Organogenesis (Nasdaq: ORGO) sets up $75M at-the-market stock sale
Rhea-AI Filing Summary
Organogenesis Holdings Inc. entered into an at-the-market Sales Agreement with BTIG, LLC and Citizens JMP Securities, LLC, allowing it to offer and sell shares of its Class A common stock having an aggregate offering price of up to $75,000,000 from time to time through the agents.
The shares are offered under a previously filed shelf registration statement on Form S-3 (No. 333-281392), filed with the SEC on August 8, 2024 and declared effective on August 15, 2024, pursuant to a prospectus supplement dated August 6, 2026. Sales may be made as “at the market offerings” under Rule 415(a)(4), including on the Nasdaq Capital Market. Organogenesis will pay the agents a commission of up to 3.0% of the gross sales price per share, has no obligation to sell any shares, and the offering will terminate upon termination of the Sales Agreement in accordance with its terms.
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8-K Event Classification
2 items: 1.01, 9.01
2 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
ATM program size: $75,000,000
Agent commission: 3.0% of gross sales price per share
Prospectus supplement date: August 6, 2026
+3 more
6 metrics
ATM program size
$75,000,000
Aggregate offering price of Class A common stock under the Sales Agreement
Agent commission
3.0% of gross sales price per share
Commission payable to BTIG and Citizens JMP for shares sold
Prospectus supplement date
August 6, 2026
Date of prospectus supplement covering the at-the-market offering
Shelf filing date
August 8, 2024
Date Form S-3 shelf registration statement was filed with the SEC
Shelf effectiveness date
August 15, 2024
Date Form S-3 shelf registration statement was declared effective
Registration statement number
333-281392
Form S-3 registration statement supporting the at-the-market offering
Key Terms
At-the-Market Sales Agreement, shelf registration statement on Form S-3, prospectus supplement, Rule 415(a)(4), +1 more
5 terms
At-the-Market Sales Agreement financial
"entered into an At-the-Market Sales Agreement (the “Sales Agreement”) with BTIG"
An at-the-market sales agreement lets a company raise cash by selling newly issued shares directly into the open market at whatever price buyers are paying that day, using a broker to place the trades over time. Investors should watch these deals because they can dilute existing ownership and put downward pressure on the stock price while giving the company flexible, on-demand funding—like a store gradually listing extra items on an online marketplace at current prices.
shelf registration statement on Form S-3 regulatory
"pursuant to the Corporation’s previously filed and currently effective shelf registration statement on Form S-3"
A shelf registration statement on Form S-3 is a pre-approved filing with the Securities and Exchange Commission that lets an eligible public company register securities in advance and sell them later in one or more offerings without repeating the full registration process. Think of it like a pre-approved funding line: it gives management the flexibility to raise capital quickly when market conditions are right, a move that can affect share supply, dilution and investor returns, so investors monitor it as a signal of potential financing activity.
prospectus supplement regulatory
"The Corporation filed a prospectus supplement dated August 6, 2026 with the Commission"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
Rule 415(a)(4) regulatory
"an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act"
Rule 415(a)(4) is a U.S. Securities and Exchange Commission rule that lets a company add more securities to an already effective shelf registration, so those additional shares or bonds can be sold later without filing a completely new registration. For investors it matters because it gives the issuer the flexibility to raise cash quickly—like having an open credit line—while creating the possibility of dilution or changes in supply that can affect share price.
Nasdaq Capital Market financial
"sales made directly on the Nasdaq Capital Market or any other existing trading market"
The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What equity offering did Organogenesis (ORGO) establish on August 6, 2026?
Organogenesis entered an at-the-market Sales Agreement to offer and sell up to $75,000,000 of its Class A common stock. Sales may occur from time to time through BTIG and Citizens JMP Securities under a prospectus supplement dated August 6, 2026.
What commission will the agents receive in Organogenesis (ORGO)’s ATM program?
Organogenesis will pay BTIG and Citizens JMP Securities a commission of up to 3.0% of the gross sales price per share. This applies to Class A common stock sold through the agents under the at-the-market Sales Agreement.
Which registration statement supports Organogenesis (ORGO)’s at-the-market offering?
The at-the-market offering uses Organogenesis’ shelf registration statement on Form S-3 (No. 333-281392). It was filed with the SEC on August 8, 2024 and declared effective on August 15, 2024, with a related prospectus supplement dated August 6, 2026.