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XXII 424B5: Shelf registration

22nd Century Group

Filed with the SEC on · accession 0001493152-26-048282

XXII filed a 424B5 (prospectus (offering)) with the SEC on Oct 23, 2026. The final terms of an offering of shares or bonds. The stock moved -8.3% by the first close after the filing.

Summary of the filing

22nd Century Group filed a prospectus supplement under Rule 424(b)(5) to register the offer and sale of up to $18.8 million of common stock through Needham & Company as sales agent under an existing at-the-market Sales Agreement.

For details, click here →How to read a 424B5 →

Key details

Maximum aggregate offering amount of common stock$18.8M
Securities sold under General Instruction I.B.6 in prior 12 months$4.7M
Closing price per share on October 22, 2026$0
Aggregate market value of outstanding common stock held by non-affiliates$70.7M
Issuer22nd Century Group, Inc.
Sales agentNeedham & Company, LLC

How XXII stock reacted

Close before

$12.51

Oct 22, 2026

First close after

-8.34%

$11.47

5 trading days

-60.69%

$4.92

Since filing

-87.61%

$1.55

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Frequently asked questions

What did XXII file with the SEC on Oct 23, 2026?

XXII filed a 424B5 (Shelf registration). 22nd Century Group filed a prospectus supplement under Rule 424(b)(5) to register the offer and sale of up to $18.8 million of common stock through Needham & Company as sales agent under an existing at-the-market Sales Agreement.

What does a shelf registration mean for XXII stock?

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

How do I read a 424B5?

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 424B5 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did XXII stock react to this filing?

XXII closed at $12.51 before the filing and $11.47 on Oct 23, 2026 (-8.34%). Five trading days later: $4.92 (-60.69%).

Other XXII SEC filings

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