OLB GROUP, INC. 8-K

What Happened

• The OLB Group, Inc. (OLB) filed a Form 8‑K reporting that it closed a registered direct offering and concurrent private placement on January 26, 2026. The Company sold 2,166,666 shares of common stock together with warrants, at a combined purchase price of $0.60 per share and accompanying warrant, generating approximately $1.3 million in gross proceeds before fees and expenses.
• The warrants allow purchase of up to 2,166,666 additional shares (one warrant per share sold), are exercisable six months after issuance, expire five years from issuance, and have an exercise price of $0.78 per share. The shares were sold under the Company’s Form S‑3 shelf registration (File No. 333-280347).

Key Details

• Shares sold: 2,166,666 common shares; combined price per share + warrant: $0.60.
• Gross proceeds: ~ $1.3 million (before placement agent fees and offering expenses).
• Warrant terms: exercisable after 6 months; 5‑year term; $0.78 exercise price; could add up to 2,166,666 shares if exercised.
• Placement agent: D. Boral Capital LLC received a 6.0% cash fee plus $50,000 expense reimbursement and limited rights (3‑month right of first refusal; additional 6% fee on investors introduced during/shortly after engagement).

Why It Matters

• This transaction provides the company immediate cash (about $1.3M gross) to fund general and working capital needs. Net proceeds will be reduced by the placement fee and expenses.
• The issued warrants represent potential future dilution if exercised (up to an additional 2,166,666 shares) at $0.78 per share; they cannot be exercised until six months after issuance.
• The short 15‑day restriction on issuing new shares (subject to exceptions) limits immediate additional dilution, but investors should monitor outstanding warrants and any future financings for dilution and impact on share count.