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Daré Bioscience (DARE) issues 43,050 preferred-and-warrant units

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(Moderate)
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(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Daré Bioscience, Inc. completed a closing of its previously announced Regulation A offering of Investor Units. The company issued 43,050 Investor Units at an offering price of $5.00 per unit, each unit consisting of one share of Series A Convertible Preferred Stock and two Investor Warrants.

These 43,050 Investor Units include 43,050 shares of Series A Preferred Stock and Investor Warrants to purchase up to 86,100 shares of Daré’s common stock. The offering is being conducted under an offering statement on Form 1-A qualified by the SEC on January 5, 2026, and an offering circular dated January 6, 2026.

Positive

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Negative

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Item 3.02 Unregistered Sales of Equity Securities Securities
The company sold equity securities in a private placement or other unregistered transaction.
Understanding 8-K Material Events →
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 16, 2026

 

DARÉ BIOSCIENCE, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-36395   20-4139823

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

3655 Nobel Drive, Suite 260

San Diego, CA 92122

(Address of Principal Executive Offices and Zip Code)

 

Registrant’s telephone number, including area code: (858) 926-7655

 

Not Applicable

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common stock   DARE   Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

Item 3.02 Unregistered Sales of Equity Securities.

 

On March 16, 2026, Daré Bioscience, Inc. (“Daré” “we,” “us,” or “our”) completed a closing of our previously announced Regulation A offering of up to 4,854,000 units (each, an “Investor Unit” and collectively the “Investor Units”), each consisting of one share of Series A Convertible Preferred Stock (the “Series A Preferred Stock”) and two warrants, each to purchase one share of our common stock (“Investor Warrants”), with each Investor Unit being offered at an offering price of $5.00 (the “Offering”). In connection therewith, we issued an aggregate of 43,050 Investor Units consisting of 43,050 shares of Series A Preferred Stock and Investor Warrants to purchase up to 86,100 shares of our common stock.

 

The offering of the Investor Units is being conducted pursuant to our offering statement on Form 1-A (File No. 024-12688), as amended, which was qualified by the U.S. Securities and Exchange Commission (the “SEC”) on January 5, 2026, and the offering circular, dated January 6, 2026, which forms a part thereof. Additional information regarding the Offering and the terms of conversion and exercise of the Series A Preferred Stock and Investor warrants was previously reported in our Current Report on Form 8-K filed with the SEC on January 29, 2026, and is incorporated herein by reference.

 

-2-

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  DARÉ BIOSCIENCE, INC.
   
Dated: March 17, 2026 By: /s/ Sabrina Martucci Johnson
  Name: Sabrina Martucci Johnson
  Title: President and Chief Executive Officer

 

-3-

 

Source: View Original Filing on SEC EDGAR

FAQ

What did Daré Bioscience (DARE) announce in this Form 8-K?

Daré Bioscience reported completing a closing of its previously announced Regulation A offering of Investor Units. The transaction involved issuing preferred stock and warrants under a qualified Form 1-A offering statement and related offering circular filed with the SEC.

How many Investor Units did Daré Bioscience (DARE) issue?

Daré Bioscience issued 43,050 Investor Units in this closing. Each unit includes one share of Series A Convertible Preferred Stock and two Investor Warrants, providing potential future access to Daré’s common stock through warrant exercises.

What does each Daré Bioscience Investor Unit consist of?

Each Investor Unit consists of one share of Series A Convertible Preferred Stock and two Investor Warrants, with each warrant to purchase one share of Daré’s common stock. All Investor Units were offered at an offering price of $5.00 per unit in the Regulation A transaction.

How many common shares could Daré Bioscience warrants from this offering cover?

The Investor Warrants issued in this closing are exercisable for up to 86,100 shares of Daré Bioscience common stock. Each of the 43,050 Investor Units includes two warrants, and each warrant entitles the holder to purchase one share of common stock.

Under what regulatory framework was the Daré Bioscience offering conducted?

The offering was conducted pursuant to Daré Bioscience’s offering statement on Form 1-A (File No. 024-12688), as amended, qualified by the SEC on January 5, 2026. It relies on an offering circular dated January 6, 2026, which forms part of that qualified statement.

Where can investors find more details on Daré Bioscience’s preferred stock and warrants?

Additional information on the Offering and the terms of conversion and exercise of the Series A Preferred Stock and Investor Warrants was previously reported in a filing made with the SEC on January 29, 2026, which is incorporated by reference in this disclosure.

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