{"schema_version":"secwatch.filing_event.v1","accession":"0001903596-24-000094","form_type":"8-K","ticker":"LUDG","cik":"0001960262","company_name":"LUDWIG ENTERPRISES, INC.","filed_at":"2024-02-26T23:59:59+00:00","discovered_at":"2026-05-14T18:03:26.380133+00:00","generated_at":"2026-06-05T15:51:47.341073+00:00","sec_items":["1.01","2.03","3.02","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Ludwig Enterprises enters $5M equity line and $50K promissory note with institutional investor","bullets":["Common Stock Purchase Agreement for up to $5,000,000; shares sold at 80% of lowest traded price over six days.","Investor received five-year warrant for 2,604,667 shares with anti-dilution and cashless exercise.","Promissory note of $50,000 issued, netting $40,000 after $10,000 OID; matures May 12, 2024, convertible on default.","Equity line capped at $250,000 per notice or 250% of average daily volume; 4.99% beneficial ownership limit.","Registration rights agreement requires filing within 20 days for shares issuable under the agreements."],"urls":{"canonical":"https://secwatch.observer/filing/0001903596-24-000094","json":"https://secwatch.observer/filing/0001903596-24-000094.json","markdown":"https://secwatch.observer/filing/0001903596-24-000094.md","text":"https://secwatch.observer/filing/0001903596-24-000094.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1960262/000190359624000094/0001903596-24-000094-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1960262/000190359624000094/ludg_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-05T15:51:47.341073+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":"a98a68fc600221afa620c6599f1ba6534a5d5cf0","claim":"LUDWIG ENTERPRISES, INC. incurred loan of $50,000 with the Investor maturing May 12, 2024.","evidence_excerpt":"On February 12, 2024, the Company and the Investor entered into a securities purchase agreement (the “SPA”), pursuant to which the Company agreed to issue to the Investor a Promissory Note (the “Note”), dated February 12, 2024, in the principal amount of $50,000.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1960262/000190359624000094/0001903596-24-000094-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"loan"},{"label":"Principal","value":"$50,000"},{"label":"Counterparty","value":"the Investor"},{"label":"Maturity","value":"May 12, 2024"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"745566917d7302a22cd60c1ec0e264c9e4c90db5","claim":"LUDWIG ENTERPRISES, INC. entered into Common Stock Purchase Agreement with institutional investor valued at up to $5,000,000 in shares of common stock (effective 2024-02-12).","evidence_excerpt":"On February 12, 2024, Ludwig Enterprises, Inc., a Nevada corporation (the “Company”), entered into a Common Stock Purchase Agreement (the “Purchase Agreement”), together with a registration rights agreement (the “Registration Rights Agreement”) with an institutional investor (the “Investor”), pursuant to which the Company has the right to sell to the Investor up to $5,000,000 in shares of its common stock (\"Common Stock\"), subject to certain limitations.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1960262/000190359624000094/0001903596-24-000094-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"institutional investor"},{"label":"Value","value":"up to $5,000,000 in shares of common stock"},{"label":"Effective","value":"2024-02-12"}],"fact_type":"material_agreement"},{"claim_id":"9a792caa3b5878f853f3eea460f31b55f9e0350a","claim":"LUDWIG ENTERPRISES, INC. entered into Securities Purchase Agreement with the Investor valued at principal amount of $50,000, net proceeds of $40,000 (effective 2024-02-12).","evidence_excerpt":"On February 12, 2024, the Company and the Investor entered into a securities purchase agreement (the “SPA”), pursuant to which the Company agreed to issue to the Investor a Promissory Note (the “Note”), dated February 12, 2024, in the principal amount of $50,000.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1960262/000190359624000094/0001903596-24-000094-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"the Investor"},{"label":"Value","value":"principal amount of $50,000, net proceeds of $40,000"},{"label":"Effective","value":"2024-02-12"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}