Caring Brands raises $4.6M, expects $4.4M more

Q: What financing did Caring Brands Inc. (CABR) announce in this 8-K?

Caring Brands announced progress under a $9 million Purchase Agreement private placement. It completed an initial closing of $4.6 million in convertible preferred shares on September 1, 2026 and expects additional closings on a rolling basis, subject to applicable closing conditions.

Q: How much capital has CABR initially raised and what remains under the $9 million round?

Caring Brands completed an initial closing of $4.6 million. As of the announcement, subscription documents for an additional $4,400,000 had been executed, with those funds expected to close under the same $9 million Purchase Agreement, subject to satisfaction or waiver of closing conditions.

Q: What securities will CABR issue in the next expected closing of the private placement?

Upon release of the additional $4,400,000 in funds, Caring Brands expects to issue 4,400 shares of Series B Preferred Stock, Series A Warrants to purchase up to 4,400,000 common shares, and Series B Warrants to purchase up to 4,400,000 common shares, subject to closing conditions.

Q: How will Caring Brands (CABR) use the proceeds from the initial $4.6 million closing?

Caring Brands states it will use the $4.6 million initial closing proceeds to fund full domestic and international marketing campaigns and to create the company’s proprietary salesforce, which management believes should help increase revenues at a quicker pace.

Caring Brands says it expects to raise the remaining $4.4 million by issuing Series B preferred and warrants if closing conditions are met on or before Sept. 4, 2026.

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Caring Brands, Inc. (CABR) reported that it has begun accessing capital under a $9 million Purchase Agreement through a private placement. On September 1, 2026, the company completed an initial closing, issuing convertible preferred shares to accredited investors for $4.6 million. As of the press release date, an additional $4.4 million of subscription documents had been executed, with the company expecting, subject to closing conditions, to issue 4,400 shares of Series B Preferred Stock plus Series A and Series B Warrants covering up to 8,800,000 common shares when funds clear, which it expects on or before September 4, 2026. The company plans to use initial proceeds to launch new salesforce and marketing campaigns. Caring Brands describes a portfolio of patented, clinically validated skin and hair products, with current revenues from Hair Enzyme Booster and Photocil and a pipeline including CB-101 for eczema and NoStingz sunscreen.

Filing Explained

The initial closing is complete; the additional $4.4 million and related securities remain conditional, not completed.

The company reports a completed initial closing, while the additional $4.4 million remains dependent on fund release and closing conditions; no assurance covers its completion, timing, or amount, so the related preferred shares and warrants are not yet disclosed as issued.

The $4.6 million initial closing is a private placement—securities sold to selected investors outside a public offering—and the filing identifies convertible preferred shares as issued, not common shares.

As of June 30, 2026, cash and equivalents were $1,820,365, which equals 357.7 days of the last reported quarterly operating cash use at that rate.

Sources and calculations

Caring Brands, Inc. Form 8-K and Exhibit 99.1 (2026-09-02)
Caring Brands, Inc. second-quarter 2026 fundamentals (2026Q2)
Private placement / PIPE definition (undated)

Available liquidity against the last reported quarterly operating outflow, in days at that rate $1,820,365 / ($463,073 / 91) = 357.7 days

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Purchase Agreement size: $9.0 million Initial closing proceeds: $4.6 million Additional subscriptions executed: $4,400,000 +3 more

6 metrics

Purchase Agreement size $9.0 million Total amount of the ongoing private placement Purchase Agreement

Initial closing proceeds $4.6 million Convertible preferred shares sold to accredited investors on September 1, 2026

Additional subscriptions executed $4,400,000 Subscription documents executed under the Purchase Agreement, funds pending clearance

Series B Preferred Stock (next closing) 4,400 shares Expected issuance if $4,400,000 in funds are released

Series A Warrants (next closing) 4,400,000 shares Common shares underlying Series A Warrants expected to be issued

Series B Warrants (next closing) 4,400,000 shares Common shares underlying Series B Warrants expected to be issued

Key Terms

Purchase Agreement, convertible preferred shares, Series B Preferred Stock, Series A Warrants, +2 more

6 terms

Purchase Agreement financial

"provided an update regarding the status of its $9 Million Purchase Agreement"

A purchase agreement is a legally binding contract that spells out exactly what is being bought, for how much, and under what conditions, including timelines, seller and buyer promises, and protections if things go wrong. For investors it matters because the agreement fixes the deal’s price, risks and closing conditions—like a detailed receipt and return policy for a large transaction—so it helps determine whether the deal will complete and how it will affect the company’s value and cash flow.

convertible preferred shares financial

"the Company issued and sold to certain accredited investors the initial $4.6 Million in convertible preferred shares"

Convertible preferred shares are a type of stock that pays priority dividends and has a higher claim on assets than common shares, but can be exchanged later for a set number of common shares. For investors, they offer a safety-and-upside mix: steady income and protection like a senior ticket, plus the option to convert into common stock if the company grows — a decision that affects potential returns and how much existing owners’ stakes may be diluted.

Series B Preferred Stock financial

"it expects to issue an additional 4,400 shares of Series B Preferred Stock"

Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.

Series A Warrants financial

"Series A Warrants to purchase up to 4,400,000 shares of Common Stock"

Series A warrants are financial tools that give the holder the right to buy shares of a company at a specific price within a certain period. They are often issued alongside investments to provide additional potential profit if the company's value increases. For investors, they can offer a chance to benefit from future growth without committing immediate capital to buying shares.

Series B Warrants financial

"Series B Warrants to purchase up to 4,400,000 shares of Common Stock"

Series B warrants are contracts issued alongside a company's Series B financing that give the holder the right to buy a set number of shares at a fixed price within a specified time. For investors, they matter because they can provide leveraged upside if the company grows, or they can dilute existing shareholders when exercised—like a coupon promising a future share at a known price that can add value or change ownership stakes.

forward-looking statements regulatory

"This communication contains forward-looking statements regarding Caring Brands, Inc."

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

FAQ

What financing did Caring Brands Inc. (CABR) announce in this 8-K?

Caring Brands announced progress under a $9 million Purchase Agreement private placement. It completed an initial closing of $4.6 million in convertible preferred shares on September 1, 2026 and expects additional closings on a rolling basis, subject to applicable closing conditions.

How much capital has CABR initially raised and what remains under the $9 million round?

Caring Brands completed an initial closing of $4.6 million. As of the announcement, subscription documents for an additional $4,400,000 had been executed, with those funds expected to close under the same $9 million Purchase Agreement, subject to satisfaction or waiver of closing conditions.

What securities will CABR issue in the next expected closing of the private placement?

Upon release of the additional $4,400,000 in funds, Caring Brands expects to issue 4,400 shares of Series B Preferred Stock, Series A Warrants to purchase up to 4,400,000 common shares, and Series B Warrants to purchase up to 4,400,000 common shares, subject to closing conditions.

How will Caring Brands (CABR) use the proceeds from the initial $4.6 million closing?

Caring Brands states it will use the $4.6 million initial closing proceeds to fund full domestic and international marketing campaigns and to create the company’s proprietary salesforce, which management believes should help increase revenues at a quicker pace.

What products and pipeline does Caring Brands Inc. (CABR) highlight in this update?

Caring Brands highlights patented, clinically validated products for skin and hair, including revenue-generating Hair Enzyme Booster for hair loss and Photocil for psoriasis and vitiligo, plus pipeline products such as CB-101 for eczema and NoStingz, a sunscreen that prevents jellyfish stings.

What forward-looking risks does CABR mention in connection with this announcement?

Caring Brands includes forward-looking statements noting risks related to patent prosecution, patent challenges, regulatory developments, development and manufacturing, market acceptance, competition, access to capital, and other risks described in its Form 10-K for the year ended December 31, 2025 and subsequent Form 10-Q filings.

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Available on EDGAR 09/02/2026 - 09:15 AM Accepted by SEC EDGAR 09/02/2026 - 09:14 AM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): September 2, 2026

Caring Brands, Inc.

(Exact name of registrant as specified in its charter)

Nevada

001-42941

99-4103908

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

130 S Indian River Drive,

Suite 202 pbm# 1232,

Fort Pierce, FL 34950

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (561) 896-7616

Not Applicable

(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:

☐	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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered

Common Stock, par value $0.001 per share	CABR	The Nasdaq Stock Market LLC

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 7.01 Regulation FD Disclosure.

On September 2, 2026, Caring Brands, Inc., a Nevada corporation, (the “Company”), issued a press release. . A copy of the press release is filed as Exhibit 99.1 to this Current Report and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are being filed herewith:

Exhibit No.		Description

99.1		Press Release, dated September 2, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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 hereunto duly authorized.

Dated: September 2, 2026	Caring Brands, Inc.

	By:	/s/ Glynn Wilson
	Name:	Dr. Glynn Wilson
	Title:	Chief Executive Officer

Exhibit 99.1

Caring Brands Inc. (Nasdaq: CABR) Completes Initial $4.6 Million Closing Under Ongoing $9 Million Private Placement

According To Company’s Recent 8K, The Company Initially Closed On $4.6 Million Of A $9.0 Million Round That Is In Progress On A Rolling Basis

Company Will Use Initial Closing Proceeds To Launch Company’s New Salesforce And Marketing Campaigns

Fort Pierce, FL (GLOBE NEWSWIRE – September 2, 2026) – Caring Brands Inc. (Nasdaq: CABR) a wellness consumer-products company, today provided an update regarding the status of its $9 Million Purchase Agreement.

On September 1, 2026, the Company completed an initial closing under the Purchase Agreement (the “Initial Closing”), pursuant to which the Company issued and sold to certain accredited investors the initial $4.6 Million in convertible preferred shares.

In the Current Report on Form 8-K, the Company said: “The Company expects to complete one or more additional closings under the Purchase Agreement on a rolling basis with Investors that are party to the Purchase Agreement. As of the date of this Current Report on Form 8-K, an additional $4,400,000 of subscription documents have been executed and the Company is waiting for these funds to clear. Upon the release of such funds to the Company, it expects to issue an additional 4,400 shares of Series B Preferred Stock, Series A Warrants to purchase up to 4,400,000 shares of Common Stock and Series B Warrants to purchase up to 4,400,000 shares of Common Stock. The Company expects such release and issuance to occur on or before September 4, 2026, subject to the satisfaction or waiver of the applicable closing conditions. No assurance can be given that any such additional closing will be completed, in whole or in part, or as to the timing or amount thereof.”

Dr. Glynn Wilson, Chief Executive Officer of Caring Brands said: “We are now ready to begin funding our full domestic and international marketing campaigns and create the Company’s proprietary salesforce, moves that should enable us to substantially increase revenues at a quicker pace.”

About Caring Brands

Caring Brands Inc. has a growing portfolio of unique, patented, and clinically validated products for skin and hair growth. The Company intends to launch a total of five products over the next two years in addition to in-licensing additional products. Management has a successful track record of strategic acquisitions, rapid product development, IP development and product licensing. Revenues from the sales of Hair Enzyme Booster for the treatment of hair loss, and Photocil for the treatment of psoriasis and vitiligo, are currently being generated by direct sales in the US and licensees in India. Additional product opportunities include CB-101 for the treatment of eczema, NoStingz, a sunscreen that prevents jellyfish stings.

Contact:

Brian S John
Chief Investment Officer
(561) 896-7616

Forward-Looking Statements

This communication contains forward-looking statements regarding Caring Brands, Inc., including statements concerning the Company’s intellectual property strategy, product development and commercialization, licensing opportunities and potential strategic relationships, the Company’s ability to regain compliance with Nasdaq listing requirements and the outcome of the Hearings Panel proceeding, and the activities and commercialization plans of the Company’s existing licensees. Forward-looking statements may be identified by words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “explore,” “evaluate,” “intend,” “may,” “might,” “plan,” “potential,” “project,” “seek,” “should” or “will,” and similar expressions. These statements are based on the Company’s current plans, objectives, estimates and expectations and inherently involve risks and uncertainties, many of which are beyond its control. Actual results and the timing of events could differ materially as a result of these risks and uncertainties, including the outcome of patent prosecution; challenges involving patent validity, enforceability, ownership or scope; regulatory developments; development and manufacturing risks; market acceptance; competition; access to capital; and the other risks described under Item 1A, “Risk Factors,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed on March 31, 2026, and in its subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, available at www.sec.gov. Investors are cautioned that forward-looking statements are not guarantees of future performance. The statements in this communication speak only as of the date made, and Caring Brands undertakes no obligation to update or supplement them, except as required by law.

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

5 documents