8-K
filed May 4, 2026, 7:59 PM ET
ticker CNSP
CIK 0001729427
other material
confidence high
sentiment neutral
materiality 0.60
CNS Pharma raises ~$22.5M in private placement at $2.30/sh; board change
CNS Pharmaceuticals, Inc.
- Gross proceeds ~$22.5M from sale of 650K shares at $2.30/sh and pre-funded warrants for 9.14M shares at $2.299/warrant.
- Proceeds to identify, acquire, advance new assets and for working capital.
- Director Jerzy Gumulka resigns (no disagreement); Michal Fisher appointed independent director.
- 120-day lock-up on equity sales after registration effective; no variable rate transactions for one year.
- Placement agent A.G.P./Alliance Global Partners receives 7% cash fee plus up to $90K expenses.
Key facts
Extracted from this filing and checked against the source text.
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
CNS Pharmaceuticals, Inc. issued 9,143,479 shares of warrant to institutional investors for $2.299 per Pre-Funded Warrant.
- Security
- warrant
- Shares
- 9,143,479 shares
- Purchaser
- institutional investors
- Consideration
- $2.299 per Pre-Funded Warrant
Exact text from the filing
pre-funded warrants to purchase 9,143,479 shares of the Common Stock (the “Pre-Funded Warrants”) at a purchase price of $2.299 per Pre-Funded Warrant
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
CNS Pharmaceuticals, Inc. issued 650,000 shares of common stock to institutional investors for $2.30 per share.
- Security
- common stock
- Shares
- 650,000 shares
- Purchaser
- institutional investors
- Consideration
- $2.30 per share
Exact text from the filing
the Investors purchased in a private placement: (i) 650,000 shares of the Company’s common stock, $0.001 par value per share (“Common Stock”) at a purchase price of $2.30 per share
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jerzy (George) Gumulka resigned as Director at CNS Pharmaceuticals, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
On May 4, 2026, Jerzy (George) Gumulka resigned as a member of the Company’s Board of Directors (the “Board”) . Mr. Gumulka’s resignation from the Board was not a result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Michal Fisher was appointed as Independent Director at CNS Pharmaceuticals, Inc..
- Action
- appointed
- Role
- Independent Director
Exact text from the filing
On May 4, 2026, the Board agreed to appoint Michal Fisher as an independent member of the Company’s Board.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
CNS Pharmaceuticals, Inc. entered into Registration Rights Agreement (effective 2026-05-04).
- Action
- entry
- Effective
- 2026-05-04
Exact text from the filing
In connection with the Purchase Agreement, the Company entered into a Registration Rights Agreement (“Registration Rights Agreement”) and agreed to file a registration statement (the “Registration Statement”) registering the resale of the Common Stock and the Common Stock underlying the Pre-Funded Warrants, within 15 days following the Closing Date
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
CNS Pharmaceuticals, Inc. entered into Securities Purchase Agreement with institutional investors valued at $22.5 million (effective 2026-05-04).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- institutional investors
- Value
- $22.5 million
- Effective
- 2026-05-04
Exact text from the filing
On May 4, 2026, CNS Pharmaceuticals, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with institutional investors (the “Investors”), pursuant to which the Investors purchased in a private placement: (i) 650,000 shares of the Company’s common stock, $0.001 par value per share (“Common Stock”) at a purchase price of $2.30 per share; and (ii) pre-funded warrants to purchase 9,143,479 shares of the Common Stock (the “Pre-Funded Warrants”) at a purchase price of $2.299 per Pre-Funded Warrant (the “Offering”).
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
CNS Pharmaceuticals, Inc. entered into Placement Agreement with A.G.P./Alliance Global Partners valued at 7.0% of the gross proceeds (effective 2026-05-04).
- Action
- entry
- Agreement
- underwriting
- Counterparty
- A.G.P./Alliance Global Partners
- Value
- 7.0% of the gross proceeds
- Effective
- 2026-05-04
Exact text from the filing
On May 4, 2026, the Company entered into a placement agency agreement (the “Placement Agreement”) with A.G.P./Alliance Global Partners (the “Placement Agent”), pursuant to which the Company agreed to pay the Placement Agent an aggregate cash fee equal to 7.0% of the gross proceeds received by the Company from the sale of the securities in the transaction.
View on SEC.gov
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