Aeluma, Inc. Enters Material Definitive Agreement

TL;DR

Aeluma signed a big deal, details TBD.

AI Summary

On September 17, 2025, Aeluma, Inc. entered into a material definitive agreement. The filing does not provide further details on the nature of the agreement or any associated financial figures.

Why It Matters

This filing indicates a significant new contract or partnership for Aeluma, Inc., which could impact its future business operations and financial performance.

Risk Assessment

Risk Level: medium — The lack of specific details in the filing creates uncertainty about the nature and impact of the material definitive agreement.

Key Players & Entities

• Aeluma, Inc. (company) — Registrant
• Delaware (jurisdiction) — State of incorporation
• September 17, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — f the Company's common stock, par value $0.0001 per share (the "Common Stock") in its p
• $13.00 — blic offering price in the Offering was $13.00 per share of Common Stock. In connectio
• $23.4 m — fering are expected to be approximately $23.4 million, after deducting underwriting dis
• $200,000 — ated offering expenses of approximately $200,000. The Company intends to use the net pr

Filing Documents

• ea0257498-8k_aeluma.htm (8-K) — 33KB
• ea025749801ex1-1_aeluma.htm (EX-1.1) — 230KB
• ea025749801ex5-1_aeluma.htm (EX-5.1) — 14KB
• ea025749801ex99-1_aeluma.htm (EX-99.1) — 11KB
• ea025749801ex99-2_aeluma.htm (EX-99.2) — 11KB
• ex5-1_001.jpg (GRAPHIC) — 19KB
• 0001213900-25-089569.txt ( ) — 555KB
• almu-20250915.xsd (EX-101.SCH) — 3KB
• almu-20250915_lab.xml (EX-101.LAB) — 33KB
• almu-20250915_pre.xml (EX-101.PRE) — 22KB
• ea0257498-8k_aeluma_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On September 17, 2025, Aeluma, Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Craig-Hallum Capital Group LLC, as the representative of the several underwriters named therein (the "Underwriters"), relating to the issuance and sale by the Company of 1,700,000 shares of the Company's common stock, par value $0.0001 per share (the "Common Stock") in its previously announced public offering (the "Offering"). The public offering price in the Offering was $13.00 per share of Common Stock. In connection with the Offering, the Company granted the Underwriters a 30-day option to purchase up to 255,000 additional shares of its Common Stock at the public offering price, less the underwriting discount, and on September 18, 2025, the Underwriters exercised such option to purchase an additional 255,000 shares of Common Stock. The Offering closed on September 19, 2025. The net proceeds to the Company from the Offering are expected to be approximately $23.4 million, after deducting underwriting discounts and commissions and after payment of estimated offering expenses of approximately $200,000. The Company intends to use the net proceeds from the Offering, together with its existing cash and cash equivalents, for expansion of business development efforts including (i) advancing manufacturing processes for production; (ii) hiring new employees; and (iii) working capital and general business purposes. The Company is making the Offering pursuant to the Company's effective shelf registration statement on Form S-3 (File No. 333-289135) previously filed with and declared effective by the Securities and Exchange Commission (the "SEC") and a prospectus supplement and accompanying prospectus filed with the SEC on September 18, 2025. The Underwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On September 17, 2025, the Company issued a press release announcing the commencement of the Offering. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. On September 18, 2025, the Company issued a press release announcing the pricing of the Offering. A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference. The information contained in this Item 7.01 of this Current Report, including Exhibits 99.1 and 99.2, shall not be deemed "filed" with the SEC nor incorporated by reference in any registration statement filed by the Company under the Securities Act or the Securities Exchange Act of 1934, as amended.

01 Financial Statements

Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit Number Exhibit 1.1 Underwriting Agreement dated September 17, 2025, by and between the Company and Craig-Hallum Capital Group LLC, in its capacity as the representative of the several underwriters 5.1 Opinion of Hunter Taubman Fischer & Li LLC 23.1 Consent of Hunter Taubman Fischer & Li LLC (included in Exhibit 5.1) 99.1 Press Release dated September 17, 2025 99.2 Press Release dated September 18, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AELUMA, INC. Date: September 19, 2025 By: /s/ Jonathan Klamkin Jonathan Klamkin President, Chief Executive Officer, and Director 3

View Full Filing

View this 8-K filing on SEC EDGAR