FatPipe CEO Publishes Letter to Shareholders Regarding its S-3 Filing

FatPipe (NASDAQ:FATN) published a shareholder letter from CEO Dr. Ragula Bhaskar explaining its recently filed Form S-3 registration statement.

Rhea-AI Summary

FatPipe (NASDAQ:FATN) published a shareholder letter from CEO Dr. Ragula Bhaskar explaining its recently filed Form S-3 registration statement. The filing is intended to give FatPipe flexibility to access capital in the future, including via an at-the-market (ATM) program, to fund potential accretive acquisitions and working capital for large customer orders.

According to the company, no shares have been issued or sold and no capital has been raised under the ATM to date. Management states that any decision to use the ATM or other share placements would depend on capital needs, market conditions, strategic opportunities and shareholder interests. The leadership team reiterates its focus on executing strategy, expanding customer and partner relationships, advancing networking and cybersecurity solutions, and creating long-term shareholder value.

Positive

• Form S-3 filed to provide future capital-raising flexibility for growth
• No shares sold or capital raised yet under the ATM program
• Capital could support accretive acquisitions and large customer orders
• Management emphasizes alignment with shareholders as a significant holder

Negative

• Form S-3 and ATM program introduce potential future equity dilution
• No specific limits or timelines disclosed for potential capital raises

News Explained

The July 2 shelf creates 10 million dollars of ATM capacity, not an issuance; the July 23 letter confirms no shares or proceeds.

The July 23 shareholder letter confirms that FatPipe has not issued or sold shares under its ATM, while the active S-3 permits offerings of up to $20,000,000 of securities, including up to $10,000,000 of common stock through the ATM.

An S-3 shelf authorizes future registered sales rather than completing one, and the ATM would let the issuer sell new shares gradually at prevailing market prices; those sales could change existing holders’ ownership percentages.

As of July 2, 2026, the shelf record reported 14,025,468 shares outstanding and zero ATM usage. A prospectus supplement or filing reporting a sale would identify a change from authorized capacity to an actual issuance.

Argus Jul 23 session

-2.11% close to close Open Argus

Details

News Market Reaction – FATN

In the Jul 23 session, FATN declined 2.11%, reflecting a moderate negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

Recent history recorded 2 divergent and 3 aligned reactions across FATN announcements. The active S-...

Analysis

Recent history recorded 2 divergent and 3 aligned reactions across FATN announcements. The active S-3 shelf is effective through July 2, 2029 and permits up to $20,000,000 of securities; investors can monitor any future usage.

Historical Context

5 past events · Latest: Jul 21

5 events

1. Jul 21

   Education contract

   24h Move

   +0.2%

   $7 million education contract supported network access and monitoring services for schools.

2. Jul 16

   Conference showcase

   24h Move

   -5.6%

   Company showcased SD-WAN and cybersecurity solutions at the 2026 NACo Annual Conference.

3. Jul 14

   Industry ranking

   24h Move

   -0.8%

   Info-Tech named FatPipe SD-WAN the top-rated product in its midmarket report.

4. Jul 06

   Earnings webinar

   24h Move

   +0.2%

   Company scheduled a webinar to present Q1 fiscal 2027 financial results.

5. Jun 29

   Index membership

   24h Move

   +4.5%

   FatPipe retained membership in the Russell Microcap Index following reconstitution.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

form s-3 registration statement, at-the-market, sd-wan

3 terms

form s-3 registration statement regulatory

"FatPipe's recently filed Form S-3 registration statement"

Form S-3 registration statement is a short-form filing with the U.S. Securities and Exchange Commission that lets companies already reporting to the regulator register new securities for sale using streamlined disclosure instead of a full prospectus. It matters to investors because it allows a company to raise capital more quickly and with less paperwork—like having a pre-approved menu to order from when cash is needed—which can affect share dilution, trading liquidity, and market perception of the firm's financial flexibility.

at-the-market financial

"under the at-the-market ("ATM") program"

"At-the-market" is a method for companies to sell new shares of stock directly into the open market over time, rather than all at once. It allows companies to raise money gradually, similar to selling slices of a pie instead of the entire pie at once, which can help manage the sale's impact on the stock price. This approach gives investors a steady supply of shares while providing companies with flexible funding options.

sd-wan technical

"enterprise-class software-defined wide area networking ("SD-WAN")"

SD‑WAN is a technology that uses software to control and direct wide-area network traffic between offices, data centers and cloud services instead of relying solely on traditional hardware routers. Think of it as a smart traffic manager that chooses the fastest, cheapest or safest route for each data flow, improving performance, cutting telecom costs and simplifying upgrades. Investors care because it can lower operating expenses, enable faster cloud adoption and create steady demand for networking and security services.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SALT LAKE CITY, UT / ACCESS Newswire / July 23, 2026 / FatPipe, Inc. (NASDAQ:FATN) ("FatPipe" or the "Company"), a pioneer in enterprise-class software-defined wide area networking ("SD-WAN") and single-stack cybersecurity solutions, today published the following letter from its Chief Executive Officer, Dr. Ragula Bhaskar.

Dear Fellow Shareholders,

We have received shareholder questions regarding FatPipe's recently filed Form S-3 registration statement and would like to provide additional context.

The registration statement gives FatPipe the flexibility to access capital in the future if needed to support potential accretive acquisitions that complement our business or working capital needed to deploy large customer orders. Establishing this flexibility allows the Company to expeditiously act on any opportunity that adds accretive value to the Company and its shareholders. Management believes that is a very good thing; and it allows us to quickly move on very accretive acquisitions or large customer orders that would increase shareholder value.

To date, FatPipe has not issued nor sold any shares or raised capital under the at-the-market ("ATM") program, and our intention will always be to increase shareholder value. Any decision to utilize the ATM or share placement would be made after considering the Company's capital needs, market conditions, strategic and accretive opportunities, and the best interests of our shareholders, of which management is a significant holder.

Our management team remains focused on executing our business strategy, expanding customer and partner relationships, delivering innovative networking and cybersecurity solutions, and creating long-term shareholder value.

Thank you for your continued confidence and support.

Sincerely,

Dr. Ragula Bhaskar
Chief Executive Officer
FatPipe, Inc. (NASDAQ:FATN)

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations and involve risks and uncertainties that could cause actual results to differ materially from those described. Additional information regarding these risks is contained in FatPipe's filings with the U.S. Securities and Exchange Commission. Except as required by law, FatPipe undertakes no obligation to update any forward-looking statements.

Investor Relations Contact
FatPipe Networks
+1 801.683-5656 x 1140
Investor.ir@fatpipeinc.com

SOURCE: FatPipe Networks

View the original press release on ACCESS Newswire

FAQ

What did FatPipe (NASDAQ:FATN) announce about its Form S-3 filing on July 23, 2026?

FatPipe announced that it filed a Form S-3 registration statement to provide flexible future access to capital. According to FatPipe, this flexibility could support potential accretive acquisitions and working capital needs for large customer orders, subject to future management decisions.

Why did FatPipe (FATN) establish an at-the-market (ATM) program?

FatPipe established an ATM program to enable efficient future capital raises when needed. According to FatPipe, proceeds could fund accretive acquisitions or working capital for large customer deployments, allowing the company to move quickly on strategic opportunities that may enhance shareholder value.

Has FatPipe sold any shares under its ATM program as of July 23, 2026?

As of July 23, 2026, FatPipe has not issued or sold any shares, nor raised capital, under its ATM program. According to FatPipe, any decision to use the ATM would depend on capital needs, market conditions, strategic opportunities and shareholder interests.

How could FatPipe’s Form S-3 and ATM program affect FATN shareholders?

The Form S-3 and ATM could provide capital to fund growth, but may lead to future dilution if shares are issued. According to FatPipe, management aims to use these tools only when they believe it will increase long-term shareholder value.

What priorities did the FatPipe CEO highlight for the company’s strategy and shareholders?

The CEO emphasized executing FatPipe’s business strategy, expanding customer and partner relationships, and delivering networking and cybersecurity innovations. According to FatPipe, management is focused on creating long-term shareholder value and notes that management itself is a significant FATN shareholder.

What factors will FatPipe consider before using its ATM or share placements for FATN stock?

FatPipe will consider its capital needs, prevailing market conditions, and available strategic and accretive opportunities before using the ATM. According to FatPipe, decisions will also weigh the best interests of shareholders, including management as a significant holder.