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8-K2026-05-14· grok-4-1-fast-non-reasoning

GRDX · GridAI Technologies Corp.

0001104659-26-061136

SEC filing

Summary

GridAI Technologies Corp. entered into private placement securities purchase agreements for approximately $7.79 million in gross proceeds through sales of common stock, pre-funded warrants, and common warrants, closing May 18, 2026.

Key takeaways

Full analysis

GridAI Technologies Corp. executed multiple private placement financings totaling approximately $7.79 million in gross proceeds through securities purchase agreements dated May 8, 11, and 12, 2026, providing immediate liquidity for working capital and liability repayment. The first $2.54 million tranche includes 74,000 common shares, pre-funded warrants for 1,196,001 shares (exercisable immediately at nominal $0.0001/share with no expiration), and common warrants for 1,270,001 shares (exercisable after 6 months, 5-year term from registration effectiveness or Rule 144 eligibility, with exercise prices of $2.56, $2.74, $2.89). The larger $5.25 million tranche mirrors the structure with 87,260 shares, pre-funded warrants for 1,745,199 shares, and immediately exercisable common warrants for 1,832,459 shares at $2.865 exercise price, but features staggered proceeds (20% at May 18 closing, 80% post-SEC effectiveness). All transactions rely on Section 4(a)(2) exemption, with registration rights mandating a resale S-1 filing within 15 days post-closing. Beneficial ownership caps (4.99%/9.99%) and cashless exercise provisions mitigate dilution risks. This capital raise signals efforts to strengthen balance sheet amid liabilities, though warrant overhang (~5.8M potential shares) could pressure equity value upon exercise.