Pluri completes $1.25 million share and warrant sale to chairman-linked holder

Pluri Inc. reported in an 8-K dated October 20, 2026 that on October 19, 2026, following board approval, the company and Chutzpah Holdings LP signed a Securities Purchase Agreement. Under the agreement, the company agreed to issue and sell to the purchaser 833,334 common shares at $1.50 per share and a warrant to purchase up to 833,334 additional shares at an exercise price of $1.65 per warrant share.¹

The transaction builds on an earlier arrangement. On June 14, 2026, Pluri had entered into an advance subscription agreement with Chutzpah Holdings LP, a limited partnership beneficially owned by Alexandre Weinstein, described as a non-U.S. investor, the company's largest existing shareholder and chairman of its board, under which the purchaser paid Pluri $1,250,000 on June 16, 2026 as an advance toward securities in a future financing, subject to board approval.¹

That earlier payment was applied to the new deal. The $1,250,000 already paid by the purchaser was applied in full toward the aggregate purchase price of the shares and the warrant, with no additional subscription payment due from the purchaser at closing.¹

The warrant carries specific timing terms. It becomes exercisable beginning on the six-month anniversary of its issue date and expires on the fifth anniversary of that initial exercise date.¹

Regarding the securities law basis for the sale, Pluri stated in Item 3.02 of the filing that the securities were issued in reliance on exemptions from registration under Section 4(a)(2) and Rule 903 of Regulation S, with the sale not involving a public offering or general solicitation.¹ As a result, the securities have not been registered under the Securities Act or state securities laws and cannot be offered or sold in the United States absent registration or an applicable exemption.¹

The filing was signed by Chief Financial Officer Liat Zalts.