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8KTier 7

Toppoint Holdings Inc. 8K

0001213900-26-061077

View on SEC EDGAR

Toppoint Holdings Inc. agreed to a private placement of up to 5,000,000 common shares at $0.83 per share for gross proceeds of $4.15 million under a May 19, 2026 Securities Purchase Agreement with institutional and non-U.S. investors, subject to customary closing conditions and NYSE American approval.

Toppoint Holdings Inc. entered into a Securities Purchase Agreement dated May 19, 2026 with certain accredited and non-U.S. investors to conduct a private placement of up to 5,000,000 shares of its common stock at $0.83 per share, generating potential gross proceeds of approximately $4,150,000. The transaction relies on exemptions from registration under Section 4(a)(2), Regulation D Rule 506(b), and/or Regulation S, with closing to occur electronically once specified conditions are met, including delivery of investor representations, NYSE American approval of a supplemental listing application for the new shares, and the absence of adverse regulatory or market events. The company represents that the shares will be validly issued, fully paid and non-assessable, will bear appropriate restrictive legends, and that the net proceeds will be used for general corporate and working capital purposes, while investors make standard private-placement representations regarding sophistication, investment intent, and restrictions on resale and trading prior to public disclosure.

Filing Facts

CIK
1960847
Ticker
-
Form
8K
Source Type
sec
Accession
0001213900-26-061077
Alert Tier
7
Toppoint Holdings Inc. 8K | ATTN