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SEC filingAmprius Technologies entered into Warrant Exchange Agreements to exchange 7,128,458 public warrants for common shares, expected to close on May 18, 2026.
On May 6, 2026, Amprius Technologies entered into Warrant Exchange Agreements with institutional holders to exchange 7,128,458 public warrants for shares of common stock. The exchange is designed to retire outstanding warrants and strengthen the company's equity base. The number of shares issued per warrant is determined by a formula that uses the average volume-weighted average price (VWAP) over a four-day period starting May 11, 2026, plus a $0.35 premium, minus the $11.50 exercise price, divided by the Average VWAP. No fractional shares will be issued; any fractional interest is rounded down. The closing is expected on May 18, 2026, subject to customary conditions. The shares are issued in reliance on the Section 4(a)(2) exemption from registration, meaning they are restricted securities. This transaction reduces potential dilution from warrant exercises and aligns the interests of warrant holders with common shareholders. The company's transfer agent, Continental Stock Transfer & Trust Company, will handle the issuance. The exchange agreements contain standard representations and warranties. This move is significant as it directly impacts the company's capital structure and shareholder equity.