{"schema_version":"secwatch.filing_event.v1","accession":"0001437749-26-004180","form_type":"8-K","ticker":"CHUC","cik":"0001134765","company_name":"Charlie's Holdings, Inc.","filed_at":"2026-02-13T23:59:59+00:00","discovered_at":"2026-05-14T18:02:34.602580+00:00","generated_at":"2026-05-16T02:43:12.814399+00:00","sec_items":["1.01","3.02","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Charlie's Holdings raises $710K via private placement of 3.55M shares at $0.20/share","bullets":["Sold 3,550,000 shares of common stock at $0.20 per share to accredited investors.","Gross proceeds of $710,000: $510,000 in cash and $200,000 in debt forgiveness.","Proceeds allocated to working capital and amending certain PMTAs (Premarket Tobacco Product Applications).","Investor in exhibit acknowledges substantial doubt about company's ability to continue as going concern.","Offering conducted under Section 4(a)(2) exemption; shares unregistered with restrictive legends."],"urls":{"canonical":"https://secwatch.observer/filing/0001437749-26-004180","json":"https://secwatch.observer/filing/0001437749-26-004180.json","markdown":"https://secwatch.observer/filing/0001437749-26-004180.md","text":"https://secwatch.observer/filing/0001437749-26-004180.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1134765/000143774926004180/0001437749-26-004180-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1134765/000143774926004180/chuc20260213_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T02:43:12.814399+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":"0895bacd13f05c7310bdd2113d799e484b01a036","claim":"Charlie's Holdings, Inc. issued 3,550,000 shares of common stock to investors for $0.20 per share.","evidence_excerpt":"Charlie's Holdings, Inc. (the \"Company\") entered into subscription agreements with investors for the sale of an aggregate of 3,550,000 shares of its common stock, par value $0.001 per share, at a purchase price per share of $0.20 (the “Offering”), $510,000 of which was paid in cash and $200,000 of which was paid in the form of debt forgiveness.","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/1134765/000143774926004180/0001437749-26-004180-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"common stock"},{"label":"Shares","value":"3,550,000 shares"},{"label":"Purchaser","value":"investors"},{"label":"Consideration","value":"$0.20 per share"}],"fact_type":"equity_issuance"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}