UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01 Other Events.
As previously reported, on February 14, 2025, HeartBeam, Inc. (the “Company”) consummated its public offering (the “Offering”) of an aggregate of 5,882,353 shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) at a price of $1.70 per share, generating gross proceeds of $10,000,000. In connection with the Offering, the Company granted the underwriter an option (“Over-allotment Option”), exercisable for 45 days from February 12, 2025, to purchase up to an additional 882,353 shares of Common Stock (the “Over-allotment Shares”) from the Company at the Offering price, less the underwriting discount, to cover over-allotments in the Offering.
On February 21, 2025, the underwriter exercised the bulk of the Over-allotment Option of 864,033, and on February 25, 2025, the closing of the purchase of the Over-Allotment Shares occurred, generating gross proceeds of approximately $1.5 million, before deducting underwriting discounts, commissions and offering expenses.
On February 25, 2025, the Company issued a press release announcing the full exercise and closing of the Over-Allotment Option. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
The following exhibits are filed with this report:
| Exhibit No. | Description | |
| 99.1 | Press Release, dated February 25, 2025 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| HeartBeam, Inc. |
| Date: February 26, 2025 | By: | /s/ Timothy Cruickshank |
| Name: | Timothy Cruickshank | |
| Title: | Chief Financial Officer |
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