Business Context and Reporting Period
Company: Pulse Biosciences, Inc. (PLSE)
Filing Type: Form 8-K (Current Report)
Date of Report: September 14, 2026
Reporting Period: Events occurring on September 14 and September 15, 2026.
Key Financial Metrics and Capital Activities
This filing details capital raising activities rather than operational financial performance. No revenue, profit, cash flow, or margin data is provided in this document.
- New Equity Offering: Entered into an agreement to sell up to $85,000,000 of common stock via an "at-the-market" program.
- Previous Offering Status: Under a prior agreement (August 2026), the company sold approximately $68.8 million (1,379,925 shares) as of September 14, 2026.
- Terminated Offering: Terminated a prior agreement with TD Securities with $1.0 million remaining unsold.
- Compensation: The new sales agent (Mizuho) will receive a commission of up to 3.0% of gross sales.
Material Changes Versus Prior Period
The primary material change is the expansion of the company's equity distribution capacity and the switch of sales agents.
- Agreement Expansion: The company replaced a $75 million facility (August 2026) with a new $85 million facility with Mizuho Securities USA LLC.
- Agent Termination: The company terminated its distribution agreement with TD Securities (USA) LLC, which had a remaining capacity of $1.0 million.
- Execution Progress: Significant capital has already been raised under the immediate prior agreement, with roughly 91.7% of the $75 million target sold ($68.8 million) in less than two months.
Guidance, Outlook, and Risks
Management Commentary: The filing indicates the company is actively pursuing capital through "at-the-market" offerings. The company retains full discretion to suspend or stop sales under the new agreement.
Risks and Contingencies:
- Dilution: The issuance of shares under the new $85 million agreement will result in dilution to existing shareholders.
- Market Dependency: Sales are subject to market conditions and the company's instructions regarding price, time, and size limits.
- Cost of Capital: The 3.0% commission rate reduces the net proceeds from any shares sold.
Investor Verification Checklist
- Verify the current share price to estimate the number of shares that may be issued under the new $85 million facility.
- Review the effective Form S-3 (File No. 333-293596) for the full terms of the registration statement.
- Monitor future 8-K filings for actual sales volumes and proceeds received under the new Mizuho agreement.
- Assess the impact of the $68.8 million raised in August 2026 on the company's current cash position and liquidity runway.