---
schema_version: "secwatch.filing_event.v1"
accession: "0001683168-24-001196"
form_type: "8-K"
ticker: "ACON"
cik: "0001635077"
company_name: "Aclarion, Inc."
filed_at: "2024-02-27T23:59:59+00:00"
generated_at: "2026-06-05T12:02:38.969441+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Aclarion closes $3.0M public offering; believes it regains Nasdaq equity compliance

## Summary
- Closed public offering of 5,175,000 units at $0.58/unit; gross proceeds ~$3.0M before expenses.
- Each unit includes one share (or prefunded warrant at $0.00001) plus two common warrants exercisable at $0.58 for 5 years.
- Proceeds to repay debt, build product platforms, expand sales/marketing, and for general corporate purposes.
- Company believes it now has stockholders' equity of at least $2.5M, curing prior Nasdaq minimum equity non-compliance.
- Offering closed on Feb 27, 2024; Maxim Group LLC acted as placement agent with 7% cash fee.

## SEC filing metadata
- accession: 0001683168-24-001196
- form_type: 8-K
- ticker: ACON
- cik: 0001635077
- company_name: Aclarion, Inc.
- filed_at: 2024-02-27T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1635077/000168316824001196/0001683168-24-001196-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1635077/000168316824001196/acon_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001683168-24-001196
- JSON: https://secwatch.observer/filing/0001683168-24-001196.json
- Plain text: https://secwatch.observer/filing/0001683168-24-001196.txt

## Key facts
- Material Agreements
  Aclarion, Inc. entered into Placement Agent Agreement with Maxim Group LLC valued at gross proceeds of approximately $3.0 million (effective 2024-02-26).
  - Action: entry
  - Agreement: underwriting
  - Counterparty: Maxim Group LLC
  - Value: gross proceeds of approximately $3.0 million
  - Effective: 2024-02-26
  source text: On February 26, 2024, Aclarion, Inc. (“Aclarion” or the “Company”) entered into a placement agency agreement (the “Placement Agent Agreement”) with Maxim Group LLC (“Maxim” or the “Placement Agent”)
  evidence_url: https://www.sec.gov/Archives/edgar/data/1635077/000168316824001196/0001683168-24-001196-index.htm
- Material Agreements
  Aclarion, Inc. entered into Securities Purchase Agreement with certain investors named therein (effective 2024-02-26).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: certain investors named therein
  - Effective: 2024-02-26
  source text: On February 26, 2024, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain investors named therein (the “Investors”)
  evidence_url: https://www.sec.gov/Archives/edgar/data/1635077/000168316824001196/0001683168-24-001196-index.htm
- Material Agreements
  Aclarion, Inc. entered into Warrant Agency Agreement with Vstock Transfer LLC (effective 2024-02-27).
  - Action: entry
  - Counterparty: Vstock Transfer LLC
  - Effective: 2024-02-27
  source text: on February 27, 2024, the Company also entered into a Warrant Agency Agreement (the “Warrant Agency Agreement”) with Vstock Transfer LLC
  evidence_url: https://www.sec.gov/Archives/edgar/data/1635077/000168316824001196/0001683168-24-001196-index.htm

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