Sidus Space Inc. 8-K

What Happened

• Sidus Space, Inc. (SIDU) filed an 8-K on May 28, 2026 announcing a registered, best‑efforts offering priced on May 27, 2026. The company agreed to sell 16,485,038 shares of Class A common stock at $5.08 per share and pre‑funded warrants to buy up to 3,200,001 shares (pre‑funded warrants priced at $5.0799 each, exercise price $0.001). The offering is expected to close on May 29, 2026, subject to customary conditions. Gross proceeds are expected to be approximately $100 million before fees and expenses. The securities are being offered under Sidus’s effective Form S-3 registration statement.

Key Details

• Offering size and pricing: 16,485,038 shares at $5.08/share; 3,200,001 pre‑funded warrants at $5.0799 each (exercise $0.001).
• Expected gross proceeds: ~ $100 million (before placement agent fees and offering expenses).
• Placement agent: ThinkEquity LLC; cash fee of 6.5% of aggregate purchase price plus reimbursement of reasonable out‑of‑pocket expenses (capped $125,000 for legal/due diligence).
• Placement agent compensation includes warrants to purchase up to 984,252 shares, exercisable immediately at $6.35 per share for five years.
• Use of proceeds: working capital and general corporate purposes. Legal opinion from Sheppard, Mullin, Richter & Hampton LLP filed as an exhibit.

Why It Matters

• This transaction, if closed, will raise material capital (about $100M gross) that Sidus says will support operations and general corporate needs. For investors, the offering will increase the company’s outstanding shares if warrants are exercised and will dilute existing shareholders to the extent of new shares issued. Placement agent warrants and the 6.5% cash fee are notable costs associated with the offering.