Arrive AI Inc. 8-K

What Happened

• Arrive AI Inc. (ARAI) announced on June 11, 2026 that it entered into an Equity Distribution Agreement with Maxim Group LLC under which the company may sell up to $14,967,247 of its common stock through an "at‑the‑market" (ATM) offering. Maxim will act as sales agent for the program and the shares will be sold pursuant to the company’s Form S‑3 shelf registration (File No. 333-296392), declared effective June 11, 2026. A prospectus supplement dated June 12, 2026 will accompany the offering.

Key Details

• Aggregate offering size: up to $14,967,247 of common stock.
• Sales agent and commission: Maxim Group LLC, paid a 2.5% commission on gross sales.
• Timing and termination: Agreement dated June 11, 2026; company may suspend sales at any time; company can terminate after six months with five days’ notice; Maxim can terminate with five days’ notice at any time.
• Shares sold under the company’s effective Form S‑3 registration; Prospectus Supplement filed June 12, 2026.

Why It Matters

• This ATM agreement gives Arrive AI a flexible way to raise capital over time without a single large offering. If the company sells shares, existing shareholders will face dilution in proportion to the number of new shares issued.
• The 2.5% sales commission and timing of any sales will affect net proceeds; management controls whether and when to sell shares, so actual funding and dilution depend on future decisions and market conditions.