Catheter Precision (NYSE American: VTAK) closes $3.47M Series C-3 preferred sale
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Catheter Precision, Inc. completed the closing of a private placement of 3,470 shares of newly designated Series C-3 Convertible Preferred Stock, each with a $1,000 stated value, for aggregate gross proceeds of $3,470,000. The transaction followed prior stockholder approval and effectiveness of a Form S-1 registering resale of common shares issuable upon conversion.
The Series C-3 Preferred Stock is convertible at the holder’s option into common stock at an initial conversion price of $0.632 per share, subject to a $0.35 floor price the company may waive and customary anti-dilution adjustments. Conversion is limited by a 4.99% beneficial ownership cap, which holders may increase to 9.99% with 61 days’ notice. The preferred shares rank senior to common stock for dividends and liquidation, and conversion will dilute existing common holders. A Certificate of Designation filed on July 14, 2026 formally designated the 3,470 Series C-3 shares. Net proceeds are intended for working capital, loan repayment and general corporate purposes, with the offering relying on Section 4(a)(2) and Rule 506(b) exemptions.
Positive
- None.
Negative
- None.
8-K Event Classification
4 items: 3.02, 3.03, 5.03, 9.01
4 items
Item 3.02
Unregistered Sales of Equity Securities
Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 3.03
Material Modification to Rights of Security Holders
Securities
A change was made that materially affects the rights of existing shareholders (e.g., dividend rights, voting rights).
Item 5.03
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Series C-3 Preferred Shares Issued: 3,470 shares
Aggregate Gross Proceeds: $3,470,000
Stated Value per Preferred Share: $1,000 per share
+5 more
8 metrics
Series C-3 Preferred Shares Issued
3,470 shares
Aggregate shares of Series C-3 Convertible Preferred Stock issued at closing
Aggregate Gross Proceeds
$3,470,000
Gross proceeds from the Series C-3 Convertible Preferred Stock closing
Stated Value per Preferred Share
$1,000 per share
Stated value of each Series C-3 Convertible Preferred Stock share
Initial Conversion Price
$0.632 per share
Initial conversion price of Series C-3 Preferred into Common Stock
Conversion Floor Price
$0.35 per share
Floor price for conversion, which the company may waive
Beneficial Ownership Limitation
4.99% of outstanding Common Stock
Initial cap on beneficial ownership upon conversion of Series C-3 Preferred
Maximum Beneficial Ownership Cap
9.99% of outstanding Common Stock
Maximum cap if increased by holder with 61 days’ notice
Preferred Shares Designated as Series C-3
3,470 shares
Shares of authorized preferred stock designated as Series C-3
Key Terms
Series C-3 Convertible Preferred Stock, beneficial ownership limitation, stated value, anti-dilution adjustments, +2 more
6 terms
Series C-3 Convertible Preferred Stock financial
"aggregate of 3,470 shares of the Company’s newly designated Series C-3 Convertible Preferred Stock"
beneficial ownership limitation financial
"Conversion is also subject to a beneficial ownership limitation, initially set at 4.99% of the outstanding shares"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
stated value financial
"par value $0.0001 per share and stated value of $1,000 per share"
Stated value is an accounting figure a company assigns to a share when the share has no par (legal) value; it becomes the portion of proceeds recorded as the company’s permanent capital for regulatory and bookkeeping purposes. It matters to investors because it affects the equity reported on the balance sheet and the legal limits on distributions or dividend payments, but it is not the market price — think of it as a record-keeping sticker price rather than what buyers actually pay.
anti-dilution adjustments financial
"subject to a floor price of $0.35 per share and customary anti-dilution adjustments"
Anti-dilution adjustments are changes made to the ownership stakes or value of an investment to protect investors from having their shares become less valuable if the company issues new shares at a lower price. Imagine buying a piece of a pie, and then the pie is cut into more slices without increasing in size—these adjustments help ensure your slice still retains its worth. They matter to investors because they help preserve the value of their investment when the company’s share price drops.
Regulation D regulatory
"Rule 506(b) of Regulation D promulgated thereunder, as transactions by an issuer not involving any public offering"
Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.
Certificate of Designation regulatory
"The other terms of the Series C-3 Preferred Stock are set forth in the Certificate of Designation"
A certificate of designation is a formal document that spells out the specific rights and rules attached to a particular class or series of stock, usually preferred shares. Think of it as a rulebook or menu that lists dividend terms, liquidation priority, conversion or redemption rights and any special voting protections; investors use it to judge how much income, control or downside protection those shares will provide compared with other securities.
FAQ
What financing did Catheter Precision (VTAK) complete in July 2026?
Catheter Precision completed a private placement of 3,470 shares of Series C-3 Convertible Preferred Stock for aggregate gross proceeds of $3,470,000. The financing followed stockholder approval and an effective S-1 registering resale of common stock issuable upon conversion.
What are the key terms of VTAK’s Series C-3 Convertible Preferred Stock?
Each Series C-3 share has a $1,000 stated value and is convertible into common stock at an initial price of $0.632 per share, with a $0.35 floor and anti-dilution adjustments. The shares rank senior to common stock for dividends and liquidation.
How will Catheter Precision (VTAK) use the proceeds from the Series C-3 closing?
The company intends to use the net proceeds from the $3,470,000 Series C-3 closing for working capital, repayment of loans, and general corporate purposes. Specific allocations among these uses are not detailed in the disclosure.
Under what securities law exemptions was VTAK’s Series C-3 preferred issued?
Catheter Precision relied on Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D, treating the transaction as a private offering to accredited investors. There was no general solicitation, and the securities carry transfer restrictions and customary restrictive legends.
What ownership limits apply to investors in Catheter Precision (VTAK) Series C-3 Preferred?
Conversion of Series C-3 Preferred into common stock is subject to a beneficial ownership limitation, initially capped at 4.99% of outstanding common shares. A holder may elect to increase this cap up to 9.99% by giving 61 days’ prior written notice.