Bridgeline Digital (Nasdaq: BLIN) enters at-the-market sales pact
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Bridgeline Digital, Inc. entered into a Common Stock Sales Agreement with WestPark Capital, Inc. on July 14, 2026. The arrangement allows the company to offer and sell shares of its common stock from time to time through WestPark, acting as sales agent under an existing Form S-3 registration statement and related prospectus supplement.
Sales may be made as an at-the-market offering under Rule 415(a)(4), including on The Nasdaq Capital Market or through negotiated transactions at prices based on prevailing market levels. Bridgeline may set minimum sale prices and is not required to sell any shares. WestPark will receive a 3.0% commission on aggregate gross proceeds, plus reimbursement of expenses up to $50,000 and up to $3,500 per calendar quarter for ongoing diligence, and either party may terminate the agreement on written notice.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 1.01, 9.01
2 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Sales agent commission: 3.0% of aggregate gross proceeds
Expense reimbursement cap: $50,000
Quarterly diligence fee cap: $3,500 per calendar quarter
+2 more
5 metrics
Sales agent commission
3.0% of aggregate gross proceeds
Commission payable to WestPark Capital on sales of Placement Shares
Expense reimbursement cap
$50,000
Maximum reimbursable out-of-pocket expenses for WestPark, including legal fees
Quarterly diligence fee cap
$3,500 per calendar quarter
Maximum quarterly disbursement for WestPark counsel’s ongoing diligence procedures
Common stock par value
$0.001 per share
Par value of Bridgeline Digital’s common stock
Form S-3 file number
333-285176
Registration statement under which the Placement Shares are offered
Key Terms
at-the-market offering, Common Stock Sales Agreement, prospectus supplement, Rule 415(a)(4), +1 more
5 terms
at-the-market offering regulatory
"WestPark may sell the Placement Shares in sales deemed to be an at-the-market offering"
An at-the-market offering is a method companies use to sell new shares of stock directly into the open market over time, rather than all at once. This allows them to raise money gradually, similar to selling small pieces of a product instead of a large batch. For investors, it means the company can access funding more flexibly, but it may also increase the supply of shares and influence the stock’s price.
Common Stock Sales Agreement financial
"entered into a Common Stock Sales Agreement with WestPark Capital, Inc."
prospectus supplement regulatory
"The Company has filed a prospectus supplement to its registration statement on Form S-3"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
Rule 415(a)(4) regulatory
"as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933"
Rule 415(a)(4) is a U.S. Securities and Exchange Commission rule that lets a company add more securities to an already effective shelf registration, so those additional shares or bonds can be sold later without filing a completely new registration. For investors it matters because it gives the issuer the flexibility to raise cash quickly—like having an open credit line—while creating the possibility of dilution or changes in supply that can affect share price.
indemnification and contribution rights regulatory
"The Company has agreed to provide WestPark with customary indemnification and contribution rights"
FAQ
What agreement did Bridgeline Digital (BLIN) enter on July 14, 2026?
On July 14, 2026, Bridgeline Digital entered a Common Stock Sales Agreement with WestPark Capital. The agreement lets the company sell shares of its common stock from time to time through WestPark as sales agent, under an existing Form S-3 registration and prospectus supplement.
How does Bridgeline Digital’s (BLIN) at-the-market offering with WestPark Capital work?
The agreement permits WestPark to sell Bridgeline’s common stock in an at-the-market offering, including on The Nasdaq Capital Market and in negotiated trades at prices based on prevailing market levels. Sales occur only as instructed by Bridgeline, which may specify minimum acceptable prices.
What commissions and fees will Bridgeline Digital (BLIN) pay under the Sales Agreement?
Bridgeline will pay WestPark a fixed 3.0% commission on aggregate gross proceeds from share sales. It also agreed to reimburse up to $50,000 of WestPark’s out-of-pocket expenses and up to $3,500 per calendar quarter for counsel’s ongoing diligence procedures.
When can the Common Stock Sales Agreement between Bridgeline Digital (BLIN) and WestPark end?
The sales program ends upon the earlier of the sale of all Placement Shares covered by the agreement or its termination. Either Bridgeline or WestPark may terminate the agreement at any time in its sole discretion by providing written notice to the other party.