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reAlpha Tech Corp. (AIRE) Form 424B4 — Nov 4, 2026

$AIREForm 424B4Filed Nov 4, 2026, 8:25 AM ET0001213900-26-115755Original filing

reAlpha Tech Corp. priced a best-efforts offering of 1,361,028 shares at $0.40 plus pre-funded warrants for 3,013,972 shares, for maximum gross proceeds of about $1.75 million and estimated net proceeds of roughly $1.35 million. The $0.40 price is a 40% discount to the November 2, 2026 close of $0.6681, and no minimum amount is required to close. The filing discloses substantial doubt about the company's ability to continue as a going concern: cash of $2.23 million as of June 30, 2026 covers less than one month of projected operations absent this raise, and even a fully subscribed offering funds only about three months.

Key figures

Total Debt
300759
Cash Position
2230607
Offering Price
0.4
Shares Offered
1361028
Shares Outstanding
7,434,024 after offering (6,072,996 before), assuming no exercise of pre-funded warrants
Last Market Price
0.6681
Pre Funded Warrants
3,013,972 warrants at $0.3999, exercise price $0.0001
Reverse Split Ratio
1-for-25 (April 30, 2026)
Net Proceeds Estimate
$1.35 million
Cash Runway Pre Offering
less than one month
Cash Runway Post Offering
approximately three months
Dilution Per New Investor
1.34
Insta Mortgage Acquisition
$8,500,000 total consideration
Placement Agent Expense Reimbursement
$150,000 (max $90,000 legal fees)

AI analysis

Red flags9 · Pro

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AI-generated analysis of a public disclosure. Not investment advice; verify against the original document.