--- schema_version: "secwatch.filing_event.v1" accession: "0001493152-25-029364" form_type: "8-K" ticker: "DRMA" cik: "0001853816" company_name: "Dermata Therapeutics, Inc." filed_at: "2025-12-29T23:59:59+00:00" generated_at: "2026-05-16T12:08:27.850347+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.8 calibrated_materiality_score: 0.8 confidence: "high" source: SEC EDGAR --- # Dermata raises $4.1M (up to $12.4M) in private placement at $2.04/share for OTC acne kit launch ## Summary - Gross proceeds of ~$4.1M upfront; potential additional ~$8.3M from full warrant exercise for total up to $12.4M. - Issued 2.02M shares (or pre-funded warrants) plus series C and D warrants for 2.02M shares each at $2.04 exercise price. - Company insiders, including CEO/CFO, purchased $1.5M of shares and warrants (735K shares and 1.47M warrants). - Net proceeds ~$3.7M; intended for OTC acne kit launch (mid-2026) and general corporate purposes, including R&D. - Amended 120,734 outstanding warrants from Jan 2025 to $2.04 exercise price from $12.70; expires 5 years from approval. ## SEC filing metadata - accession: 0001493152-25-029364 - form_type: 8-K - ticker: DRMA - cik: 0001853816 - company_name: Dermata Therapeutics, Inc. - filed_at: 2025-12-29T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.8 - calibrated_materiality_score: 0.8 - confidence: high - sec_items: 1.01, 3.02, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1853816/000149315225029364/0001493152-25-029364-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1853816/000149315225029364/form8-k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001493152-25-029364 - JSON: https://secwatch.observer/filing/0001493152-25-029364.json - Plain text: https://secwatch.observer/filing/0001493152-25-029364.txt ## Key facts - Material Agreements Dermata Therapeutics, Inc. entered into Purchase Agreement with certain institutional and accredited investors valued at purchase price per Share and accompanying Warrants was $2.04 (effective 2025-12-23). - Action: entry - Agreement: equity purchase - Counterparty: certain institutional and accredited investors - Value: purchase price per Share and accompanying Warrants was $2.04 - Effective: 2025-12-23 source text: On December 23, 2025, Dermata Therapeutics, Inc. (the “ Company ”) entered into a securities purchase agreement (the “ Purchase Agreement ”) with certain institutional and accredited investors for the issuance and sale in a private placement (the “ Private Placement ”) of (i) 1,484,312 shares (the “ Shares ”) of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”), (ii) pre-funded warrants (“ Pre-Funded Warrants ”) to purchase up to 537,750 shares of Common Stock, at an exercise price of $0.001 per share, (iii) series C warrants (the “ Series C Warrants ”) to purchase up to 2,022,062 shares of Common Stock, and (iv) series D warrants (the “ Series D Warrants ” together with the Series C Warrants, the “ Warrants ”) to purchase up to 2,022,062 shares of Common Stock. evidence_url: https://www.sec.gov/Archives/edgar/data/1853816/000149315225029364/0001493152-25-029364-index.htm - Material Agreements Dermata Therapeutics, Inc. entered into Engagement Letter with H.C. Wainwright & Co., LLC valued at 7.0% of the aggregate gross proceeds of the Private Placement raised from outside institutional and. - Action: entry - Agreement: equity purchase - Counterparty: H.C. Wainwright & Co., LLC - Value: 7.0% of the aggregate gross proceeds of the Private Placement raised from outside institutional and source text: Pursuant to the Engagement Letter, the Company paid Wainwright (i) a cash fee equal to (x) 7.0% of the aggregate gross proceeds of the Private Placement raised from outside institutional and accredited investors, and (y) 3.5% of the aggregate gross proceeds of the Private Placement raised from insider investors, (iii) a management fee of 1.0% of the aggregate gross proceeds of the Private Placement, (iv) a non-accountable expense allowance of $25,000, and (v) an out-of-pocket expense allowance of $40,000. evidence_url: https://www.sec.gov/Archives/edgar/data/1853816/000149315225029364/0001493152-25-029364-index.htm - Material Agreements Dermata Therapeutics, Inc. amended Warrant Amendment Agreements with certain holders of the Company’s outstanding warrants that participated as investors in the Private Placement (effective 2025-12-23). - Action: amendment - Agreement: equity purchase - Counterparty: certain holders of the Company’s outstanding warrants that participated as investors in the Private Placement - Effective: 2025-12-23 source text: Pursuant to warrant amendment agreements each dated December 23, 2025, among the Company and certain holders of the Company’s outstanding warrants that participated as investors in the Private Placement (collectively, the “ Warrant Amendment Agreements ”), the Company amended certain outstanding warrants to purchase up to an aggregate of 120,734 share evidence_url: https://www.sec.gov/Archives/edgar/data/1853816/000149315225029364/0001493152-25-029364-index.htm - Material Agreements Dermata Therapeutics, Inc. entered into Registration Rights Agreement with the investors (effective 2025-12-23). - Action: entry - Agreement: equity purchase - Counterparty: the investors - Effective: 2025-12-23 source text: In connection with the Private Placement, the Company entered into a registration rights agreement (the “ Registration Rights Agreement ”), dated as of December 23, 2025, with the investors, pursuant to which the Company agreed to prepare and file a registration statement with the Securities and Exchange Commission (the “ SEC ”) registering the resale of the Shares and the shares of Common Stock underlying the Pre-Funded Warrants and the Warrants no later than thirty (30) days after the date of the Registration Rights Agreement (the “ Registration Statement ”), and to use its best efforts to have the registration statement declared effective as promptly as practical thereafter, and in any event no later than sixty (60) days following the date of the Registration Rights Agreement (or ninety (90) days following the date of the Registration Rights Agreement in the event of a “full review” by the SEC). evidence_url: https://www.sec.gov/Archives/edgar/data/1853816/000149315225029364/0001493152-25-029364-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.