Pluri Inc. Files 8-K for Securities Purchase and Warrants

TL;DR

Pluri sold unregistered equity, watch for dilution.

AI Summary

On March 25, 2026, Pluri Inc. entered into a Securities Purchase Agreement and a related Warrant Agreement. These agreements involve the unregistered sale of equity securities, the details of which are filed under Item 3.02 of the 8-K.

Why It Matters

This filing indicates Pluri Inc. is engaging in the sale of equity securities, which could impact its capital structure and shareholder dilution.

Risk Assessment

Risk Level: medium — Unregistered sales of equity can signal financial needs and potentially lead to dilution for existing shareholders.

Key Players & Entities

• Pluri Inc. (company) — Filer of the 8-K
• Securities Purchase Agreement (document) — Material definitive agreement entered into
• Warrant Agreement (document) — Related agreement to the securities purchase

FAQ

Key Financial Figures

• $0.00001 — h registered Common Shares, par value $0.00001 per share PLUR The Nasdaq Capital M
• $4.00 — each Common Share and Common Warrant is $4.00. The Common Warrants will be exercisabl
• $4.25 — ble immediately at an exercise price of $4.25 per share and will be exercisable until
• $2.5 million — fering are expected to be approximately $2.5 million. The Company intends to use the proceed

Filing Documents

• ea0283653-8k_pluri.htm (8-K) — 40KB
• ea028365301ex4-1.htm (EX-4.1) — 85KB
• ea028365301ex10-1.htm (EX-10.1) — 253KB
• 0001213900-26-035110.txt ( ) — 617KB
• plur-20260325.xsd (EX-101.SCH) — 3KB
• plur-20260325_lab.xml (EX-101.LAB) — 33KB
• plur-20260325_pre.xml (EX-101.PRE) — 22KB
• ea0283653-8k_pluri_htm.xml (XML) — 3KB

01

Item 1.01 Entry into a Material Definitive Agreement. On March 25, 2026, Pluri Inc. (the "Company") entered into a Securities Purchase Agreement (the "Securities Purchase Agreement"), effective as of March 24, 2026, with Chutzpah Holdings LP (the "Purchaser"), a limited partnership beneficially owned by Mr. Alexandre Weinstein, a non-U.S. investor and an existing shareholder and director of the Company ("Mr. Weinstein"), relating to a private placement offering (the "Offering") of: (i) 625,000 common shares, par value $0.00001 per share (the "Common Shares") of the Company, and (ii) warrants (the "Common Warrants") to purchase up to 625,000 Common Shares. The combined purchase price for each Common Share and Common Warrant is $4.00. The Common Warrants will be exercisable immediately at an exercise price of $4.25 per share and will be exercisable until the expiration of the eighteen-month anniversary following closing of the Offering. The Common Warrants contain customary anti-dilution provisions and are subject to a 35% beneficial ownership limitation. The Securities Purchase Agreement contains customary representations, warranties and indemnification obligations of the parties. The gross proceeds to the Company from the Offering are expected to be approximately $2.5 million. The Company intends to use the proceeds from the Offering for working capital and general corporate purposes. The entirety of the Offering is expected to close on or about the end of April 2026, subject to the satisfaction of customary closing conditions. The securities issued with respect to the Offering are exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(a)(2) of the Securities Act and/or Rule 903 of Regulation S promulgated thereunder. The securities have not been registered under the Securities Act and may not be sold in the United States absent registration or an exemption from registration. This Cur

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. PLURI INC. Date: March 27, 2026 By: /s/ Liat Zalts Name: Liat Zalts Title: Chief Financial Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR