Aether Holdings, Inc. 8-K

What Happened

• Aether Holdings, Inc. announced on June 25, 2026 that it entered into an At The Market Offering Agreement with Rodman & Renshaw LLC to offer and sell up to $10,998,532 of its common stock. The offering is registered on the Company’s Form S-3 (File No. 333-296182); the registration was declared effective June 2, 2026 and a prospectus supplement was filed June 25, 2026.
• Sales may be made "at the market" (including directly on or through The Nasdaq Capital Market or other trading markets), in privately negotiated transactions with the Company’s consent, or in block transactions. Venable LLP provided a legal opinion on the validity of the shares (filed as Exhibit 5.1).

Key Details

• Offering size: up to $10,998,532 of common stock.
• Sales agent: Rodman & Renshaw LLC under an At The Market (ATM) Sales Agreement dated June 25, 2026.
• Fees: Sales agent commission up to 3.0% of gross proceeds; Company will also reimburse certain agent expenses.
• Flexibility: Company has no obligation to sell shares, may suspend offers at any time, and may terminate the agreement with ten business days’ notice; the Sales Agent may terminate at any time.

Why It Matters

• This ATM program gives Aether a flexible way to raise capital over time when market conditions are favorable, but it can dilute existing shareholders if and when shares are sold. Investors should review the prospectus supplement for the Company's intended use of proceeds and monitor future 8-Ks or press releases for any actual share sales and timing.
• Costs to the Company include the agent commission and reimbursed expenses; there is no guarantee any shares will be sold under the agreement.