CREATIVE REALITIES, INC. SEC Filings

Creative Realities, Inc. Chief Financial Officer Tamra L. Koshewa reported an open-market purchase of 28,571 shares of the company’s Common Stock. The transaction took place on June 30, 2026 at a price of $3.50 per share. Following this purchase, she directly owns 28,571 shares of Creative Realities common stock.

Creative Realities, Inc. insider Richard C. Mills filed an amended Schedule 13D reporting beneficial ownership of 1,703,927 shares of Common Stock, representing 11.9% of the company’s outstanding shares. His holdings include directly owned shares, restricted stock units, vested stock options, and shares held through RFK Communications, LLC.

On June 30, 2026, Mills purchased 200,000 shares from the underwriter in a public offering of common stock and pre-funded warrants. In connection with that offering, he entered into a 90-day lock-up agreement starting June 29, 2026, restricting most sales of his Creative Realities securities unless the underwriter waives those limits.

Creative Realities, Inc. entered into an underwriting agreement for an underwritten public offering of 2,528,571 shares of common stock at $3.50 per share and pre-funded warrants to purchase 900,000 shares at $3.49 per warrant. The company also granted a 30-day option for the underwriter to buy up to 428,614 additional shares at the same public price, less underwriting discounts and commissions. Gross proceeds are expected to be about $12.0 million, with net proceeds estimated at $10.9 million, or $12.3 million if the option is fully exercised. The company plans to repay $1 million of its term loan and use the remaining net proceeds to reduce its revolving loan, increasing availability for potential acquisitions and general corporate purposes.

Creative Realities, Inc. is offering 2,528,571 shares of common stock and pre-funded warrants to purchase 900,000 shares of common stock (900,000 underlying shares) in a registered primary offering.

The public offering price is $3.50 per common share and $3.49 per pre-funded warrant; each pre-funded warrant is exercisable for one share at an exercise price of $0.01, is exercisable upon issuance (subject to an ownership limitation), and will not expire. Net proceeds are estimated at approximately $10.9 million, which the company intends to use to repay about $1.0 million of term loan obligations and to pay down its revolving credit facility, with remaining proceeds available for potential acquisitions and general corporate purposes.

As disclosed for context, shares outstanding were 10,569,321 as of June 22, 2026, and the company reports common stock to be outstanding immediately after the offering of 13,097,892 shares (excluding shares issuable upon exercise of the pre-funded warrants). The filing notes a Beneficial Ownership Limitation of 4.99% (electable to 9.99%) applicable to exercises of the pre-funded warrants.

Creative Realities, Inc. has commenced an underwritten public offering of its common stock and, for certain investors, pre-funded warrants to purchase common stock. The company also plans to give the underwriter a 30-day option to buy up to an additional 12.5% of the shares offered. Net proceeds are expected to be used for working capital, general corporate purposes, debt paydown and potential acquisitions.

For the quarter ending June 30, 2026, Creative Realities preliminarily estimates unaudited revenue between $21.0 million and $23.0 million and Adjusted EBITDA between $2.0 million and $2.2 million, implying an Adjusted EBITDA margin of about 10.0%. These figures are non-GAAP, unaudited, and may change after the quarter-end closing process.

Creative Realities, Inc. is offering shares of its common stock and pre-funded warrants exercisable at $0.01 per share. This prospectus supplement is preliminary and subject to completion; public offering prices, sizes and certain other terms remain to be finalized.

The supplement discloses an aggregate market value of common stock held by non-affiliates of $40.5 million based on 9,878,159 non-affiliate shares as of June 22, 2026 and a closing price of $4.10 on June 26, 2026. The company states it expects to use net proceeds to repay approximately $1.0 million of a term loan and to pay down its revolving facility to increase availability for potential acquisitions and general corporate purposes.

Creative Realities, Inc. filed a shelf prospectus to offer up to $100,000,000 of common stock, preferred stock, warrants and/or debt securities. The shelf permits multiple offerings from time to time and will be accompanied by prospectus supplements that specify exact terms, plan of distribution and net proceeds. As of June 2, 2026 the last reported share price was $3.75 and the public float was $37,035,398. The prospectus discloses authorized capital, 10,567,268 shares of common stock outstanding as of June 2, 2026, and details for outstanding Series A Convertible Preferred Shares including a $1,000 stated value and a conversion price of $3.00 (subject to ownership and exchange caps).

Creative Realities, Inc. files a shelf registration statement to offer up to $100,000,000 of common stock, preferred stock, warrants and/or debt securities under a prospectus dated June 4, 2026. The filing also carries forward $37,640,848 of unsold securities from a prior registration statement.

The prospectus states the company may sell these securities from time to time in one or more offerings and will provide specific terms in prospectus supplements. As of June 2, 2026, the company reports 10,567,268 shares of common stock issued and outstanding, 30,000 Series A Preferred Shares issued and outstanding, a common share closing price of $3.75 and a reported public float of $37,035,398. The Series A Preferred has a stated value of $1,000 per share and a conversion price of $3.00, subject to conversion limits described in its Certificate of Designations.