Polar Power, Inc. Announces Series A Convertible Preferred Financing and Warrants

What Happened
Polar Power, Inc. (POLA) filed an 8‑K reporting a financing and related transactions dated July 21, 2026. The company established a Series A Convertible Preferred Stock series (stated value $1,000 per share, 25,000 shares reserved) and entered a Securities Purchase Agreement with LU2 Holdings LLC to sell up to $500,000 in stated value of that preferred (purchase price $450,000). On July 21 the company issued 500 Series A preferred shares and warrants to LU2 to buy 150,915 common shares; it also issued warrants to Mayers Ventures LLC tied to a previously issued $275,000 convertible promissory note (issued June 30, 2026) for 83,841 common shares (Mayers’ warrant exercise price = $1.64). The preferred carries a 10% annual dividend (accruing monthly) and converts into common stock at a Market Conversion Price equal to 90% of the lowest VWAP over the seven trading days immediately before conversion (subject to a floor). The company also executed a Registration Rights Agreement to register the note shares, preferred conversion shares and warrant shares, signed amendments to the Mayers note and the Preferred SPA, and entered a Business Consultant Agreement (LU2 to receive $100,000 cash plus $50,000 of restricted common stock, subject to board and plan approvals). Separately, Polar Power terminated its ATM sales agreement with ThinkEquity effective July 23, 2026 (no termination fee). A Certificate of Correction to the Certificate of Designation was filed July 24 to fix the Market Conversion Price definition (retroactive to the original July 10 filing).

Key Details

• Issued 500 Series A Convertible Preferred Shares (stated value $500,000) and warrants to LU2 for 150,915 common shares (July 21, 2026).
• Issued warrants to Mayers for 83,841 common shares tied to the $275,000 convertible note (note issued June 30, 2026); Mayers’ warrant exercise price = $1.64.
• Series A preferred accrues dividends at 10% per year (monthly) and converts at 90% of the lowest 7‑day VWAP (with a floor); registration rights were granted to register these securities.
• Terminated ATM sales agreement with ThinkEquity effective July 23, 2026 (no termination fee); filed Certificate of Correction on July 24 to fix wording in the Certificate of Designations.

Why It Matters
These agreements create near‑term financing and advisory arrangements that affect capital structure and potential dilution. The Series A preferred, conversion mechanics and issued warrants could increase the number of common shares outstanding if converted or exercised, and the 10% dividend accrual raises the carrying cost of the preferred if it remains outstanding. The Registration Rights Agreement means the company will seek to register these securities for resale, which can make any resulting shares more liquid once effective. The ATM termination removes one previously available channel for at‑the‑market equity sales. Investors should watch for registration statements, any future conversions/exercises, and cash outflows related to the consultant fee and preferred dividend.