Daré Bioscience closes initial tranche of Reg A offering at $5/unit; issues 5,090 units

Dare Bioscience, Inc.

Initial closing on Jan 27, 2026: issued 5,090 Units (each 1 share Series A Preferred + 2 warrants) for $25,450 gross proceeds.
Series A Preferred convertible at $2.50/share, no dividends, liquidation preference $5/share, senior to common stock.
Investor warrants exercisable at $4.00/share for 36 months; Agent warrants at $6.25/unit, subject to 180-day lock-up.
Company can call preferred after 3 years at lesser of stated value + 8% annual or 200% of stated value.
Forced conversion triggers: change of control, stock price ≥$4.50 for 10 of 30 days, or firm IPO ≥$15M at ≥$4.50.

item 3.02 item 8.01 item 3.03 item 5.03 item 9.01

Key facts

Extracted from this filing and checked against the source text.

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

Dare Bioscience, Inc.: Filed Certificate of Designation designating 4,999,620 shares as Series A Convertible Preferred Stock, establishing powers, preferences, and rights (effective 2026-01-23).

Change: charter amendment
Effective: 2026-01-23

Exact text from the filing

On January 23, 2026, in anticipation of the initial closing of the Offering (as defined below), Daré Bioscience, Inc. (“Daré” “we,” “us,” or “our”) filed a Certificate of Designation of Series A Convertible Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Delaware, which became effective upon filing.

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Dare Bioscience, Inc. filing history →

Source: SEC EDGAR

accession 0001493152-26-004245

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