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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT
REPORT PURSUANT
TO SECTION
13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) October
8, 2025
APPLIED ENERGETICS,
INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 001-14015 |
|
77-0262908 |
| (Commission File Number) |
|
(IRS Employer Identification No.) |
| 9070 S Rita Road, Suite 1500, Tucson, AZ |
|
85747 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
(520) 628-7415
(Registrant’s Telephone Number, Including Area
Code)
(Former Name or Former Address, if Changed Since Last
Report)
Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions
(see General Instruction A.2. below):
| |
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934
(§240.12b-2 of this chapter).
Emerging growth company: ☐
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act. ☐
Item 3.02 Unregistered Sales of Equity Securities.
On October 8, 2025, the company completed the
placement of 5,995,675 shares of its common stock, par value, $0.001 per share, some of which were underlying pre-funded common stock
purchase warrants, in a private sale to individual purchasers at a price of $1.80 per share (or $1.799 per underlying share for pre-funded
warrants), for aggregate proceeds in the amount of $10,789,999. The pre-funded warrants are exercisable immediately at a price of $0.001
per share but may not be executed in any amount which would cause the holder thereof to beneficially own in excess of 4.99% of the company’s
common stock. The company has agreed to use its best efforts to include the shares for registration with the Securities and Exchange Commission
in the registration statement it files. All of the purchasers are accredited, sophisticated investors, and the issuance of the shares
was not in connection with any public offering in accordance with Section 4(a)(2) of the Securities Act of 1933.
Item 9.01 Financial Statements and Exhibits.
| 99.1 |
|
Press Release, dated October 9, 2025 -- Applied Energetics Announces Completion of $10.8 Million Private Placement Offering |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| |
APPLIED ENERGETICS, INC. |
| |
|
|
| |
|
|
| |
By: |
/s/ Christopher Donaghey |
| |
|
Christopher Donaghey |
| |
|
President and Chief Executive Officer |
Date: October 9, 2025