Welcome to our dedicated page for Calidi Biotherapeutics SEC filings (Ticker: CLDI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Clinical trial updates, cash-burn tables, and stem-cell delivery jargon make Calidi Biotherapeutics鈥� SEC disclosures tough to navigate. Missing a single 8-K data point on a Phase 1 read-out could mean mispricing the stock. Stock Titan鈥檚 AI-driven platform removes that risk by translating every Calidi Biotherapeutics SEC filing into clear, actionable language鈥攚hile the document is still hitting EDGAR.
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Callan JMB Inc. (CJMB) has entered into a $25 million Equity Line of Credit (ELOC) with a single investor. Over an 18-month term, the company may, at its sole discretion, issue Regular Purchase notices of $0.5-$2.0 million per draw at 95 % of the lowest daily VWAP during a defined measurement period (80 % if CJMB is delisted from Nasdaq). An additional Exemption Purchase option allows draws up to $1 million on similar pricing, plus the investor receives bonus shares equal to 10 % of each exemption draw.
To secure the facility CJMB will issue 15,000 commitment shares and cap the investor鈥檚 ownership at 4.99 %. Failure to file or have declared effective an S-1 covering resale of the ELOC and commitment shares within the agreed deadlines triggers a 25,000-share penalty for each breach. All sales are exempt from registration under Section 4(a)(2) until the registration statement is effective. The agreement provides flexible, on-demand financing but could create dilution because shares are sold at a discount and additional shares may be issued as penalties or bonuses.
The Form 4 filing reports a routine, dividend-related adjustment to restricted stock units (RSUs) held by director Courtnee A. Chun of J.Jill, Inc. (JILL). On 07/09/2025, the company paid a $0.08 per-share cash dividend on its common stock. Under the RSU agreements, the dividend triggered the automatic issuance of 32.79 additional RSUs (Transaction Code J) to the director at $0.00 cost. Following the credit, Chun directly holds 6,326.7 shares/units of J.Jill common stock. No derivative securities were reported, no shares were sold, and there were no changes to insider control or governance. The disclosure represents a standard dividend-equivalent adjustment with minimal financial impact on share count and does not signal strategic intent.
Calidi Biotherapeutics, Inc. (NYSE American: CLDI) filed Prospectus Supplement No. 1 and an accompanying Current Report covering a warrant inducement transaction dated July 9鈥�10, 2025.
Key terms of the transaction:
- Immediate exercise: Seven existing investors exercised an aggregate 6,595,000 previously issued Series A, B-1, C-1, D, E and F warrants at $0.70 per share (roughly the July 9 closing price), generating ~$4.6 million gross proceeds before fees.
- New warrants issued: In exchange, the same investors will receive 6,595,000 unregistered Series H warrants (exercise price $0.70, exercisable after six months, 66-month term).
- Placement agent fees: Ladenburg Thalmann earns an 8 % cash fee plus a 1 % management fee and legal reimbursements.
- Use of proceeds: 鈥淕eneral corporate purposes.鈥�
- Share count & price context: 34,520,580 voting shares outstanding (ex-escrow) as of July 9, 2025; share price $0.70.
- Future obligations: Company will file an S-1 within 15 days to register resale of Series H warrant shares and seek effectiveness within 45/75 days.
- Financing restrictions: No new share issuances (other than Form S-8) for 15 days and no variable-rate financings for six months post-closing.
The transaction closes on or about July 10, 2025. When combined, the exercised shares (19 % dilution) plus potential Series H shares (another 19 %) could expand the public float by up to 13.19 million shares, or roughly 38 % of current outstanding stock, if fully exercised.
While the cash infusion strengthens near-term liquidity without a steep discount, investors must weigh the material dilution and the issuance of long-dated warrants that could cap upside until absorbed by the market.
Calidi Biotherapeutics, Inc. (NYSE American: CLDI) filed Prospectus Supplement No. 1 and an accompanying Current Report covering a warrant inducement transaction dated July 9鈥�10, 2025.
Key terms of the transaction:
- Immediate exercise: Seven existing investors exercised an aggregate 6,595,000 previously issued Series A, B-1, C-1, D, E and F warrants at $0.70 per share (roughly the July 9 closing price), generating ~$4.6 million gross proceeds before fees.
- New warrants issued: In exchange, the same investors will receive 6,595,000 unregistered Series H warrants (exercise price $0.70, exercisable after six months, 66-month term).
- Placement agent fees: Ladenburg Thalmann earns an 8 % cash fee plus a 1 % management fee and legal reimbursements.
- Use of proceeds: 鈥淕eneral corporate purposes.鈥�
- Share count & price context: 34,520,580 voting shares outstanding (ex-escrow) as of July 9, 2025; share price $0.70.
- Future obligations: Company will file an S-1 within 15 days to register resale of Series H warrant shares and seek effectiveness within 45/75 days.
- Financing restrictions: No new share issuances (other than Form S-8) for 15 days and no variable-rate financings for six months post-closing.
The transaction closes on or about July 10, 2025. When combined, the exercised shares (19 % dilution) plus potential Series H shares (another 19 %) could expand the public float by up to 13.19 million shares, or roughly 38 % of current outstanding stock, if fully exercised.
While the cash infusion strengthens near-term liquidity without a steep discount, investors must weigh the material dilution and the issuance of long-dated warrants that could cap upside until absorbed by the market.
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