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GXAI 424B3: Secondary offering

Gaxos.ai Inc.

Filed with the SEC on · accession 0001213900-26-102185

GXAI filed a 424B3 (prospectus (offering)) with the SEC on Sep 22, 2026. Gaxos.ai Inc. filed a prospectus for the resale of up to 6,165,691 shares of common stock by selling stockholders, primarily upon exercise of warrants at $0.95 and $1.50 per share. The stock moved -4.0% by the first close after the filing.

Summary of the filing

Gaxos.ai Inc. filed a prospectus for the resale of up to 6,165,691 shares of common stock by selling stockholders, primarily upon exercise of warrants at $0.95 and $1.50 per share. The company will not receive proceeds from the resale but may receive up to approximately $5.9 million if warrants are exercised for cash.

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Key details

Maximum shares offered$6.2M
Warrant exercise price (New Warrants)$1
Warrant exercise price (Placement Agent Warrants)$2
Potential gross proceeds from cash exercise$5.9M
Closing price per share on September 9, 2026$1
IssuerGaxos.ai Inc.
Placement agentH.C. Wainwright & Co., LLC

How GXAI stock reacted

Close before

$0.60

Sep 21, 2026

First close after

-3.96%

$0.58

5 trading days

-8.87%

$0.55

Since filing

-34.77%

$0.39

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Frequently asked questions

What did GXAI file with the SEC on Sep 22, 2026?

GXAI filed a 424B3 (Secondary offering). Gaxos.ai Inc. filed a prospectus for the resale of up to 6,165,691 shares of common stock by selling stockholders, primarily upon exercise of warrants at $0.95 and $1.50 per share. The company will not receive proceeds from the resale but may receive up to approximately $5.9 million if warrants are exercised for cash.

What does a secondary offering mean for GXAI stock?

New shares dilute existing holders and are often sold at a discount to the market price.

How do I read a 424B3?

The final terms of an offering of shares or bonds. Look at price, number of shares and the discount to the market price. Large offerings dilute existing shareholders.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 424B3 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did GXAI stock react to this filing?

GXAI closed at $0.60 before the filing and $0.58 on Sep 22, 2026 (-3.96%). Five trading days later: $0.55 (-8.87%).

Other GXAI SEC filings

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