted as the exclusive placement agent for the Offering pursuant to an Engagement Letter, dated September 17, 2025, as amended on December 17, 2025, February 9, 2026 and February 11, 2026 (the “ Engagement Letter ”).

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306 material agreements filed in the last 30 days. Browse all material agreements →

Envoy Medical, Inc. filing history →

Source: SEC EDGAR

accession 0001213900-26-016584

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