Jupiter Neurosciences Announces $2.0M Registered Stock Offering

What Happened

• Jupiter Neurosciences, Inc. (JUNS) filed an 8‑K (Aug 24, 2026) announcing a registered direct offering to sell 307,692 shares of common stock at $6.50 per share for aggregate gross proceeds of approximately $2.0 million. The offering is expected to close on or about August 24, 2026, subject to customary closing conditions.
• The company engaged D. Boral Capital LLC as placement agent on August 21, 2026 and agreed to pay a cash fee equal to 7.0% of the gross proceeds plus reimbursement of documented out‑of‑pocket expenses, including legal fees not to exceed $75,000. The Purchase Agreement includes a 30‑day restriction on issuance or sale of common stock or common stock equivalents following closing.
• Separately, under its existing Standby Equity Purchase Agreement (SEPA) with YA II PN, Ltd. (Yorkville), Jupiter issued and sold 107,920 shares between August 14–21, 2026 for aggregate gross proceeds of $851,194. Those shares were issued under an exemption from registration (Section 4(a)(2) and Rule 506(b)); the per‑share price equaled 97% of the lowest daily VWAP during the applicable three‑day pricing period.

Key Details

• Registered offering: 307,692 shares at $6.50 each → ~ $2.0 million gross proceeds.
• Placement agent: D. Boral Capital LLC; fee = 7.0% of gross proceeds; legal expense cap $75,000.
• SEPA sale: 107,920 shares to Yorkville for $851,194 (Aug 14–21, 2026); pricing = 97% of lowest 3‑day VWAP.
• Lock-up: Company agreed to restrictions on issuing/selling common stock or equivalents for 30 days after the offering closes.

Why It Matters

• The registered offering and the Yorkville share issuance provide immediate capital (combined proceeds disclosed) that can support operations or development programs. Placement agent fees and expense reimbursements reduce net proceeds.
• The SEPA remains an available source of capital (up to $20 million total under the agreement), and recent draws show the company is using that facility. The 30‑day restriction after the registered close temporarily limits additional share issuances, which can affect near‑term dilution and trading float.
• Investors should note the increase in outstanding shares from these transactions and monitor future use of the SEPA and any further financings announced by the company.