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8-KAccepted Oct 5, 4:32 PM ET

NN Inc: private placement raising about $53,000,000

NNBRNN INC

Accepted (ET)

4:32 PM

Oct 5, 2026

Filed

Oct 5, 2026

Documents

17

Size

889.7 KB

Summary

NN Inc: private placement raising about $53,000,000

Updated

What happened

  • NN Inc reported that it entered into a Securities Purchase Agreement and closed a private placement. The company sold and issued 11,275,605 shares of common stock and pre-funded warrants to purchase up to 4,824,395 shares, for total gross proceeds of approximately $53,000,000. The closing occurred on Oct 5, 2026, and resulted in approximately $50,000,000 of net proceeds after placement agent fees and estimated offering expenses.

Key details

  • Per share purchase price: $3.30 per share; per pre-funded warrant purchase price: $3.29.
  • Each pre-funded warrant has an exercise price of $0.01 per share, is immediately exercisable (subject to certain conditions), and will not expire.
  • Immediately following the issuance of the shares, the company had 93,744,210 shares of common stock outstanding.
  • Lake Street Capital Markets, LLC acted as placement agent and received a fee equal to 6.0% of the aggregate gross proceeds plus certain expense reimbursements.
  • On Oct 1, 2026, the company entered into a registration rights agreement obligating it to file a registration statement covering resale of the shares and pre-funded warrant shares within 45 days of that agreement and to use commercially reasonable efforts to have the registration declared effective within 45 days (or 90 days if the SEC conducts a full review); liquidated damages apply if timing requirements are not met.
  • The securities were offered and sold in a private placement under Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D and are unregistered.

Why it may matter

  • Item 1.01 (entry into a material definitive agreement) reports the Securities Purchase Agreement and the terms of the private placement.
  • Item 3.02 (unregistered sales of equity securities) reports that the securities were sold in a private placement relying on exemptions from registration.
  • Item 7.01 (regulation FD disclosure) notes the company furnished a related press release.

The filing does not show why the insider traded or why the company acted.

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