OXBRIDGE RE HOLDINGS Ltd 8-K

What Happened
Oxbridge Re Holdings Limited announced on June 22, 2026 that it entered into an At-the-Market Sales Agreement with Chardan Capital Markets LLC to offer and sell its ordinary shares from time to time. The agreement replaces a prior sales agreement with Maxim Group LLC that was terminated on June 20, 2026. The company said it will use net proceeds for general corporate purposes, including funding its reinsurance operations.

Key Details

• Sales agent: Chardan Capital Markets LLC; agreement dated June 22, 2026.
• Commission: Company will pay the sales agent 3.0% of gross proceeds on shares sold.
• Legal reimbursement: Company will reimburse the sales agent’s counsel fees up to $20,000 in connection with executing the agreement.
• Registered amount: Ordinary Shares with an aggregate offering price up to $1,678,301 were registered on the Company’s Form S-3 (File No. 333-287186); offerings will be made by prospectus supplement.
• Sales mechanics: Shares may be sold “at-the-market,” including on Nasdaq or other trading markets; company is not required to sell shares.
• Legal opinion: Maples and Calder (Cayman) LLP provided a legal opinion related to the Ordinary Shares (filed as Exhibit 5.1).

Why It Matters
This filing gives Oxbridge Re a flexible way to raise equity capital over time via at-the-market sales, which can help fund its reinsurance operations and other corporate needs without a single large offering. The 3% commission and up-to-$20,000 counsel reimbursement are direct costs to consider; the relatively small registered amount ($1.68M) sets a cap on the immediate scope of sales under the current shelf registration. Investors should note the company is not obligated to sell shares and any sales will be disclosed in future filings or prospectus supplements.