Business Context and Reporting Period
Company: Clearmind Medicine Inc.
Filing Type: Form 6-K (Report of Foreign Private Issuer)
Reporting Period: September 2026 (Event date: September 2, 2026)
Context: The filing reports on a specific corporate action involving the conversion of convertible promissory notes into common shares under an existing securities purchase agreement.
Key Financial Metrics
The filing does not provide comprehensive financial statements, revenue, profit, cash flow, or margin data. Specific transaction metrics include:
- Convertible Notes Converted: $687,500 principal amount.
- Total Conversion Value: $696,079.50 (including accrued interest).
- Conversion Price: $1.00 per common share.
- Amended Floor Price: $1.00 per common share.
- Total Note Facility: Up to $10,000,000 aggregate principal amount (established April 30, 2026).
Material Changes
On September 2, 2026, the Company and two CLA Investors executed a Conversion Agreement. This resulted in the conversion of $687,500 of outstanding promissory notes into common stock. Additionally, the floor price provision attached to the remaining promissory notes under the Securities Purchase Agreements (SPAs) was amended to $1.00 per common share.
Guidance, Outlook, and Risks
Management Commentary: The filing is a factual report of the conversion event and does not contain forward-looking guidance, outlook, or general management commentary regarding future operations.
Risks and Contingencies: The filing does not explicitly detail new risks or contingencies beyond the standard qualification that the description of the Conversion Agreement is subject to the full text of the document attached as Exhibit 99.1.
Investor Verification Checklist
- Verify the exact number of common shares issued upon conversion of the $696,079.50 total value.
- Review the full text of the Conversion Agreement (Exhibit 99.1) for specific terms and conditions.
- Confirm the remaining principal balance available under the $10,000,000 convertible note facility.
- Assess the impact of the $1.00 floor price amendment on future potential conversions.