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Nuwellis Inc S-1 Filings

NUWE NASDAQ

Every S-1 that Nuwellis Inc (NUWE) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A S-1 covers the registration statement a company files to sell shares publicly, so if you follow NUWE and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NUWE filings page.

Rhea-AI Summary

Nuwellis, Inc. plans a reasonable best efforts offering of up to 6,578,948 shares of common stock, or pre-funded warrants in lieu of shares, each bundled with Series C and Series D common warrants. The warrants cover up to 26,315,792 shares, with another 6,776,316 shares underlying pre-funded and placement agent warrants, for a total of up to 33,092,108 underlying shares.

At an assumed combined public offering price of $0.76, Nuwellis estimates net proceeds of about $4.4 million if all securities are sold, to be used mainly for working capital, general corporate purposes and potential acquisitions. Common shares outstanding would rise from 2,635,718 as of March 31, 2026 to 9,214,666, assuming all pre-funded warrants are exercised but none of the new common or placement agent warrants are exercised.

The offering has no minimum proceeds requirement, so investors could fund the company even if only a portion of the securities are sold. A concurrent private “warrant reprice” will reduce the exercise price on up to 3,284,788 existing warrants to the public offering price, contingent on stockholder approval. Risk factors highlight limited cash runway into the second quarter of 2026, dependence on a single product line (the Aquadex System), material weaknesses in internal controls, and ongoing operating losses.

Rhea-AI Summary

Nuwellis, Inc. is seeking to raise capital through a primary offering of up to 6,578,948 shares of common stock or pre-funded warrants, together with Series C and Series D common warrants and related placement agent warrants. The securities are sold on a reasonable best efforts basis with no minimum offering amount or escrow, so proceeds may be significantly less than anticipated.

Assuming a combined public offering price of $0.76 per share and accompanying warrants, Nuwellis estimates net proceeds of about $4.4 million, intended mainly for working capital and general corporate purposes, including potential acquisitions. Common shares outstanding would rise from 2,635,718 as of March 31, 2026, to 9,214,666 if all pre-funded warrants are exercised and none of the common or placement agent warrants are exercised.

The company warns that it currently expects to have sufficient capital only through the end of the second quarter of 2026 and is raising funds to support operations through fiscal 2026. Nuwellis depends heavily on a single product, the Aquadex System, has an accumulated deficit of $316.3 million and reported a net loss of $17.5 million as of December 31, 2025. The filing highlights material weaknesses in internal control over financial reporting and concentration among a small number of customers, as well as extensive operational, regulatory, reimbursement and product liability risks.

Rhea-AI Summary

Nuwellis, Inc. is registering up to 4,854,369 shares of common stock or pre-funded warrants, plus related common warrants and up to 14,708,738 shares of common stock issuable upon exercise of the pre-funded, Series C, Series D and placement agent warrants, in a reasonable best efforts offering.

The assumed combined public offering price is $1.03 per share and accompanying common warrants, implying estimated net proceeds of about $4.4 million if all securities are sold. Nuwellis plans to use the cash for working capital, general corporate purposes and potential acquisitions. There is no minimum offering amount or escrow, so investors could fund the company even if limited proceeds are raised.

Common stock outstanding was 2,635,718 shares as of March 31, 2026 and would rise to 7,490,087 shares if all primary shares and pre-funded warrants are issued and exercised, excluding any warrant exercises. The company reports net losses of $17.5 million in 2025 and an accumulated deficit of $316.3 million, relies on a single product (the Aquadex System), has capital only through the second quarter of 2026, and has identified material weaknesses in internal control, all highlighted as key risks.