MOBIX LABS, INC 8-K

What Happened

• Mobix Labs, Inc. (MOBX) announced on January 6, 2026 that it entered into securities purchase agreements for a public offering of 30,000,000 shares of Class A common stock at $0.20 per share. The offering was placed with D. Boral Capital LLC as placement agent. The offering was made under the company’s Form S‑3 registration statement (filed Jan 17, 2025; declared effective Jan 24, 2025) with a preliminary prospectus supplement dated Jan 5, 2026 and a final prospectus supplement dated Jan 6, 2026.

Key Details

• Offered shares and price: 30,000,000 shares at $0.20 per share (gross proceeds $6,000,000).
• Net proceeds: approximately $5,135,000 after placement agent fees and estimated offering expenses.
• Placement agent fees/expenses: cash fee of 8.0% of gross proceeds; company may reimburse up to 1.0% for non-accountable expenses and up to $100,000 for placement agent legal/out-of-pocket costs.
• Restrictions and lock-ups: company agreed, subject to exceptions, not to issue new shares or certain registrations for 30 days (and not to effect "variable rate" issuances for 60 days); executive officers and directors signed 30‑day lock-up agreements.
• Indemnities and legal opinion: the company indemnified the placement agent for certain liabilities (including Securities Act liabilities) and filed a legal opinion from Greenberg Traurig, LLP regarding the issuance.

Why It Matters

• This transaction raises immediate capital (~$5.14M net) to support working capital and general corporate purposes, which can extend runway or fund operations. At the same time, the issuance increases share count and is dilutive to existing shareholders. Placement fees and reimbursements reduce the net cash received. Short-term insider lock-ups limit insider sales for 30 days, which can affect share supply in the near term. Investors should note the material financing, the net amount raised, and the potential dilution when assessing the company’s financial outlook.