Cloudastructure, Inc. Exchanges $108,332.50 of Debt for 22,297 Shares

What Happened

• On August 6, 2026 Cloudastructure, Inc. announced an Exchange Agreement with Streeterville Capital, LLC under which a Partitioned Note with an original principal of $108,332.50 (carved out of an Original Note dated June 30, 2026) was exchanged for 22,297 shares of the Company’s Class A common stock.
• The Partitioned Note reduced the outstanding balance of the Original Note by $108,332.50; the remaining portion of the Original Note remains outstanding. The Exchange Shares are to be delivered to Streeterville on or before August 10, 2026, and the Partitioned Note will be cancelled and deemed fulfilled on the agreement’s Free Trading Date. No additional cash consideration was paid.

Key Details

• Exchange Agreement date: August 6, 2026 (with Streeterville Capital, LLC).
• Debt amount exchanged: $108,332.50 (partitioned from an Original Note with original principal $1,299,870.00 dated June 30, 2026).
• Equity issued: 22,297 shares of Class A common stock, par value $0.0001 per share; delivery by August 10, 2026.
• Transaction relied on Securities Act exemption Section 3(a)(9); no solicitation fees or other remuneration reported.

Why It Matters

• This transaction converts a portion of the Company’s short-term debt into equity, reducing the company’s outstanding debt by $108,332.50 without a cash outlay.
• It increases the number of outstanding Class A shares by 22,297, which is a dilution consideration for existing shareholders.
• The Original Note remains in effect for the remaining balance, so this exchange addresses only a portion of the company’s indebtedness. Investors should note the use of a Section 3(a)(9) exemption (a registration exemption for exchanges with existing security holders).