Oxbridge Re (OXBR) sets $1,678,301 at-the-market share sales deal
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Oxbridge Re Holdings Limited entered into an at-the-market sales agreement with Chardan Capital Markets, allowing it to sell ordinary shares with an aggregate offering price of up to $1,678,301 under its existing Form S-3 shelf registration. Chardan will act as sales agent and receive a 3.0% commission on gross proceeds, plus up to $20,000 for legal fees. Sales, if any, may be made from time to time on the Nasdaq Capital Market, and the company is not obligated to issue any shares. Oxbridge Re plans to use any net proceeds for general corporate purposes, including funding its reinsurance operations, with interim investment in short-term, investment grade, interest-bearing instruments or cash. The new agreement replaces a prior sales arrangement with Maxim Group that was terminated on June 20, 2026.
Positive
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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 capacity: $1,678,301 aggregate offering price
Sales agent commission: 3.0% of gross proceeds
Legal fee reimbursement cap: $20,000
+3 more
6 metrics
ATM capacity
$1,678,301 aggregate offering price
Ordinary Shares registered on Form S-3
Sales agent commission
3.0% of gross proceeds
Commission on Ordinary Shares sold under ATM
Legal fee reimbursement cap
$20,000
Fees and disbursements of sales agent’s legal counsel
Form S-3 file number
333-287186
Shelf registration statement used for ATM
Agreement date
June 22, 2026
Date of At-the-Market Sales Agreement with Chardan
Prior agreement termination
June 20, 2026
Termination date of Maxim Group sales agreement
Key Terms
At-the-Market Sales Agreement, Rule 415, shelf registration statement on Form S-3, ordinary shares, +1 more
5 terms
At-the-Market Sales Agreement financial
"entered into an At-the-Market Sales Agreement (the “Offering Agreement”) with Chardan Capital Markets LLC"
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.
Rule 415 regulatory
"“at-the-market” offerings as defined in Rule 415 under the Securities Act of 1933"
Rule 415 is a U.S. Securities and Exchange Commission regulation that lets a company register securities ahead of time and then offer them for sale in pieces over an extended period under a “shelf” registration, so offerings can be launched quickly when market conditions suit the issuer. For investors, it signals that management has a ready way to raise capital fast—useful for seizing opportunities but potentially dilutive to existing shareholders, like a company pre-loading a credit line it can tap as needed.
shelf registration statement on Form S-3 regulatory
"registered pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-287186)"
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.
emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
FAQ
What at-the-market offering did Oxbridge Re (OXBR) establish in June 2026?
Oxbridge Re established an at-the-market offering program with Chardan Capital Markets to sell ordinary shares with an aggregate offering price of up to $1,678,301 under its Form S-3 shelf registration, providing flexible access to equity capital over time.
How will Chardan Capital Markets be compensated in the Oxbridge Re (OXBR) ATM program?
Chardan Capital Markets will receive a 3.0% commission on the gross proceeds from any Oxbridge Re ordinary shares sold under the at-the-market agreement, and the company will reimburse up to $20,000 of Chardan’s legal counsel fees related to executing the agreement.
How does the new Oxbridge Re (OXBR) ATM agreement relate to its prior sales arrangement?
The new at-the-market sales agreement with Chardan Capital Markets replaces Oxbridge Re’s prior sales agreement with Maxim Group, which was dated July 9, 2025 and terminated on June 20, 2026, shifting agency responsibilities for any future at-the-market share sales.
How does Oxbridge Re (OXBR) intend to use net proceeds from the ATM offering?
Oxbridge Re intends to use any net proceeds from the at-the-market offering for general corporate purposes, including funding its reinsurance operations, and to invest the funds temporarily in short-term, investment grade, interest-bearing instruments or hold them as cash until deployed.