CISO Global enters $15M convertible preferred equity facility with B. Riley for expansion

CISO Global, Inc.

Facility up to $15M over 18 months; initial draw $2.3M, weekly draws up to $500k, no obligation to use.
Conversion price: 105% of 5-day VWAP for first $500k, 95% for subsequent; floor $0.40.
Proceeds to fund expansion, especially scaling cybersecurity software in insurance channel via CAGI.
No preferred dividends or return; subject to 9.99% beneficial ownership cap and 19.99% Nasdaq blocker.
B. Riley receives 3.5% cash fee; company can terminate with $1M liquidated damages.

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Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

CISO Global, Inc. issued up to $15.0 million of shares of our newly authorized Series B Convertible Preferred Stock of preferred stock to B. Riley Principal Capital I for $960 per share.

Security: preferred stock
Shares: up to $15.0 million of shares of our newly authorized Series B Convertible Preferred Stock
Purchaser: B. Riley Principal Capital I
Consideration: $960 per share

Exact text from the filing

Stock, subject to the conditions set forth in the Purchase Agreement. The per share purchase price of the shares of our Series B Preferred Stock that may be sold to B. Riley is $960, a 4% original issue discount from the stated value of $1,000 per share in the Certificate of Designations (defined below). Actual sales of shares of Series B Preferred Stock by us

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

CISO Global, Inc.: Filed Certificate of Designations for Series B Preferred Stock, establishing rights, preferences, and restrictions (effective 2025-09-25).

Change: charter amendment
Effective: 2025-09-25

Exact text from the filing

On September 25, 2025, we filed with the Secretary of State of the State of Delaware a Certificate of Designations, Preferences and Rights of Series B Preferred Stock of CISO Global, Inc. (the “Certificate of Designations”).

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CISO Global, Inc. filing history →

Source: SEC EDGAR

accession 0001493152-25-015890

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