Expion360 Inc. Files 8-K for Material Agreement

TL;DR

Expion360 filed an 8-K for a new material agreement, check it out.

AI Summary

Expion360 Inc. filed an 8-K on December 15, 2025, reporting an entry into a material definitive agreement on December 12, 2025. The filing also includes financial statements and exhibits. The company is incorporated in Nevada and its principal executive offices are located in Redmond, Oregon.

Why It Matters

This 8-K filing indicates Expion360 Inc. has entered into a significant agreement, which could impact its business operations and financial performance.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that may affect the company's stock price.

Key Players & Entities

• Expion360 Inc. (company) — Registrant
• December 12, 2025 (date) — Date of earliest event reported
• December 15, 2025 (date) — Date of report
• Nevada (jurisdiction) — State of incorporation
• Redmond, OR (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share XPON The Nasdaq Capital M
• $15.0 million — e, up to an aggregate offering price of $15.0 million of shares (the " Placement Shares ") of

Filing Documents

• xpon_8k.htm (8-K) — 38KB
• ex5_1.htm (EX-5.1) — 11KB
• ex10_1.htm (EX-10.1) — 183KB
• image_001.jpg (GRAPHIC) — 3KB
• 0001903596-25-000583.txt ( ) — 454KB
• xpon-20251212.xsd (EX-101.SCH) — 3KB
• xpon-20251212_lab.xml (EX-101.LAB) — 33KB
• xpon-20251212_pre.xml (EX-101.PRE) — 22KB
• xpon_8k_htm.xml (XML) — 4KB

01

Item 1.01. Entry into a Material Definitive Agreement. On December 12, 2025, Expion360 Inc. (the " Company ") entered into an At-The-Market Issuance Sales Agreement (the " Sales Agreement ") with Aegis Capital Corp. acting as sales agent (the " Sales Agen t"), pursuant to which the Company may offer and sell, from time to time, up to an aggregate offering price of $15.0 million of shares (the " Placement Shares ") of its common stock, $0.001 par value per share (the " Common Stock "), through the Sales Agent. The Sales Agent may sell the Placement Shares by any method deemed to be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the " Securities Act "), including sales made directly on The Nasdaq Capital Market (" Nasdaq ") or any other trading market for the Common Stock, or in privately negotiated transactions. The issuance and sale of the Placement Shares by the Company under the Sales Agreement, if any, will be made pursuant to the Company's registration statement on Form S-3 (File No. 333-272956) (the " Registration Statement "), which was filed with the Securities and Exchange Commission (the " SEC ") on June 27, 2023 and declared effective on July 10, 2023, and the base prospectus contained within the Registration Statement. Sales of the Placement Shares, if any, pursuant to the Sales Agreement, may be made in sales deemed to be "at the market" offerings as defined in Rule 415 promulgated under the Securities Act. The Company is not obligated to sell any Placement Shares under the Sales Agreement. The Company intends to use the net proceeds from the offering, if any, for working capital and other general corporate purposes. Subject to the terms and conditions of the Sales Agreement, the Sales Agent will use its commercially reasonable efforts, consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and Nasdaq rules, for the period

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 5.1 Legal Opinion of Stradling Yocca Carlson & Rauth LLP 10.1* At-The-Market Issuance Sales Agreement, dated December 12, 2025, by and between Expion360 Inc. and Aegis Capital Corp. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) __________ * Certain of the schedules (and similar attachments) to this exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S-K under the Securities Act because they do not contain information material to an investment decision and that information is not otherwise disclosed in the exhibit or the disclosure document. The registrant agrees to furnish a copy of all omitted schedules (or similar attachments) to the Commission upon its request.

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. EXPION360 INC. Date: December 15 , 2025 By: /s/ Shawna Bowin Name: Shawna Bowin Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR