NEXGEL Enters Material Definitive Agreement on Feb 15

TL;DR

**NEXGEL just inked a major deal on Feb 15, watch for details on how it impacts their stock and warrants!**

AI Summary

NEXGEL, INC. entered into a Material Definitive Agreement on February 15, 2024, as reported in their 8-K filing. The filing indicates the company's common stock and warrants to purchase common stock were involved in an event on this date. The specific details of the agreement, such as dollar amounts or parties involved, are not explicitly detailed in the provided excerpt, but it signals a significant corporate action.

Why It Matters

This filing signals a potentially significant corporate action for NEXGEL, INC. that could impact its financial structure or future operations, even though the specific terms are not detailed.

Risk Assessment

Risk Level: medium — The filing indicates a material agreement but lacks specific details, creating uncertainty about its potential impact.

Key Players & Entities

• NEXGEL, INC. (company) — Registrant
• February 15, 2024 (date) — Date of earliest event reported
• 001-41173 (other) — Commission File Number
• Delaware (other) — State of incorporation
• 26-4042544 (other) — IRS Employer Identification No.

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 NXGL The Nasdaq Capital Market LLC
• $4.22 — 1,040 units at a price to the public of $4.22 per unit (the " Offering "), with each
• $4.00 — of Common Stock at an exercise price of $4.00 per share (the " Warrants ") The purcha
• $2.11 — o times the last reported sale price of $2.11 per share of the Company's Common Stock
• $975 — fering are expected to be approximately $975 thousand, before deducting the placemen

Filing Documents

• form8-k.htm (8-K) — 52KB
• ex4-1.htm (EX-4.1) — 116KB
• ex10-1.htm (EX-10.1) — 38KB
• ex99-1.htm (EX-99.1) — 12KB
• 0001493152-24-007399.txt ( ) — 465KB
• nxgl-20240215.xsd (EX-101.SCH) — 4KB
• nxgl-20240215_def.xml (EX-101.DEF) — 26KB
• nxgl-20240215_lab.xml (EX-101.LAB) — 36KB
• nxgl-20240215_pre.xml (EX-101.PRE) — 25KB
• form8-k_htm.xml (XML) — 6KB

01

Item 1.01 Entry into a Material Definitive Agreement. On February 15, 2024, NexGel, Inc., a Delaware corporation (the " Company "), entered into subscription agreements (the " Subscription Agreements ") with investors, the Company's Chief Financial Officer and certain members of its board of directors for the sale of by the Company of an aggregate of 231,040 units at a price to the public of $4.22 per unit (the " Offering "), with each unit consisting of two shares of the Company's common stock, par value $0.001 per share (the " Common Stock "), and a warrant to purchase one share of Common Stock at an exercise price of $4.00 per share (the " Warrants ") The purchase price per unit equals two times the last reported sale price of $2.11 per share of the Company's Common Stock on February 15, 2025 on The Nasdaq Capital Market. The closing of the Offering is subject to customary closing conditions and is expected to occur on or before February 23, 2024 (the " Closing Date "). On or about the Closing Date, the Company expects to issue 462,090 shares of Common Stock and issue Warrants to purchase up to 231,040 shares of Common Stock per share and will expire five years after the Closing Date. The Warrants may only be exercised on a cashless basis if there is no registration of shares of common stock underlying the Warrants to or by the holder. The holder of a Warrant is prohibited from exercising of any such warrants to the extent that such exercise would result in the number of shares of common stock beneficially owned by such holder and its affiliates exceeding 4.99% of the total number of shares of common stock outstanding immediately after giving effect to the exercise, which percentage may be in

SIGNATURES

SIGNATURES 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. Date: February 21, 2024 NEXGEL, INC . By: /s/ Adam Levy Adam Levy Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR