---
schema_version: "secwatch.filing_event.v1"
accession: "0001640334-26-000227"
form_type: "8-K"
ticker: "ARTL"
cik: "0001621221"
company_name: "ARTELO BIOSCIENCES, INC."
filed_at: "2026-02-05T23:59:59+00:00"
generated_at: "2026-05-16T04:27:21.395310+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Artelo enters up to $50M equity purchase facility with Square Gate; issues 292K commitment shares

## Summary
- Equity Purchase Agreement with Square Gate provides up to $25M initially, expandable to $50M at company's option.
- Company issued 292,398 commitment shares valued at $500,000 to Square Gate as consideration.
- Purchase price set at 95% of lowest VWAP during valuation period (Regular Put) or lowest traded price (Intraday Put).
- Regular Put capped at $500K or 30% of daily volume; Intraday Put limited to 4.99% of outstanding shares.
- Registration statement must be filed within 30 days; facility runs until Jan 2029 or earlier termination.

## SEC filing metadata
- accession: 0001640334-26-000227
- form_type: 8-K
- ticker: ARTL
- cik: 0001621221
- company_name: ARTELO BIOSCIENCES, INC.
- filed_at: 2026-02-05T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1621221/000164033426000227/0001640334-26-000227-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1621221/000164033426000227/artl_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001640334-26-000227
- JSON: https://secwatch.observer/filing/0001640334-26-000227.json
- Plain text: https://secwatch.observer/filing/0001640334-26-000227.txt

## Key facts
- Material Agreements
  ARTELO BIOSCIENCES, INC. entered into Equity Purchase Agreement with Square Gate Capital Master Fund, LLC – Series 5 valued at up to $25 million (effective 2026-01-30).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Square Gate Capital Master Fund, LLC – Series 5
  - Value: up to $25 million
  - Effective: 2026-01-30
  source text: On January 30, 2026, Artelo Biosciences, Inc. (the “Company”) entered into an Equity Purchase Agreement, dated as of January 30, 2026 (the “Purchase Agreement”), with Square Gate Capital Master Fund, LLC – Series 5, a series limited liability company organized in the state of Delaware (“Square Gate”), pursuant to which the Company has the right, but not the obligation, to direct Square Gate to purchase up to $25 million (the “Initial Commitment Amount”) in shares of common stock
  evidence_url: https://www.sec.gov/Archives/edgar/data/1621221/000164033426000227/0001640334-26-000227-index.htm

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