Lottery.com Inc. 8-K

What Happened
Lottery.com Inc. (SEGG) announced it entered into a Placement Agency Agreement with Dawson James Securities, Inc. on January 16, 2026 and closed a registered public offering on January 20, 2026. The company sold 2,449,857 shares of common stock at $0.70 per share (price based on the five-day average prior to Jan 16), generating approximately $1.7 million in gross proceeds. The company also executed securities purchase agreements with investors in the offering.

Key Details

• Offering size: 2,449,857 shares of common stock at $0.70 per share.
• Gross proceeds: approximately $1.7 million; placement agent fee: 7.00% of gross proceeds (cash).
• Placement agent: Dawson James Securities, engaged on a reasonable “best efforts” basis; company to reimburse reasonable offering expenses, including legal fees up to $50,000 (subject to CFO approval).
• Use of proceeds: working capital, potential acquisitions, and general corporate purposes. Placement Agency Agreement and Purchase Agreement were filed as exhibits to the 8-K.

Why It Matters
The offering provides Lottery.com with near-term cash to support operations and pursue acquisitions, but it also increases the number of outstanding shares (2.45 million new shares), which can dilute existing shareholders. Investors should note the cost of the raise—a 7% placement fee plus reimbursed expenses—which reduces net proceeds available to the company. For further detail, see the Placement Agency Agreement, Purchase Agreement and the press release filed with the 8-K.