--- schema_version: "secwatch.filing_event.v1" accession: "0001493152-23-041656" form_type: "8-K" ticker: "UAVS" cik: "0000008504" company_name: "AgEagle Aerial Systems Inc." filed_at: "2023-11-16T23:59:59+00:00" generated_at: "2026-06-08T01:49:39.143524+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.6 calibrated_materiality_score: 0.6 confidence: "high" source: SEC EDGAR --- # AgEagle raises $2M via Series F convertible preferred, warrants, and common stock offering ## Summary - Issued 1,850 shares of Series F Preferred convertible into 14,835,605 common shares at $0.1247/sh, plus 14,835,605 warrants at $0.1247/sh for $1.85M. - Sold 1,500,000 common shares at $0.10/sh to three accredited investors for $150,000. - Assignment agreement transfers $1.85M investment rights from existing investor to assignees; minimum subscription requirement waived. - Placement agent Dawson James receives 5% cash fee and warrants equal to 10% of warrants sold (1,483,560 warrants). - Engagement period ends Nov 21, 2023; company subject to 30-day lock-up on further equity issuance. ## SEC filing metadata - accession: 0001493152-23-041656 - form_type: 8-K - ticker: UAVS - cik: 0000008504 - company_name: AgEagle Aerial Systems Inc. - filed_at: 2023-11-16T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.6 - calibrated_materiality_score: 0.6 - confidence: high - sec_items: 1.01, 3.02, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/8504/000149315223041656/0001493152-23-041656-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/8504/000149315223041656/form8-k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001493152-23-041656 - JSON: https://secwatch.observer/filing/0001493152-23-041656.json - Plain text: https://secwatch.observer/filing/0001493152-23-041656.txt ## Key facts - Material Agreements AgEagle Aerial Systems Inc. entered into Engagement Agreement with Dawson James Securities, Inc. valued at Placement Agent Warrants to purchase 1,483,560 shares of Common Stock at exercise price equal to 10% (effective 2023-11-15). - Action: entry - Agreement: underwriting - Counterparty: Dawson James Securities, Inc. - Value: Placement Agent Warrants to purchase 1,483,560 shares of Common Stock at exercise price equal to 10% - Effective: 2023-11-15 source text: On November 15, 2023, AgEagle Aerial Systems Inc. (the "Company") entered into a letter agreement (the "Engagement Agreement") with Dawson James Securities, Inc. ("Dawson") pursuant to which Dawson has agreed to serve as the sole placement agent for the Company, on a reasonable best efforts basis, in connection with the proposed placement of the Company's Series F Preferred (as defined below) and associated warrants to purchase Common Stock as well as Common Stock (the "Offering"). evidence_url: https://www.sec.gov/Archives/edgar/data/8504/000149315223041656/0001493152-23-041656-index.htm - Material Agreements AgEagle Aerial Systems Inc. entered into Assignment, Waiver and Amendment Agreement with Institutional investor (existing shareholder) valued at Assignment of rights to purchase up to $1,850,000 of Preferred Stock; extension of investor notice p (effective 2023-11-15). - Action: entry - Counterparty: Institutional investor (existing shareholder) - Value: Assignment of rights to purchase up to $1,850,000 of Preferred Stock; extension of investor notice p - Effective: 2023-11-15 source text: On November 15, 2023, the Company entered into an Assignment, Waiver and Amendment Agreement (the "Assignment Agreement") with the Investor pursuant to which, among other things, (i) the Investor transferred and assigned to certain institutional and accredited investors (the "Assignees"), the rights and obligations to purchase up to $1,850,000 of Preferred Stock pursuant to the Additional Investment Right provided in the Original Purchase Agreement (the "Assigned Rights"), (ii) the Original Purchase Agreement was amended so that the Assignees are party thereto and have the same rights and obligations thereunder as the Investor to the extent of the Assigned Rights, (iii) the time period during which the Investor can provide an Investor Notice was extended from August 3, 2024 until February 3, 2025; and (iv) the Investor and the Company agreed to a one-time waiver of the Minimum Subscription Requirement to allow exercise of the Assigned Rights. evidence_url: https://www.sec.gov/Archives/edgar/data/8504/000149315223041656/0001493152-23-041656-index.htm - Material Agreements AgEagle Aerial Systems Inc. entered into Securities Purchase Agreement with Three accredited investors valued at Sale of 1,500,000 shares of Common Stock at $0.10 per share for aggregate purchase price of $150,000 (effective 2023-11-15). - Action: entry - Agreement: equity purchase - Counterparty: Three accredited investors - Value: Sale of 1,500,000 shares of Common Stock at $0.10 per share for aggregate purchase price of $150,000 - Effective: 2023-11-15 source text: Subsequent to the Company's receipt of Investor Notices from the Investor and the Assignees, also on November 15, 2023, the Company entered into a Securities Purchase Agreement with three accredited investors (the "Accredited Investors") pursuant to which the Company sold to the Accredited Investors 1,500,000 shares of Common Stock at $0.10 per share for an aggregate purchase price of $150,0000 pursuant to the Company's Registration Statement on Form S-3 (Registration No. 333-252801), which was initially filed with the United States Securities and Exchange Commission (the "SEC") on February 5, 2021 and was declared effective on May 6, 2021. evidence_url: https://www.sec.gov/Archives/edgar/data/8504/000149315223041656/0001493152-23-041656-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.