Welcome to our dedicated page for FreeCast SEC filings (Ticker: CAST), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
FreeCast filings document the company's streaming technology business, Class A common stock registration, governance status, and capital-structure arrangements. Its SEC record includes Form S-1 registration materials and Form 8-K current reports covering material agreements, direct financial obligations, equity purchase arrangements, warrant issuances, and amendments to previously reported events.
The filings identify FreeCast as a Florida corporation, an emerging growth company, and a smaller reporting company. They also disclose financing relationships involving revolving convertible promissory notes, related-party control considerations, Nasdaq Global Market references, and securities exemptions used for unregistered equity or warrant transactions.
FreeCast, Inc. obtained written consent from holders of approximately 90% of its voting power to approve, for purposes of Nasdaq Listing Rule 5635(d), the potential issuance of up to 3,243,807 shares of Class A common stock upon exercise of previously issued pre-funded warrants. This consent satisfies Florida law and Nasdaq requirements, so no shareholder meeting or vote is being solicited.
The pre-funded warrants were issued in a June 30, 2026 private placement alongside 4,666,667 Class A shares at $3.00 per share and warrants priced at $2.9999 with a remaining exercise price of $0.0001 per share, generating $23.7 million in gross proceeds. If fully exercised, the warrants will add up to 3,243,807 Class A shares, diluting existing ownership and voting power, and the resulting shares may be resold subject to securities laws. The approval does not obligate holders to exercise the warrants.
FreeCast, Inc. expanded its board of directors from three to four members and appointed Eric Seidel as a director, effective July 17, 2026. He will serve until a successor is elected and qualified or earlier departure under Florida law and the company’s bylaws.
Seidel was also named the second member of the Audit Committee as FreeCast progresses toward Nasdaq Rule 5605(c)(2)(A) requirements for three independent audit committee members under applicable phase-in provisions. The board determined he is independent under SEC Rule 10A-3 and Nasdaq Rule 5605(a)(2), has not helped prepare the company’s financial statements in the past three years, and can read and understand fundamental financial statements.
At age 62, Seidel brings public-company CEO, technology and entrepreneurial experience, including leadership roles at Kinloom, Web-Est, and eAutoclaims, along with extensive civic and nonprofit board service. The board believes his background provides appropriate skills for board service.
FreeCast, Inc. is registering the resale of up to 7,910,474 shares of Class A common stock by existing investors, consisting of 4,666,667 Private Placement Shares and 3,243,807 shares issuable upon exercise of pre-funded warrants. The company is not selling shares in this offering and will receive no proceeds from these resales.
FreeCast operates a technology-driven streaming aggregation platform, using its SmartGuide to unify content discovery across ad-supported and paid video, including over 700 channels and multiple deployment models (PaaS, BEST, D2M). As of March 31, 2026, it reported 1,024,592 subscribers, predominantly ad-supported.
The business has a history of losses, including a net loss of $14.1 million for the year ended June 30, 2025, and an accumulated deficit of $205.4 million, with auditors expressing substantial doubt about its ability to continue as a going concern. A July 2026 private placement raised approximately $22.84 million in net proceeds for working capital. FreeCast is a Nasdaq-listed “controlled company” and “emerging growth company,” with founder William A. Mobley, Jr. holding majority voting power through high-vote Class B shares.
FreeCast, Inc. is registering the resale of up to 7,910,474 shares of Class A common stock, all offered by selling shareholders who acquired the shares or pre‑funded warrants in a June–July 2026 private placement; FreeCast will not sell shares or receive proceeds from these resales.
The registered shares comprise 4,666,667 private placement shares sold at $3.00 per share and 3,243,807 shares issuable on exercise of pre‑funded warrants sold at $2.9999 with a $0.0001 exercise price. That private placement closed with gross proceeds of approximately $23.73 million and net proceeds of about $22.84 million, earmarked for working capital and general corporate purposes.
FreeCast operates a streaming aggregation and Platform‑as‑a‑Service model, using its SmartGuide technology to unify content across devices, but scale remains early: total revenue was $628,149 in fiscal 2025 with a net loss of $14,065,948, and for the nine months ended March 31, 2026 the net loss was $10,180,305. As of March 31, 2026, the company reports 1,024,592 total subscribers (mostly ad‑supported) yet states this cumulative metric includes inactive accounts and does not reflect active usage. It has an accumulated deficit of $205,415,506, a stockholders’ deficit and an auditor’s going‑concern paragraph, even after the 2026 capital raise. Voting control is concentrated: Class B shares carry 15 votes each and are held by founder and CEO William A. Mobley Jr., who is expected to control about 75.55% of voting power, making FreeCast a Nasdaq “controlled company” that uses certain reduced governance requirements.
FreeCast, Inc. obtained written consent from holders of approximately 90% of its voting power to approve, for purposes of Nasdaq Listing Rule 5635(d), the potential issuance of up to 3,243,807 shares of Class A common stock upon exercise of previously issued pre-funded warrants.
The approval relates to a June 30, 2026 private placement in which FreeCast sold 4,666,667 Class A shares at $3.00 and pre-funded warrants priced at $2.9999 with a remaining exercise price of $0.0001, generating about $23.7 million in gross proceeds for working capital and general corporate purposes. As of July 15, 2026, 47,581,062 common shares were outstanding. If all pre-funded warrants are exercised, outstanding Class A shares will increase and existing shareholders will be diluted.
FreeCast, Inc. is registering the resale of up to 7,910,474 shares of Class A common stock by selling shareholders, including 4,666,667 shares issued in a June 30, 2026 private placement and 3,243,807 shares issuable upon exercise of pre-funded warrants. The company is not selling shares in this offering and will not receive proceeds from these resales.
FreeCast operates a streaming aggregation and Platform-as-a-Service model but remains highly unprofitable. Revenue was $628,149 in the year ended June 30, 2025 and $350,859 for the nine months ended March 31, 2026, while net losses were $14,065,948 and $10,180,305, respectively. As of March 31, 2026 it had an accumulated deficit of $205,415,506 and an auditor going concern warning. A July 2026 private placement generated approximately $23.73 million in gross proceeds ($22.84 million net) for working capital and general corporate purposes.
The capital structure uses dual‑class shares; founder and CEO William A. Mobley, Jr. controls over half of the voting power through high‑vote Class B stock, making FreeCast a Nasdaq “controlled company.” Class A shares trade on the Nasdaq Global Market under the symbol CAST; the last reported price on July 15, 2026 was $2.60 per share.
FreeCast, Inc., a Florida corporation, reported an exempt securities offering under Regulation D Rule 506(b) totaling $23,731,422 USD in equity, warrant, and related securities, with a stated total remaining to be sold of $0.
The issuer selected an annual revenue range of $1 - $1,000,000. A.G.P./Alliance Global Partners is listed in connection with sales compensation and received $90,000 in reimbursed expenses, while reported finders’ fees are $0. The date of first sale in this offering is 2026-07-02.
FreeCast, Inc. Schedule 13G filing reports that Davidson Kempner-related reporting persons collectively disclose beneficial ownership of equity in the company totaling 1,850,000 shares (5.50% of the class). The filing bases percentages on an aggregate 33,655,422 shares outstanding as described.
The filing attributes shared voting and dispositive power over the disclosed shares to the reporting entities and states the reporting persons' business address and organizational forms.
FreeCast, Inc. entered into a securities purchase agreement for a private placement of 4,666,667 shares of Class A common stock and pre-funded warrants to purchase 3,243,807 shares, at $3.00 per share or warrant, for aggregate gross proceeds of approximately $23.7 million.
The company plans to use net proceeds for working capital and general corporate purposes, with specific limits on using funds for debt repayment, redemptions, or litigation settlements. Pre-funded warrants carry a $0.0001 exercise price, a 9.99% beneficial ownership cap, and require shareholder approval. FreeCast agreed to file a resale registration statement and may owe 1.5% monthly liquidated damages if registration deadlines are missed. A.G.P./Alliance Global Partners acted as placement agent and received tiered cash fees on the capital raised.