---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-26-012418"
form_type: "8-K"
ticker: "CABR"
cik: "0002020737"
company_name: "Caring Brands, Inc."
filed_at: "2026-03-24T23:59:59+00:00"
generated_at: "2026-05-15T09:16:33.079905+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Caring Brands closes $3.6M PIPE with Series A Preferred and warrants; redeems 6.25M insider shares

## Summary
- Issued 3,789.74 Series A Preferred shares (stated value $1,000 each) and 9,473,685 warrants at $0.40 exercise price for $3.6M gross.
- $3.075M of proceeds used to buy back 6,250,000 common shares from CEO, Chairman, and NovoDX; shares outstanding drop from 14.76M to 8.51M.
- Series A Preferred pays 8% dividend (cash or common stock) and is convertible into common at $0.40 per share.
- Purchaser receives additional investment right (AIR) to buy up to $4.0M of same securities at a discount to market price.
- Warrants are exercisable for 5 years, with a 4.99% beneficial ownership limitation.

## SEC filing metadata
- accession: 0001493152-26-012418
- form_type: 8-K
- ticker: CABR
- cik: 0002020737
- company_name: Caring Brands, Inc.
- filed_at: 2026-03-24T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 3.02, 3.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/2020737/000149315226012418/0001493152-26-012418-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/2020737/000149315226012418/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-26-012418
- JSON: https://secwatch.observer/filing/0001493152-26-012418.json
- Plain text: https://secwatch.observer/filing/0001493152-26-012418.txt

## Key facts
- Material Agreements
  Caring Brands, Inc. entered into Securities Purchase Agreement with one accredited investor valued at $3,600,000 (effective 2026-03-19).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: one accredited investor
  - Value: $3,600,000
  - Effective: 2026-03-19
  source text: On March 19, 2026, Caring Brands, Inc. (the “Company”), entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with one accredited investor (the “Purchaser”) for a private investment in public equity (the “PIPE Offering”) of 3,789,474 shares of its Series A Convertible Preferred Stock par value $0.001 per share, stated value $3,789,474 per share (the “Series A Preferred Stock”) , equating to 3,789.74 Series A Convertible Preferred Shares which equates to a purchase price of $950 per share of Series A Preferred Stock with a stated value of $1,000 per share, after factoring in an original issue discount (“OID”) of 5%.
  evidence_url: https://www.sec.gov/Archives/edgar/data/2020737/000149315226012418/0001493152-26-012418-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.