Welcome to our dedicated page for CLOUDASTRUCTURE SEC filings (Ticker: CSAI), 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.
Cloudastructure, Inc.'s SEC filings document the public-company reporting record for an emerging growth company with Class A common stock registered on the Nasdaq Capital Market under CSAI. Recent Form 8-K disclosures cover results of operations and financial-condition press releases, Regulation FD investor presentation materials and material corporate events.
The filings also address capital-structure and governance subjects, including an at-the-market equity program, Series 2 convertible preferred stock agreements, auditor changes and Nasdaq listing-compliance notices. These records provide formal disclosure around Cloudastructure's financing arrangements, securities registration, board and audit matters, and continuing exchange-listing obligations.
Cloudastructure, Inc. (Nasdaq: CSAI) has filed a Form S-1 to register up to 5,000,000 Class A shares for resale by Atlas Sciences, LLC under a $50 million equity purchase agreement (“Equity Line”). The registration covers (i) 4,626,866 “Put Shares” that Cloudastructure may, at its sole discretion, issue to Atlas over a 24-month commitment period and (ii) 373,134 “Commitment Shares” already issued in lieu of cash fees. Atlas will pay 95% of the lowest VWAP during a defined valuation window and is deemed an underwriter; it may sell the stock through various market methods at prevailing or negotiated prices.
Capital & dilution dynamics. Cloudastructure can draw up to $50 million, but only 5 million shares are currently registered; additional registrations may be required, creating further dilution. Commitment Shares were increased on 7-9-25 because the share price fell from $6.97 (2-6-25) to $2.68 (5-25-25). A beneficial-ownership cap limits Atlas to 4.99% individually (9.99% with affiliates), yet continual issuances could pressure prices.
Company profile. Formed in 2003 and headquartered in Palo Alto, Cloudastructure offers a cloud-based AI video-surveillance and Remote Guarding platform. After raising $35 million via Reg A in 2021, it secured contracts with five of the NMHC Top-10 multifamily property managers. Internal data claim the Remote Guarding service deterred >97% of threatening activity from 2023 to date. Management plans to deepen penetration in property management and expand to new markets in 2025.
Capital structure & risk. The company is an Emerging Growth Company and Smaller Reporting Company, allowing scaled disclosure and internal-control exemptions. It has authorized 250 million Class A and 100 million Class B shares plus 150 million preferred. Two series of convertible preferred stock (Series 1 & Series 2) carry double-digit preferred returns, flexible conversion prices tied to market discounts, and potential further dilution. Numerous covenants restrict additional variable-rate financings.
Investment considerations. While the Equity Line offers flexible access to capital for general corporate purposes, investors face substantial dilution, market overhang from Atlas resales, complex preferred structures, and typical high-risk factors associated with early-stage, AI-driven security businesses. Prospective investors should review the extensive Risk Factors (page 6) and conditions precedent to each “Put”.
Cloudastructure, Inc. (CSAI) – Form 4 insider transaction
- Founder, director and 10 % owner Sheldon Richard Bentley reported open-market sales of Class A common stock.
- 07/09/2025: Sold 12,191 shares at a weighted-average price of $2.18; ownership after sale: 215,721 shares.
- 07/10/2025: Sold 13,526 shares at a weighted-average price of $2.05; ownership after sale: 202,195 shares.
- Total shares sold: 25,717 (≈11 % of pre-sale holdings).
- No derivative securities were involved; no 10b5-1(c) plan was indicated.
The filing reflects modest but noteworthy insider selling that may influence short-term market sentiment, especially given Bentley’s founder status and sizable residual position.
Cloudastructure, Inc. (CSAI) – Form 4 insider transaction
Founder, Director and 10 % owner Sheldon Richard Bentley disclosed open-market sales of Class A common stock.
- 07 / 07 / 2025: 8,405 shares sold at a weighted-average $2.24 (range $2.17–$2.32).
- 07 / 08 / 2025: 13,267 shares sold at a weighted-average $2.15 (range $2.10–$2.18).
- Total shares sold: 21,672, representing roughly 8.7 % of his prior direct holding.
- Post-sale direct ownership: 227,912 Class A shares.
- No derivative securities were reported and the filing does not indicate use of a Rule 10b5-1 trading plan.
The report signals moderate insider selling by a key stakeholder, information that may influence investor sentiment toward CSAI.