Lightpath Technologies INC 8-K Filing

FAQ

Key Financial Figures

• $0.01 — tered Class A Common Stock, par value $0.01 LPTH The Nasdaq Stock Market, LLC
• $7.75 — stock"), at a public offering price of $7.75 per share. Pursuant to the terms of the
• $56.8 million — from the Offering will be approximately $56.8 million after deducting underwriting discounts

Filing Documents

• lpth_8k.htm (8-K) — 36KB
• lpth_ex11.htm (EX-1.1) — 162KB
• lpth_ex51.htm (EX-5.1) — 10KB
• lpth_ex991.htm (EX-99.1) — 11KB
• lpth_ex992.htm (EX-99.2) — 11KB
• lpth_ex51img4.jpg (GRAPHIC) — 7KB
• lpth_ex51img3.jpg (GRAPHIC) — 3KB
• 0001654954-25-013906.txt ( ) — 410KB
• lpth-20251212.xsd (EX-101.SCH) — 5KB
• lpth-20251212_lab.xml (EX-101.LAB) — 14KB
• lpth-20251212_cal.xml (EX-101.CAL) — 1KB
• lpth-20251212_pre.xml (EX-101.PRE) — 9KB
• lpth-20251212_def.xml (EX-101.DEF) — 2KB
• lpth_8k_htm.xml (XML) — 4KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On December 12, 2025, LightPath Technologies, Inc., a Delaware corporation (the "Company"), entered into an underwriting agreement (the "Underwriting Agreement") with Canaccord Genuity LLC and Craig-Hallum Capital Group LLC, as representatives of the several underwriters named therein (the "Underwriters"), relating to an underwritten public offering (the "Offering") of 7,750,000 shares (the "Firm Shares") of the Company's Class A common stock, par value $0.01 per share (the "Class A common stock"), at a public offering price of $7.75 per share. Pursuant to the terms of the Underwriting Agreement, the Company granted to the Underwriters a 30-day option to purchase up to an additional 1,162,500 shares of Class A common stock in the Offering (the "Optional Shares" and together with the Firm Shares, the "Shares") at the public offering price. The Offering is expected to close on December 15, 2025, subject to customary closing conditions. The Company estimates that the net proceeds from the Offering will be approximately $56.8 million after deducting underwriting discounts and commissions and other estimated offering expenses to be paid by the Company. The Company intends to use the net proceeds (after the payment of any offering expenses and/or underwriting discounts and commissions) from the sale of the Shares for working capital, investments, acquisitions and general corporate purposes. The Offering was made pursuant to the Company's effective shelf registration statement on Form S-3 (File No. 333-291717), filed on November 21, 2025, that was declared effective by the Securities and Exchange Commission on December 10, 2025, and a related prospectus supplement thereunder. Pursuant to the terms of the Underwriting Agreement, the Company has agreed to certain restrictions on the issuance and sale of its Class A common stock and securities convertible into shares of Class A common stock during the 90-day period f

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On December 11, 2025, the Company issued a press release announcing the launch of the Offering (the "Launch Press Release"), and on December 12, 2025, the Company issued a press release announcing that it had priced the Offering (the "Pricing Press Release"). Copies of the Launch Press Release and Pricing Press Release are furnished hereto as Exhibit 99.1 and Exhibit 99.2, respectively. The information in this Current Report on Form 8-K under Item 7.01, including the information contained in Exhibit 99.1 and Exhibit 99.2, is being furnished to the SEC and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by a specific reference in such filing. 2

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibit No. Description 1.1 Underwriting Agreement, dated December 12, 2025, by and among LightPath Technologies, Inc. Canaccord Genuity LLC, Craig-Hallum Capital Group LLC and the several underwriters named in Schedule I thereto. 5.1 Opinion of Baker & Hostetler LLP. 23.1 Consent of Baker & Hostetler LLP (contained in Exhibit 5.1). 99.1 Press Release of LightPath Technologies, Inc., dated December 11, 2025 . 99.2 Press Release of LightPath Technologies, Inc., dated December 12, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed in its behalf by the undersigned, thereunto duly authorized. LIGHTPATH TECHNOLOGIES, INC. Dated: December 12, 2025 By: /s/ Albert Miranda Albert Miranda, Chief Financial Officer 4

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