Cottonwood Communities, Inc. 8-K

What Happened Cottonwood Communities, Inc. filed an 8-K (dated June 3, 2026) reporting that it issued and sold 366,016 shares of its Series 2025 Preferred Stock in a best-efforts private placement between May 18, 2026 and June 2, 2026, raising aggregate gross proceeds of $3,637,500. The offering was launched on December 9, 2024 under Rule 506(b) of Regulation D and is limited to accredited investors (no general solicitation). As of June 2, 2026, there were 11,680,749 shares of Series 2025 Preferred Stock outstanding.

Key Details

• Offering: Series 2025 Preferred Stock, launched Dec 9, 2024, offered at $10.00 per share (discounts for certain purchasers).
• Recent sales: 366,016 shares sold from May 18–June 2, 2026, for $3,637,500 gross proceeds.
• Fees: Selling commissions of $196,950 and placement fees of $115,540 were paid in connection with these sales.
• Capacity: The Series 2025 Private Offering has a maximum of $150,000,000 available.

Why It Matters This filing shows Cottonwood is raising capital through a private preferred stock offering targeted at accredited investors. The proceeds increase the company’s cash resources but are partly reduced by commissions and placement fees. The updated count of Series 2025 Preferred shares (11.68 million outstanding) is relevant for investors tracking capital structure and potential priority of claims for preferred holders; the filing does not specify how the proceeds will be used.