Cottonwood Communities 8-K: Equity Offering Update
| Field | Detail |
|---|---|
| Company | Cottonwood Communities, Inc. |
| Form Type | 8-K |
| Filed Date | Nov 21, 2025 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $150,000,000, $10.00, $1,479,000, $72,240, $42,375 |
| Sentiment | neutral |
Sentiment: neutral
Topics: equity-offering, unregistered-securities, real-estate
TL;DR
Cottonwood Communities filed an 8-K on 11/21 about unregistered equity sales related to their 2025 offerings.
AI Summary
Cottonwood Communities, Inc. filed an 8-K on November 21, 2025, reporting on unregistered sales of equity securities as of November 17, 2025. The filing pertains to an update on their CCI Series 2025 and Conv Pref Offering.
Why It Matters
This filing provides an update on Cottonwood Communities' equity offerings, which could impact the company's capital structure and future growth prospects.
Risk Assessment
Risk Level: medium — Unregistered sales of equity securities can sometimes indicate a need for capital or potential dilution, requiring further investigation.
Key Players & Entities
- Cottonwood Communities, Inc. (company) — Registrant
- November 17, 2025 (date) — Earliest Event Reported
- November 21, 2025 (date) — Filing Date
- CCI Series 2025 and Conv Pref Offering (offering) — Subject of the filing
FAQ
What specific type of equity securities were sold in the unregistered offering?
The filing does not specify the exact type of equity securities sold, only that it pertains to unregistered sales of equity securities related to the CCI Series 2025 and Conv Pref Offering.
What was the date of the earliest event reported in this 8-K?
The date of the earliest event reported is November 17, 2025.
What is the principal executive office address for Cottonwood Communities, Inc.?
The principal executive office address is 1245 Brickyard Road, Suite 250, Salt Lake City, Utah 84106.
What is the Commission file number for Cottonwood Communities, Inc.?
The Commission file number is 000-56165.
What is the SIC code for Cottonwood Communities, Inc.?
The Standard Industrial Classification (SIC) code is 6798, which corresponds to Real Estate Investment Trusts.
Filing Stats: 704 words · 3 min read · ~2 pages · Grade level 12.4 · Accepted 2025-11-21 11:21:53
Key Financial Figures
- $150,000,000 — 19, 2023, we are offering a maximum of $150,000,000 in shares of our Series A Convertible P
- $10.00 — ivate Offering") at a purchase price of $10.00 per share. In an offering launched Dece
- $1,479,000 — ring and received aggregate proceeds of $1,479,000. In connection with the sale of these s
- $72,240 — e paid aggregate selling commissions of $72,240 and placement fees of $42,375. As of No
- $42,375 — ssions of $72,240 and placement fees of $42,375. As of November 20, 2025, there were 11
- $1,560,000 — ring and received aggregate proceeds of $1,560,000. In connection with the sale of these s
- $89,100 — ffering, we paid selling commissions of $89,100 and aggregate placement fees of $46,820
- $46,820 — $89,100 and aggregate placement fees of $46,820. As of November 20, 2025, there were 9,
Filing Documents
- cci-20251117.htm (8-K) — 25KB
- 0001692951-25-000268.txt ( ) — 132KB
- cci-20251117.xsd (EX-101.SCH) — 2KB
- cci-20251117_lab.xml (EX-101.LAB) — 20KB
- cci-20251117_pre.xml (EX-101.PRE) — 12KB
- cci-20251117_htm.xml (XML) — 2KB
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities. Preferred Offerings Cottonwood Communities, Inc. (the "Company," "we," "our," or "us") is conducting multiple best-efforts private placement offerings pursuant to which we are offering certain series of our preferred stock to accredited investors. These offerings are exempt from registration pursuant to Rule 506(b) of Regulation D of the Securities Act because the shares are being offered and sold solely to accredited investors without the use of general solicitation. In an offering launched September 19, 2023, we are offering a maximum of $150,000,000 in shares of our Series A Convertible Preferred Stock (the "Series A Convertible Private Offering") at a purchase price of $10.00 per share. In an offering launched December 9, 2024, we are offering a maximum of $150,000,000 in shares of our Series 2025 Preferred Stock (the "Series 2025 Private Offering"). The Series 2025 Preferred Stock is being offered (i) for cash at a purchase price of $10.00 per share (with discounts available to certain categories of purchasers) and (ii) through September 30, 2025, in exchange for the outstanding shares of our Series 2019 Preferred Stock at a ratio between 1:1 and 1:1.0782 and our Series 2023 Preferred Stock at a ratio of 1:1. Sales of Series A Convertible Stock During the period from November 3, 2025 through November 20, 2025, we issued and sold 149,884 shares of Series A Convertible Preferred Stock in the Series A Convertible Private Offering and received aggregate proceeds of $1,479,000. In connection with the sale of these shares in the Series A Convertible Private Offering, we paid aggregate selling commissions of $72,240 and placement fees of $42,375. As of November 20, 2025, there were 11,253,341 shares of Series A Convertible Preferred Stock outstanding. Sales of Series 2025 Preferred Stock During the period from October 30, 2025 through November 20, 2025, we issued and sold 156,479 shares of Series 2025 Pr