8-KFiled Sep 8, 8:00 PM ET

Cottonwood Communities, Inc. Reports Series A Preferred Private Offering Sales

Cottonwood Communities, Inc.

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Cottonwood Communities, Inc. Reports Series A Preferred Private Offering Sales

What Happened Cottonwood Communities, Inc. filed an 8-K (Item 3.02) on September 9, 2026 reporting unregistered sales of equity securities. The company said its ongoing Rule 506(b) private offering of Series A Convertible Preferred Stock (launched September 19, 2023) sold 265,205 shares between September 1 and September 8, 2026, generating $2,616,000 in proceeds at $10.00 per share.

Key Details

  • Offering: best-efforts private placement under Rule 506(b) of Regulation D; up to $200,000,000 of Series A Convertible Preferred Stock available.
  • Recent sales (Sept 1–8, 2026): 265,205 shares sold for $2,616,000 total.
  • Fees and commissions: $128,160 in selling commissions and $73,755 in placement fees paid in connection with these sales.
  • Outstanding after these sales (as of Sept 8, 2026): 13,330,705 shares of Series A Convertible Preferred Stock.

Why It Matters This filing shows the company is raising capital through a private placement to accredited investors rather than a public offering. The proceeds increase available funding but also add to the number of preferred shares outstanding, which can affect equity structure and future conversion/dilution dynamics. Investors should note the offering size, sale price, and costs to understand how this raise fits into the company’s overall financing and capitalization.