CXApp Inc. 8-K

What Happened
CXApp Inc. (CXAI) announced that it issued an aggregate of 7,304,178 shares of its common stock to Avondale Capital, LLC under Pre‑Paid Purchase #2 (dated Aug 7, 2025) and Pre‑Paid Purchase #3 (dated Oct 17, 2025), each entered into pursuant to a Securities Purchase Agreement dated March 26, 2025. The company issued the shares on April 13, 2026, April 16, 2026 and April 17, 2026.

Key Details

• Total shares issued: 7,304,178 common shares.
• Issue dates: April 13, 2026; April 16, 2026; April 17, 2026.
• Per‑share prices: $0.154427 (Apr 13) and $0.144872 (Apr 16 & 17).
• Sale was a private placement relying on Section 4(a)(2) of the Securities Act (transactions not involving a public offering).

Why It Matters
This issuance increases CXApp’s outstanding common stock by 7,304,178 shares, which affects existing shareholders’ ownership percentages. The shares were issued privately to a single investor (Avondale) under previously executed prepaid purchase agreements; the filing also includes the company’s standard forward‑looking statements caution. Retail investors should note the dilution impact and the private nature of the financing disclosed in the Form 8‑K.