8-KFiled Aug 31, 8:00 PM ET

CDT Equity Inc. Reports Cashless Exercise of Pre-Funded Warrants; Nasdaq Deficiency Resolved

$CDT · CDT Equity Inc.

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CDT Equity Inc. Reports Cashless Exercise of Pre-Funded Warrants; Nasdaq Deficiency Resolved

What Happened

  • CDT Equity Inc. announced that, following stockholder approval at its August 28, 2026 Annual Meeting, pre-funded warrants issued under a July 30, 2026 Purchase Agreement were exercised on a cashless basis. The Company issued 12,131,122 shares of common stock as a result of those exercises.
  • After these exercises, the at-the-market offering activity and other recent issuances, the Company reported 13,693,866 shares of common stock issued and outstanding as of August 31, 2026. The Company stated it no longer has any outstanding deficiencies with The Nasdaq Stock Market LLC.

Key Details

  • Pre-Funded Warrants were issued to investors of Sarborg Limited to purchase 12,131,770 shares (Purchase Agreement dated July 30, 2026); all such warrants were subsequently exercised cashless.
  • Shares issued on exercise: 12,131,122.
  • Shares outstanding as of August 31, 2026: 13,693,866.
  • Market capitalization (based on closing price on August 31, 2026): approximately $23.0 million; stockholders’ equity per the June 30, 2026 Form 10-Q: approximately $103 million.

Why It Matters

  • The cashless exercise increased the Company’s outstanding share count and supply of tradable shares while not generating cash proceeds from the exercise itself.
  • Importantly for investors, CDT reports it has cured its listing deficiencies with Nasdaq, removing a key regulatory overhang on the stock.
  • The filing provides updated capitalization metrics (shares outstanding, market cap, and reported stockholders’ equity) that investors can use to reassess ownership percentage, market valuation, and capital structure.