{"schema_version":"secwatch.filing_event.v1","accession":"0001437749-23-027662","form_type":"8-K","ticker":"VTGN","cik":"0001411685","company_name":"Vistagen Therapeutics, Inc.","filed_at":"2023-10-04T23:59:59+00:00","discovered_at":"2026-05-14T18:03:28.970442+00:00","generated_at":"2026-06-10T04:40:57.862545+00:00","sec_items":["1.01","7.01","8.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"Vistagen raises $100M via underwritten offering with warrants; proceeds fund fasedienol Phase 3","bullets":["Gross proceeds ~$100M; net proceeds ~$93.5M after underwriting discounts and expenses.","Offering includes 15.0M shares of common stock and up to 20.6M warrants (T1: $5.38 strike, T2: $8.877 strike).","Led by BVF Partners with participation from Commodore Capital, Great Point Partners, Logos Capital, Nantahala Capital, Surveyor Capital, and TCGX.","Proceeds to fund PALISADE Phase 3 for fasedienol in social anxiety disorder; expected to support operations through potential NDA submission.","Offering closed October 4, 2023."],"urls":{"canonical":"https://secwatch.observer/filing/0001437749-23-027662","json":"https://secwatch.observer/filing/0001437749-23-027662.json","markdown":"https://secwatch.observer/filing/0001437749-23-027662.md","text":"https://secwatch.observer/filing/0001437749-23-027662.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1411685/000143774923027662/0001437749-23-027662-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1411685/000143774923027662/vtgn20231003_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-10T04:40:57.862545+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"e1fb6df851e66fd822b45271d2fb019a9d4d91c4","claim":"Vistagen Therapeutics, Inc. entered into Underwriting Agreement with Jefferies LLC, Stifel, Nicolaus & Company, Incorporated, and William Blair & Company, L.L.C. valued at combined offering price for each share of Common Stock, accompanying T1 Warrant and accompanying T2 (effective 2023-10-02).","evidence_excerpt":"On October 2, 2023, Vistagen Therapeutics, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Jefferies LLC, Stifel, Nicolaus & Company, Incorporated, and William Blair & Company, L.L.C., as the representatives of the underwriters listed on Schedule A attached thereto (the “Underwriters”), in connection with the underwritten offering, issuance and sale by the Company of 15,010,810 shares of the Company’s common stock, $0.001 par value per share (the “Common Stock”), pre-funded warrants to purchase up to 3,577,240 shares of Common Stock (the “Pre-Funded Warrants”), warrants to purchase up to 9,294,022 shares of Common Stock (or pre-funded warrants to purchase up to 9,294,022 shares of Common Stock in lieu thereof) (the “T1 Warrants”) and warrants to purchase 11,265,086 shares of Common Stock (or pre-funded warrants to purchase up to 11,265,086 shares of Common Stock in lieu thereof) (the “T2 Warrants”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1411685/000143774923027662/0001437749-23-027662-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"underwriting"},{"label":"Counterparty","value":"Jefferies LLC, Stifel, Nicolaus & Company, Incorporated, and William Blair & Company, L.L.C."},{"label":"Value","value":"combined offering price for each share of Common Stock, accompanying T1 Warrant and accompanying T2"},{"label":"Effective","value":"2023-10-02"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}