Cottonwood Communities Announces Private Offering of Series A Preferred

What Happened
Cottonwood Communities, Inc. filed an 8-K (Item 3.02) reporting that, in its Rule 506(b) Regulation D private offering, it sold 308,655 shares of Series A Convertible Preferred Stock between July 27, 2026 and August 11, 2026, receiving aggregate gross proceeds of $3,042,000. The private offering was launched on September 19, 2023 with a maximum target of $200,000,000 at $10.00 per share and is being made only to accredited investors without general solicitation.

Key Details

• Offering type: Best-efforts private placement under Rule 506(b) of Regulation D to accredited investors.
• Offering terms: $10.00 per share; offering cap up to $200,000,000 (launched Sept 19, 2023).
• Recent sales (Jul 27–Aug 11, 2026): 308,655 shares sold for $3,042,000 gross.
• Fees and outstanding shares: $141,600 in selling commissions and $89,874 in placement fees were paid; net proceeds ≈ $2,810,526. As of Aug 11, 2026, 12,836,117 shares of Series A Convertible Preferred were outstanding.

Why It Matters
This filing shows the company is raising capital through an unregistered private offering of preferred stock, which increases cash on hand (gross $3.042M; net ≈ $2.81M) and raises the number of outstanding Series A convertible preferred shares. The sale was limited to accredited investors under Reg D Rule 506(b), so it did not involve public solicitation. Investors should note the company continues to access private capital markets; the filing does not disclose how proceeds will be used or any changes to conversion or voting rights beyond the updated outstanding share count.