8-K Impact 6/10 Capital Raise / Private Placement

$VDTA · Vertical Data Inc.

November 5, 2026 · AI-analyzed SEC filing · Verify material figures against the official SEC.gov filing

Vertical Data filed an 8-K reporting a Securities Purchase Agreement (Item 1.01) for a private placement of 1,413,640 common shares at $3.00/share, grossing ~$4.2M (reported as $4.24M in the press release). The placement closed Nov 2, 2026, with B. Riley Securities as sole placement agent (receiving 22,916 shares) and Goldman Sachs as financial advisor. Proceeds are earmarked for general corporate purposes, working capital, and satisfying quantitative listing standards for a planned uplisting to a national exchange. Chairman/CEO Deven Soni bought $500,000 and other insiders ~$500,000, totaling ~$1M (24% of proceeds); B. Riley also participated for $1,000,000.

  • 1,413,640 shares sold at $3.00/share for ~$4.24M gross proceeds.
  • Insiders bought ~$1M, or ~24% of total proceeds.
  • B. Riley Securities participated for $1,000,000 and received 22,916 shares as placement-agent compensation.
  • Proceeds may not be used to repay officer/director/affiliate debt or repurchase equity.
  • Company must file a resale registration statement within 30 days of closing.

Price data unavailable.

Insider participation of ~24% of proceeds signals alignment while the raise funds a near-term national-exchange uplisting.

AI infrastructure play (GPU provisioning, financing, data-center equity) raising growth capital ahead of a national-exchange uplisting.

Dilution from 1,413,640 new shares plus 22,916 placement-agent shares; uplisting is not assured and requires meeting quantitative/qualitative standards and exchange approval.

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