Cottonwood Communities Reports Sale of Series 2025 Preferred Stock

What Happened
Cottonwood Communities, Inc. filed an 8‑K on September 3, 2026, disclosing an ongoing best‑efforts private placement of Series 2025 Preferred Stock under Rule 506(b) of Regulation D. The offering launched December 9, 2024, has a maximum target of $150,000,000, and the Series 2025 shares are offered at $10.00 per share (with some purchaser discounts). Between August 3, 2026 and September 2, 2026, the company issued and sold 287,319 shares, raising $2,856,512 in gross proceeds.

Key Details

• Offering type: best‑efforts private placement of Series 2025 Preferred Stock (Rule 506(b), Reg D); offered only to accredited investors, no general solicitation.
• Price and size: $10.00 per share; offering launched Dec 9, 2024; maximum $150,000,000 in the Series 2025 Private Offering.
• Recent sales (Aug 3–Sep 2, 2026): 287,319 shares issued; aggregate proceeds $2,856,512.
• Fees and outstanding shares: paid selling commissions of $156,391 and placement fees of $85,180 (total $241,571); as of Sep 2, 2026 there were 12,517,571 shares of Series 2025 Preferred Stock outstanding.

Why It Matters
The filing shows the company is raising additional capital through a private preferred‑stock offering, which provided $2.86M in the most recent period but also incurred roughly $241.6k in selling and placement costs. For investors, this affects the company’s capital structure (an increase in preferred shares outstanding) and provides near‑term liquidity; any impact on common shareholders depends on the specific rights, dividends, or conversion features of the preferred shares (not detailed in this filing). The offering is exempt from registration and limited to accredited investors under Regulation D.