GAXOS.AI INC. 8-K

What Happened

• On March 20, 2026, GAXOS.AI INC. (GXAI) announced it increased the maximum aggregate offering price of common stock issuable under its At‑The‑Market (ATM) Sales Agreement with H.C. Wainwright & Co., LLC by an additional $1,065,001.
• This increase is in addition to approximately $5,600,000 of common stock that had already been sold under the Sales Agreement. The company also filed a prospectus supplement related to the ATM program. A legal opinion from Sheppard Mullin Richter & Hampton LLP covering the added shares was filed as Exhibit 5.1.

Key Details

• Date filed: March 20, 2026.
• Agent: H.C. Wainwright & Co., LLC (Sales Agreement dated January 23, 2026).
• Additional ATM capacity: $1,065,001.
• Shares previously sold under the Sales Agreement: about $5,600,000.
• Legal opinion and prospectus supplement were filed with the 8‑K.

Why It Matters

• The filing increases GXAI’s capacity to raise capital through its ATM program, giving the company flexibility to sell shares into the market as needed.
• For investors, additional ATM capacity means potential future share issuance and dilution if the company sells more shares; it also signals an available pathway for GXAI to access capital without a single large equity offering.
• Relevant documents (prospectus supplement and legal opinion) were filed, providing formal disclosure and legal validation of the added offering capacity.