Netcapital Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits
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Item 8.01 – Other Events.
On August 23, 2024, Netcapital Inc. (the “Company”) entered into an At The Market Offering Agreement (the “ATM Agreement”) with H.C. Wainwright & Co., LLC (“Wainwright”), to sell shares of its common stock, par value $0.001 per share, (the “Common Stock”) having an aggregate sales price of up to $2,100,000, from time to time, through an “at the market offering” program under which Wainwright acts as sales agent. Prior to the date hereof, the Company sold shares of common stock having an aggregate sales price of approximately $2,099,667 under the Sales Agreement. On June 23, 2025, the Company filed a prospectus supplement (the “Current Prospectus Supplement”) under the Sales Agreement for an aggregate of $975,000 of additional shares of Common Stock. A copy of the legal opinion as to the legality of the $975,000 of shares of Common Stock issuable under the Sales Agreement and covered by the Current Prospectus Supplement is filed as Exhibit 5.1 attached hereto.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 5.1 | Opinion of Parr Brown Gee & Loveless | |
| 23.1 | Consent of Parr Brown Gee & Loveless (included in Exhibit 5.1) | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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 thereunto duly authorized.
Netcapital Inc. (Registrant) | ||
| By: | /s/ Martin Kay | |
| Name: | Martin Kay | |
| Title: | Chief Executive Officer | |
| Dated June 23, 2025 | ||
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