SeaStar Medical Holding Corp SEC Filings

Director John Neuman of SeaStar Medical Holding Corporation (ICU) has increased his position in the company through a significant stock purchase on June 24, 2025. The insider acquired 40,000 shares of common stock at a weighted average price of $0.3599 per share, with individual transaction prices ranging from $0.359 to $0.36.

Following this transaction, Neuman's direct ownership has increased to 80,000 shares of the company's common stock. The purchase was reported via Form 4 filing on June 28, 2025, within the required reporting timeline for insider transactions.

Key transaction details:

• Transaction type: Direct purchase of common stock
• Total transaction value: Approximately $14,396
• Position: Director
• Ownership type: Direct ownership

SeaStar Medical Holding Corporation (Nasdaq: ICU) has filed a Rule 424(b)(4) prospectus for a mixed securities offering designed to raise up to $4.0 million in gross proceeds. The company will sell 4,935,385 shares of common stock at $0.65 per share and 1,218,462 pre-funded warrants at $0.6499 each. Every share or pre-funded warrant is bundled with one Series A warrant (5-year term) and one Series B warrant (18-month term), both carrying a $0.65 exercise price. In addition, placement agent H.C. Wainwright will receive 430,769 warrants (exercise price = 125% of the offering price) plus cash fees equal to 7% of gross proceeds, a 1% management fee, and up to $125,950 in expenses.

The structure is best-efforts and has no minimum, meaning funds are immediately available to the company and investors will not receive refunds if demand is weak. Net proceeds before offering expenses are estimated at $3.68 million; actual proceeds may be substantially lower because warrant exercises are not included. The warrants and pre-funded warrants will not be listed, limiting secondary-market liquidity.

SeaStar is both an emerging growth and smaller reporting company. Following a 1-for-25 reverse split effected on 7 June 2024, ICU shares last closed at $0.9763, while listed $11.50 warrants traded at $0.0284. The company remains under a Nasdaq panel exception that expires 22 June 2025; by that date it must regain compliance with the $2.5 million stockholders’ equity rule and update Nasdaq on fundraising and 12-month projections. Failure could result in delisting.

Prospective investors should review the extensive Risk Factors section, which highlights dilution, delisting risk, and the absence of an escrow arrangement.

SeaStar Medical Holding Corp (ICU) has received a formal Notice of Effectiveness from the U.S. Securities and Exchange Commission, confirming that the company’s Form S-1 registration statement (File No. 333-288065) became effective on June 20 2025 at 12:00 p.m. ET. The effectiveness marks the final regulatory step required before the company may use the registration statement for activities described therein, such as issuing or reselling securities. No additional financial metrics, transaction details, or offering terms were included in this notice.

SeaStar Medical Holding Corporation (NASDAQ: ICU) has filed an S-1/A amendment for a significant securities offering, including:

The offering comprises:

• Up to 5,149,860 shares of common stock with accompanying Series A and B warrants
• Alternative option of 5,149,860 pre-funded warrants with accompanying Series A and B warrants
• 297,035 placement agent warrants
• Total of 15,746,615 shares issuable upon exercise of all warrants

Key terms include an assumed offering price of $0.9709 per share, with Series A warrants having a 5-year term and Series B warrants an 18-month term. H.C. Wainwright & Co. is acting as exclusive placement agent, receiving a 7% cash fee and 1% management fee. The company, classified as a smaller reporting and emerging growth company, recently completed a 1-for-25 reverse stock split in June 2024. The offering will terminate on July 18, 2025, unless terminated earlier.