Calidi Biotherapeutics, Inc. (CLDI) entered into a stock purchase agreement on September 17, 2026 with accredited and institutional investors for a registered direct offering of 1,025,640 shares of common stock at $1.17 per share, under its effective Form S-3 shelf registration statement. The offering closed on September 21, 2026 and generated approximately $1.2 million in gross proceeds, which Calidi intends to use for working capital and general corporate purposes. No underwriter, placement agent, broker-dealer or similar intermediary was engaged, and no related fees or commissions were paid. For 45 days after closing, Calidi agreed not to issue most additional equity or equity-linked securities without consent from Purchasers holding more than 50% of the shares sold, and directors and executive officers agreed to 60-day lock-ups on sales or transfers of company equity.
Calidi Biotherapeutics, Inc. (CLDI) is conducting a registered direct offering of 1,025,640 shares of common stock at $1.17 per share, for gross proceeds of $1.2 million and estimated net proceeds of about $1.1 million. Shares outstanding will increase from 2,660,209 to 3,685,849 shares immediately after the offering. The company plans to use the cash for working capital and general corporate purposes, including advancing its preclinical and clinical programs.
Calidi is a clinical-stage biotechnology company developing oncolytic virus platforms (RedTail, SuperNova, NeuroNova) and expects to enter the clinic with CLD-401 in early 2027. It reported a $8.3 million net loss for the six months ended June 30, 2026 and an accumulated deficit of $149.9 million, and its auditors and management disclose substantial doubt about its ability to continue as a going concern. The company believes existing cash plus this raise will fund operations for roughly two months under its current plan, so it anticipates needing substantial additional capital, which could be dilutive.
Calidi Biotherapeutics, Inc. (CLDI) reported that director George Peoples received a grant of 4,000 non-qualified stock options on August 17, 2026. These options have an exercise price of $1.36 per share, expire on August 17, 2036, and vest in 1/12 monthly over one year under Calidi’s 2023 Equity Incentive Plan and non-employee director compensation policy. The reported post-transaction derivative holdings of 4,000 options relate only to this grant and do not include options previously granted.
Calidi Biotherapeutics, Inc. (CLDI) reported that director Scott Leftwich received a grant of non-qualified stock options covering 4,000 shares of common stock on August 17, 2026. The options have an exercise price of $1.36 per share, vest in 1/12th monthly over one year starting on the grant date, and expire on August 17, 2036. Following this grant, the filing shows 4,000 options held from this award, excluding any options previously granted.
Calidi Biotherapeutics, Inc. (CLDI) reported that director Alan R. Stewart received a grant of non-qualified stock options for 4,000 shares of common stock. The options have an exercise price of $1.36 per share, expire on August 17, 2036, and were issued under the company’s 2023 Equity Incentive Plan pursuant to its non-employee director compensation policy.
The options vest and become exercisable in 1/12th per month over one year starting on the August 17, 2026 grant date. Following this grant, the reported derivative holdings from this award total 4,000 options, excluding any options previously granted to the director.
Calidi Biotherapeutics, Inc. (CLDI) reported that its Chief Financial Officer, Jackson Andrew C., received a grant of 14,000 incentive stock options to purchase common stock. The options have an exercise price of $1.36 per share, equal to the closing price on August 17, 2026, and expire on August 17, 2036. Under the company’s 2023 Equity Incentive Plan, 25% of the options vest on the one-year anniversary of August 17, 2026, with the remaining 75% vesting in 36 equal monthly installments, subject to continued service. This grant does not include any incentive stock options previously awarded to the officer.
Calidi Biotherapeutics, Inc. (CLDI) reported that director James A. Schoeneck received a grant of 5,000 non-qualified stock options on August 17, 2026. The options have an exercise price of $1.36 per share, vest in 1/12th monthly over one year, expire on August 17, 2036, and were issued under Calidi’s 2023 Equity Incentive Plan pursuant to its non-employee director compensation policy. Following this grant, Schoeneck holds 5,000 options reported here, which do not include options previously granted.
Calidi Biotherapeutics, Inc. (CLDI) reported that its Chief Executive Officer, Eric E. Poma, received a grant of 32,000 incentive stock options under the company’s 2023 Equity Incentive Plan. The options have a $1.36 exercise price, vest over four years based on continued service, and expire on August 17, 2036. This grant does not include any options previously awarded to him.
Calidi Biotherapeutics, Inc. (CLDI) reported that Chief Scientific Officer Antonio Fernandez Santidrian received a grant of 16,000 incentive stock options under the company’s 2023 Equity Incentive Plan. The options have an exercise price of $1.36 per share and expire on August 17, 2036.
According to the vesting schedule, 25% of the options vest on the one-year anniversary of August 17, 2026, and the remaining 75% vest in equal monthly installments over 36 months, subject to continued service. The filing notes this grant does not include incentive stock options previously granted to the reporting person.
Calidi Biotherapeutics, Inc. (CLDI) reported that director Sanders Corazon (Corsee) D. received a grant of non-qualified stock options on August 17, 2026. The grant covers 6,000 options to purchase common stock at an exercise price of $1.36 per share, equal to the closing price on the grant date. These options vest and become exercisable in 1/12th monthly installments over one year, starting on the grant date, and expire on August 17, 2036. The options were granted under Calidi’s non-employee director compensation policy and issued pursuant to its 2023 Equity Incentive Plan. The reported post-transaction holding of 6,000 options reflects only this grant and does not include options previously granted to the director.