ASP Isotopes Inc. Files 8-K with Material Agreement

TL;DR

ASP Isotopes Inc. signed a big deal, filed financials. Big news incoming.

AI Summary

On October 14, 2025, ASP Isotopes Inc. entered into a material definitive agreement. The company also reported other events and filed financial statements and exhibits. The filing was made on October 16, 2025.

Why It Matters

This 8-K filing indicates a significant new agreement for ASP Isotopes Inc., which could impact its business operations and financial future.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that are not yet fully understood.

Key Players & Entities

• ASP Isotopes Inc. (company) — Registrant
• October 14, 2025 (date) — Date of earliest event reported
• October 16, 2025 (date) — Filing date
• Delaware (jurisdiction) — State of incorporation
• 001-41555 (identifier) — SEC File Number
• 87-2618235 (identifier) — IRS Employer Identification No.
• 601 Pennsylvania Avenue NW South Building, Suite 900 Washington, DC 20004 (address) — Principal executive offices address

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 ASPI The Nasdaq Stock Market LLC
• $11.65 — Common Stock"), at a price per share of $11.65 to be paid by the Underwriters. Under t
• $210.3 million — fering are expected to be approximately $210.3 million before deducting underwriting discounts

Filing Documents

• aspi_8k.htm (8-K) — 34KB
• aspi_ex11.htm (EX-1.1) — 174KB
• aspi_ex51.htm (EX-5.1) — 9KB
• aspi_ex991.htm (EX-99.1) — 10KB
• aspi_ex992.htm (EX-99.2) — 11KB
• aspi_ex51img6.jpg (GRAPHIC) — 3KB
• aspi_ex51img5.jpg (GRAPHIC) — 3KB
• aspi_ex992img2.jpg (GRAPHIC) — 3KB
• aspi_ex991img2.jpg (GRAPHIC) — 3KB
• 0001477932-25-007607.txt ( ) — 434KB
• aspi-20251014.xsd (EX-101.SCH) — 5KB
• aspi-20251014_lab.xml (EX-101.LAB) — 15KB
• aspi-20251014_cal.xml (EX-101.CAL) — 1KB
• aspi-20251014_pre.xml (EX-101.PRE) — 10KB
• aspi-20251014_def.xml (EX-101.DEF) — 2KB
• aspi_8k_htm.xml (XML) — 4KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On October 15, 2025, ASP Isotopes Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Cantor Fitzgerald & Co. and Lucid Capital Markets, LLC (the "Underwriters"), relating to the issuance and sale (the "Offering") of 17,167,380 shares (the "Shares") of the Company's common stock, par value $0.01 per share ("Common Stock"), at a price per share of $11.65 to be paid by the Underwriters. Under the terms of the Underwriting Agreement, the Company granted the Underwriters an option to purchase up to an additional 2,575,106 shares of Common Stock (the "Additional Shares") from the Company at the same price per share as the Shares. The gross proceeds from the Offering are expected to be approximately $210.3 million before deducting underwriting discounts and commissions and estimated offering expenses payable by the Company and assuming no exercise of the Underwriters' option to purchase Additional Shares. The Offering is expected to close on October 16, 2025, subject to the satisfaction of customary closing conditions. The Offering is being made pursuant to the Company's effective registration statement on Form S-3 (File No. 333-290864) (the "Registration Statement"), which became automatically effective upon filing with the Securities and Exchange Commission (the "Commission") on October 14, 2025, and a related prospectus and prospectus supplement, each as filed with the Commission. The Underwriting Agreement contains customary representations, warranties, covenants and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriters, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of speci

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the closing of the Offering and the anticipated amount of proceeds from the Offering. The forward-looking statements included in this Current Report on Form 8-K are subject to a number of risks, uncertainties and assumptions, including, without limitation, risks and uncertainties associated with market conditions, the satisfaction of customary closing conditions related to the Offering and other risks as described in the Company's Annual Report on Form 10-K for the year ended December 31, 2024 and other filings with the Commission. These statements are based only on facts currently known by the Company and speak only as of the date of this Current Report on Form 8-K. As a result, you are cautioned not to rely on these forward-looking statements, and the Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

01. Other Events

Item 8.01. Other Events. On October 14, 2025, the Company issued a press release announcing the proposed Offering and on October 15, 2025, the Company issued a press release announcing the pricing of the Offering. Copies of the press releases are attached as Exhibit 99.1 and Exhibit 99.2 hereto and are incorporated herein by reference. 2

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. Exhibit No. Description 1.1 Underwriting Agreement, dated as of October 15, 2025, by and between the Company and Cantor Fitzgerald & Co. and Lucid Capital Markets, LLC, as the underwriters. 5.1 Opinion of Blank Rome LLP. 23.1 Consent of Blank Rome LLP (included in Exhibit 5.1). 99.1 Press Release, dated October 14, 2025, of ASP Isotopes Inc. announcing proposed public offering of common stock. 99.2 Press Release, dated October 15, 2025, of ASP Isotopes Inc. announcing pricing of public offering of common stock. 104 Cover Page Interactive Date File (embedded within the Inline XBRL document) 3

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. ASP ISOTOPES INC. Date: October 16, 2025 By: /s/ Donald G. Ainscow Name: Donald G. Ainscow Title: Executive Vice President, General Counsel and Secretary 4

View Full Filing

View this 8-K filing on SEC EDGAR