Serina Therapeutics, Inc. (SER) Form S-1 — Aug 24, 2026
Serina Therapeutics filed an S-1 to register up to 12,500,000 shares of common stock for resale by Roth Principal Investments, LLC under a Common Stock Purchase Agreement dated August 21, 2026. The agreement is a committed equity facility giving Serina the right, in its sole discretion, to sell up to $25,000,000 of stock to Roth over a 36-month commitment period. Purchases will be priced at the volume-weighted average price less a tiered discount of 7.0% on the first $12.5 million of sales, stepping down to 3.0% for market and intraday purchases and 5.0% for pre- and post-market purchases. No shares have been issued under the agreement yet, and the company is under no obligation to sell.
Key figures
- Gross Proceeds
- 25000000
- Offering Price
- VWAP-based with tiered 7.0%/3.0% discount (5.0% for pre/post-market purchases); last reported close $2.87 on August 21, 2026
- Shares Offered
- 12500000
- Shares Outstanding
- 25400473
- Discount tier 1
- 7.0% below VWAP on first $12,500,000 of sales
- Threshold price
- $0.50
- Exchange cap shares
- 5077554
- Exchange cap percent
- 19.99%
- Commitment period months
- 36
- Last close price aug 21 2026
- 2.87
- Beneficial ownership limitation
- 4.99%
- Discount tier 2 market intraday
- 3.0% below VWAP after $12,500,000
- Discount tier 2 pre post market
- 5.0% below VWAP after $12,500,000
- Initial legal fee reimbursement
- 100000
- Non affiliate shares outstanding
- 10134655
- Quarterly legal fee reimbursement
- 7500
- Total estimated offering expenses
- 238790
- Qualified independent underwriter fee
- 50000
- Max market or intraday purchase shares
- 2000000
- Max pre or post market purchase shares
- 1000000
- Shares outstanding after full issuance
- 37900473
- Dilution percent of non affiliate float
- 55.2%
- Dilution percent of post offering shares
- 33.0%
Price after filing
Close on the filing date to close N calendar days later (from $2.63). Historical, not a forecast.
AI analysis
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