$VELO·8-K

Velo3D, Inc. · Apr 27, 5:28 PM ET

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Velo3D, Inc. 8-K

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Velo3D Announces $50M Registered Direct Stock Offering

What Happened Velo3D, Inc. (VELO) announced a firm commitment registered direct offering of 3,571,428 shares of common stock priced at $14.00 per share, for gross proceeds of approximately $50 million. The offering is being underwritten by Cantor Fitzgerald & Co. and is expected to close on or about April 28, 2026. The shares are being offered under the company’s effective Form S-3 shelf registration (No. 333-294876); a final prospectus supplement was filed April 27, 2026. The company filed the 8-K on April 27, 2026 and attached the underwriting agreement and counsel’s opinion.

Key Details

  • Shares offered: 3,571,428 common shares at $14.00 per share (gross proceeds ≈ $50.0M).
  • Underwriter: Cantor Fitzgerald & Co.; underwriting discount/commission: 6.0% of gross proceeds.
  • Expected close: on or about April 28, 2026, subject to customary closing conditions.
  • Lock-up: Velo3D, its directors, executive officers and certain stockholders agreed not to sell or transfer common stock without the underwriter’s consent for 60 days (subject to exceptions in the prospectus supplement).
  • Filings/exhibits: Offering pursuant to Form S-3 declared effective April 8, 2026; underwriting agreement and counsel opinion (Troutman Pepper Locke LLP) filed as exhibits; press release dated April 27, 2026.

Why It Matters The offering will raise roughly $50 million in gross capital for Velo3D, which can affect the company’s cash position and funding plans. For existing shareholders, the issuance increases the share count and therefore dilutes ownership on a per-share basis; net proceeds will be reduced by the 6% underwriting fee and other expenses. The 60-day lock-up limits insider share sales in the near term, which may affect supply in the market. Investors should watch the company’s disclosures for how it intends to use the proceeds and monitor trading around the expected closing date.

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