Lucid Diagnostics Inc. SEC Filings

Prospectus supplement excerpts for Lucid Diagnostics, Inc. (LUCD) outline a securities offering structure and select pro forma balance sheet items. The underwriting discount is shown as $0.0575 per share totaling $1,437,500, leaving proceeds to the issuer before expenses of $0.9425 per share or $23,562,500. The underwriting allocation lists BTIG LLC: 11,875,000 shares and Maxim Group LLC: 1,250,000 shares toward a 25,000,000-share total. Pro forma capitalization items include Series B and B-1 preferred: 54,419 shares (presented with $54,419), common shares outstanding of 101,826,788, and additional paid-in capital shown as $201,013 (historical) and $224,391 (pro forma). The excerpt contains many table-of-contents entries and procedural disclosures but omits complete line-item values for several fields.

Lucid Diagnostics entered into an underwriting agreement to sell common stock to the public at $1.00 per share, with the underwriters purchasing shares from the company at $0.9425 per share, representing a $0.0575 underwriting discount. The company granted the underwriters a 30-day option to buy up to 3,750,000 additional shares at the public offering price less the underwriting discount. Lucid agreed to reimburse certain underwriting expenses, including legal fees, up to $100,000, and to indemnify the underwriters for specified liabilities under the Securities Act.

The filing cites an underlying registration statement originally filed on November 25, 2022 and declared effective December 6, 2022, and notes a preliminary prospectus supplement dated September 9, 2025 filed that same day; a final prospectus supplement will be filed under Rule 424. The Underwriting Agreement is subject to customary closing conditions, representations, warranties and covenants.

Lucid Diagnostics director Dennis Matheis reported a purchase of company common stock. The Form 4 discloses a purchase of 100,000 shares on 08/20/2025 at a weighted-average price of $1.0184 per share, with transaction prices ranging from $1.0085 to $1.0286. After the purchase, the reporting person beneficially owned 665,443 shares. The filing indicates the reporting person is a director and the Form 4 was filed by one reporting person. The reporting person authorized Michael A. Gordon to sign the Form 4 by power of attorney.

Lucid Diagnostics Inc. announced it furnished a press release reporting financial results and a business update for the fiscal quarter ended June 30, 2025. The press release is attached as Exhibit 99.1 and is incorporated by reference into this Form 8-K. The company disclosed that the information under Items 2.02 and 7.01, including the exhibit, is furnished and shall not be deemed "filed" under the Exchange Act for purposes of Section 18, nor incorporated by reference in other filings except by specific reference. The filing identifies the registrant as Lucid Diagnostics Inc., trading as LUCD on The Nasdaq Stock Market, and indicates the company qualifies as an emerging growth company.

Lucid Diagnostics (LUCD) is a commercial-stage cancer-prevention diagnostics company selling the EsoGuard test with EsoCheck sampling. For the three and six months ended June 30, 2025 the company recognized $1.16 million and $1.99 million of revenue, respectively, while reporting a net loss attributable to common stockholders of $7.9 million for the quarter and $43.9 million for the six months. Operating activities used $23.0 million of cash in the first half of 2025, leaving $31.1 million of cash and approximately $4.4 million of working capital as of June 30, 2025.

Key balance sheet and financing items include total assets of $38.7 million, stockholders' equity of $7.9 million, and Senior Secured Convertible Notes with $21.975 million face value carried at fair value of $25.3 million (conversion price $1.00; 12% stated interest). Management discloses substantial doubt about going concern absent increased reimbursement, revenue growth or additional financing. Recent developments include two equity raises in March and April 2025 netting ~$31.0 million, an ATM up to $25.0 million, Highmark coverage in New York effective May 26, 2025, MolDx LCD reconsideration (CAC on Sept 4, 2025), multiple peer-reviewed publications, and an $8.0 million NIH R01 award to CWRU investigators.