DUOS TECHNOLOGIES GROUP, INC. 8-K

What Happened

• Duos Technologies Group, Inc. announced and closed a public offering of common stock that generated approximately $65.0 million in gross proceeds. The offering closed on March 2, 2026 under an effective Form S-3 registration (File No. 333-293372). Titan Partners Group LLC (a division of American Capital Partners, LLC) served as sole bookrunner under an underwriting agreement dated February 26, 2026.

Key Details

• The Company sold 8,666,666 shares of common stock at a public offering price of $7.50 per share (gross proceeds ≈ $65M), less underwriting discounts and commissions.
• The underwriter has a 30-day option to purchase up to an additional 1,299,999 shares at the same price (the “Underwriter’s Option”).
• Duos issued an underwriter’s warrant exercisable immediately for five years to purchase up to 5% of the shares sold (the Company issued a warrant to purchase up to 433,334 shares at closing) with an exercise price of $9.00 per share.
• The offering was conducted pursuant to the Company’s effective shelf registration statement (initially filed Feb 11, 2026; declared effective Feb 12, 2026). Press releases announcing the offering and its pricing were issued Feb 26, 2026 and are included as exhibits in the 8-K.

Why It Matters

• This financing provides Duos with immediate capital (gross ≈ $65M) to pursue its business objectives, while the issuance of shares and warrants increases potential future dilution for existing shareholders.
• The underwriter’s option and warrants could add more shares if exercised, and underwriting discounts/commissions reduce net proceeds received by the company.
• Investors should note the offering terms (share count, pricing, 30‑day option, five‑year warrants at $9.00) when assessing share count dilution and potential future equity issuance.