Pulmatrix, Inc. 8-K

What Happened

• Pulmatrix, Inc. announced on April 21, 2026 that it closed a private placement of shares, offering the securities at $0.0001 per share. The company furnished a press release dated April 21, 2026 as Exhibit 99.1 to the Form 8-K announcing the closing.
• The offering was conducted as a non‑public transaction and relied on exemptions from registration under Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D, as well as applicable state law exemptions.

Key Details

• Date of disclosure: April 21, 2026 (press release furnished as Exhibit 99.1).
• Stated price: $0.0001 per share for the private placement.
• Registration status: Exempt from Securities Act registration under Section 4(a)(2) and Rule 506 (Reg D) and similar state exemptions.
• The Form 8-K furnishes the press release and incorporates it by reference; the filing does not specify the number of shares issued or total proceeds.

Why It Matters

• A closed private placement means the company has issued securities outside a registered public offering; such issuances increase the company’s outstanding shares and can affect existing shareholders’ ownership percentage.
• Because the 8-K does not disclose the number of shares sold or total proceeds, investors should watch for future filings (e.g., amendments or periodic reports) that provide details on shares issued, use of proceeds, and any changes to capitalization.