Welcome to our dedicated page for CaliberCos SEC filings (Ticker: CWD), 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.
The CaliberCos Inc. (CWD) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures as a Nasdaq Capital Market issuer. Caliber, an alternative asset manager with a private equity real estate platform and a Digital Asset Treasury strategy anchored in Chainlink’s LINK token, uses filings such as Form 8-K to report material events, capital structure changes, and key business updates.
Investors reviewing CWD filings will find multiple Form 8-K reports describing topics like equity offerings, a note conversion program that allows holders of certain unsecured promissory notes to convert into Class A common stock, and the resulting impact on debt levels and stockholders’ equity. Other 8-K filings discuss Nasdaq Listing Rule 5550(b)(1) stockholders’ equity compliance, including prior notifications of deficiency and subsequent confirmation that Caliber regained compliance based on reported equity levels.
Caliber also uses Form 8-K to furnish press releases about its financial results, including quarterly earnings, preliminary estimates, and supplemental information on its asset management "Platform" performance. Additional filings cover the launch and evolution of its Digital Asset Treasury strategy, including strategic purchases of LINK tokens, staking activity with Chainlink node operators, and the selection of institutional trading and custody platforms such as Coinbase Prime and StoneX.
Through Stock Titan, users can monitor new Caliber filings as they appear on EDGAR and use AI-powered summaries to quickly understand the significance of each document. This includes identifying how specific filings relate to capital management, digital asset holdings, listing status, and the performance of Caliber’s asset management platform. Filings related to insider transactions (Form 4), annual reports (Form 10-K), and quarterly reports (Form 10-Q), when available, can be reviewed alongside 8-Ks to build a more complete picture of CWD’s regulatory and financial history.
CaliberCos Inc. (S-3) describes the company’s fee-based private equity real estate platform and the securities being registered. The filing details multiple revenue streams: organizational and offering fees recognized at contract completion; fund management fees generally of 1.0%–1.5% of unreturned capital (and 0.7% of enterprise value for the Caliber Hospitality Trust); financing fees recognized at loan closing and fees for guaranteeing loans; real estate development and construction management fees of up to 4.0% each (combined up to 6%); brokerage fees at fixed rates for transactions; and performance allocations typically of 15.0%–35.0% of cash distributions after fund preferred returns.
The filing lists 4,598,509 shares of Class A common stock issued and outstanding as of September 23, 2025, and enumerates potential additional shares from preferred stock conversions, options, RSUs, warrants, convertible debt, a $25 million equity purchase agreement, Rights and plan reserves. The document also describes certain corporate governance and regulatory exemptions available to smaller or emerging reporting companies and specifies redemption fee schedules of 10%, 8%, and 6% depending on timing.
CaliberCos Inc. reported that its joint venture development, PURE Pickleball & Padel, has reached an important pre-construction milestone. On September 29, 2025, the company announced that PURE’s construction documents are complete and have been submitted to, and accepted for review by, the Salt River Pima-Maricopa Indian Community.
This acceptance begins PURE’s building permitting process, which the company describes as the final step before construction can start on the facility. The update was shared through a press release furnished as an exhibit to this current report.
CaliberCos Inc. filed a current report describing a corporate update under Regulation FD. On September 23, 2025, the company announced in a press release that it has selected Coinbase Prime as its institutional platform for trading and custody to support Caliber’s Digital Asset Treasury (DAT) Strategy. This means Caliber plans to use Coinbase Prime’s services to manage and safeguard the digital assets it holds as part of this treasury approach.
The press release detailing this decision is included as Exhibit 99.1 and is furnished, not filed, under securities laws, which limits its use for certain legal liability and incorporation purposes.
CaliberCos Inc. filed a current report describing a change in its treasury management approach. The company completed a
CaliberCos Inc. prospectus supplement (Form 424B5) describes an "at-the-market" offering of up to $10,333,203 of Class A common stock (up to 5,531,691 shares assuming a $7.45 price). The company intends to use most net proceeds to acquire digital assets, beginning with LINK, with remaining proceeds for working capital and its core business. The document details asset management revenue streams: fund set-up fees recognized at completion; fund management fees generally of 1.0%–1.5% of unreturned capital (and 0.7% of enterprise value for Caliber Hospitality Trust); financing fees recognized at loan closing; development/construction fees typically 4.0% of project costs; brokerage fees at fixed rates; and performance allocations of 15%–35% of cash distributions after preferred returns, where preferred returns range from 6%–12%. The Sales Agents (R.F. Lafferty & Co. Inc. and The Benchmark Company, LLC) act as underwriters using reasonable best efforts and are indemnified by the company. Financial statements are audited by Deloitte & Touche LLP and multiple SEC filings are incorporated by reference.
CaliberCos Inc. entered into a securities purchase agreement with Mast Hill Fund, L.P. on September 11, 2025, issuing 15,868 shares of Series B Preferred Stock at $1,000 per share for gross proceeds of $15,868,000. The Series B Preferred Stock has a $1,000 stated value, can be optionally converted at a rate based on a $250.00 conversion price, carries no general voting rights but has protective voting rights, and ranks senior to the company’s common stock in liquidation.
On September 17, 2025, CaliberCos also established an at-the-market equity program under a Sales Agreement with R.F. Lafferty & Co., Inc. and The Benchmark Company, LLC, allowing sales of up to $10,333,203 of Class A common stock through the Managers as sales agents, with commissions of up to 3.0%. The ATM program may be suspended or terminated by either party, and is supported by a previously effective $50,000,000 shelf registration and a new prospectus supplement.
CaliberCos Inc. filed a current report describing the launch of its Digital Asset Treasury strategy. On September 9, 2025, the company completed its initial purchase of Chainlink (LINK) tokens as a system test transaction. This is Caliber’s first transaction under the strategy, which aims to accumulate LINK over time through consistent purchases with a stated objective of pursuing long-term appreciation and current yield via staking. The company furnished a press release with additional details as an exhibit to the report.
CaliberCos Inc. discloses multiple classes of potential dilution tied to outstanding convertible securities, options, warrants, rights and reserved plan shares. The filing lists specific issuable amounts including 135,440 option shares, 241,060 RSU shares, 129,432 warrant shares, 134,284 shares from convertible debt, and 124,419 shares reserved under the 2024 Equity Incentive Plan. It also notes 965,714 shares were issued under an Equity Purchase Agreement with Mast Hill at a weighted average sales price of
CaliberCos Inc. has approved a new Digital Asset Treasury Strategy and Policy that will make digital assets, starting with Chainlink’s LINK token, the principal holding in its treasury reserves. The company may use available liquidity, including proceeds from its existing Equity Line of Credit facility, to purchase LINK and related digital assets, and plans to explore operating Chainlink validator nodes and staking LINK to earn additional LINK rewards.
The filing emphasizes that LINK is highly volatile and less liquid than cash, so declines in its value could materially affect CaliberCos’ earnings and the market price of its Class A common stock. The company details extensive risks around crypto market instability, custody and counterparty failures, cyberattacks, regulatory and tax changes, potential treatment of LINK as a security or investment security under the Investment Company Act, and the possibility that this strategy could complicate relationships with banks, insurers, auditors, and other service providers.
CaliberCos Inc. files a prospectus supplement covering the resale of up to 13,475,412 shares of Class A common stock held by selling stockholders. The supplement primarily updates how any proceeds received by the company from related arrangements will be used.
The company will not receive cash from selling stockholders’ resale of shares, but may receive up to $25 million in gross proceeds from sales of Class A common stock to Mast Hill under an equity purchase agreement, as well as any cash exercise of warrants. CaliberCos now plans to use any such proceeds to acquire digital assets, starting with LINK, with the remainder allocated to working capital and general corporate purposes for its existing core operating business.