{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-26-009701","form_type":"8-K","ticker":"CLDI","cik":"0001855485","company_name":"Calidi Biotherapeutics, Inc.","filed_at":"2026-03-11T23:59:59+00:00","discovered_at":"2026-05-14T18:02:36.564092+00:00","generated_at":"2026-05-15T15:07:31.525472+00:00","sec_items":["1.01","3.02","8.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Calidi closes $6M public offering; existing warrants amended to $0.50 exercise price","bullets":["Gross proceeds of $6.03M from 12,094,631 units sold (including full over-allotment exercise).","Each unit priced at $0.50 and consists of common stock (or pre-funded warrant) plus Series J (5 yr), K (1 yr) and L (6 mo) warrants.","Existing warrants for ~2.97M shares (Series G/H/I) amended to exercise price of $0.50 per share.","Company had 10,545,725 common shares outstanding as of March 11, 2026, post-offering.","Proceeds to be used for working capital and general corporate purposes."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-009701","json":"https://secwatch.observer/filing/0001493152-26-009701.json","markdown":"https://secwatch.observer/filing/0001493152-26-009701.md","text":"https://secwatch.observer/filing/0001493152-26-009701.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1855485/000149315226009701/0001493152-26-009701-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1855485/000149315226009701/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T15:07:31.525472+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":"6fa3b90cf6edcde2f0cee77fabb36f0ca435dd95","claim":"Calidi Biotherapeutics, Inc. entered into Warrant Agency Agreement with Equiniti Trust Company, LLC (effective 2026-03-06).","evidence_excerpt":"On March 6, 2026, the Company also entered into a warrant agency agreement (the “Warrant Agency Agreement”) with Equiniti Trust Company, LLC, as warrant agent (the “Warrant Agent”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1855485/000149315226009701/0001493152-26-009701-index.htm","confidence":0.7,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Equiniti Trust Company, LLC"},{"label":"Effective","value":"2026-03-06"}],"fact_type":"material_agreement"},{"claim_id":"c63d029827a4262d32650257ea3129f2332d038b","claim":"Calidi Biotherapeutics, Inc. entered into Underwriting Agreement with Ladenburg Thalmann & Co. Inc. valued at approximately $6.03 million (effective 2026-03-06).","evidence_excerpt":"On March 6, 2026, Calidi Biotherapeutics, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Ladenburg Thalmann & Co. Inc., as sole underwriter (“Underwriter”), in connection with the issuance and sale (the “Offering”) of: (i) 2,278,731 common stock units (“Common Stock Units”), which includes 1,575,000 Common Stock Units purchased pursuant to the exercise, in full, of the Over-Allotment Option and (ii) 9,815,900 pre-funded warrant units (“Pre-Funded Units”), resulting in gross proceeds of approximately $6.03 million, before deducting underwriting discounts and commissions and other estimated offering expenses.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1855485/000149315226009701/0001493152-26-009701-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"underwriting"},{"label":"Counterparty","value":"Ladenburg Thalmann & Co. Inc."},{"label":"Value","value":"approximately $6.03 million"},{"label":"Effective","value":"2026-03-06"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}