AETHLON MEDICAL INC 8-K

What Happened

• Aethlon Medical, Inc. (AEMD) announced a registered securities offering that closed on July 7, 2026 under a Securities Purchase Agreement dated July 6, 2026. The company received gross proceeds of approximately $4.0 million and intends to use net proceeds for general corporate working capital.
• Securities sold include 263,000 shares of common stock, common warrants to purchase 5,633,009 shares, pre‑funded warrants to purchase 5,370,009 shares, and placement agent warrants to purchase up to 225,320 shares. The combined public offering price was $0.71 per unit (one share or one pre‑funded warrant plus one common warrant). The common and placement agent warrants have an exercise price of $0.71. The offering was registered on Form S‑1 (declared effective July 6, 2026). Maxim Group LLC served as placement agent.

Key Details

• Gross proceeds: ≈ $4,000,000; Net proceeds after placement agent fees and expenses: ≈ $3.335 million.
• Placement agent compensation: 6.25% cash fee (~$260,000) plus $100,000 expense reimbursement and 225,320 placement agent warrants (4.0% of shares placed).
• Securities issued: 263,000 shares; Common Warrants: 5,633,009; Pre‑Funded Warrants: 5,370,009; Placement Agent Warrants: 225,320 — total warrants outstanding from this deal = 11,228,338.
• Warrant terms: combined public price $0.71; common warrants exercisable upon stockholder approval (or immediately if certain Nasdaq “Pricing Conditions” are met); placement agent warrants: 5‑year term, exercisable six months after closing.

Why It Matters

• The financing provides near‑term cash (≈$3.335M net) to support operations and general corporate needs. For retail investors, the offering also introduces substantial potential future dilution because the issuance includes over 11 million warrants that could convert into common shares if exercised.
• Exercise timing and stockholder approval conditions may delay conversion of some warrants; however, the exercise price ($0.71) and the number of warrants are material to future share count and potential dilution. The placement agent’s warrants and officers/directors lock‑ups (90 days) are typical deal terms that affect short‑term trading dynamics.