On September 17, 2026 Calidi Biotherapeutics, Inc. (NYSE American: CLDI) ("Calidi" or the "Company"), a biotechnology company pioneering the development of targeted genetic medicines, reported that it has entered into a definitive stock purchase agreement with certain accredited investors and/or qualified institutional buyers for the purchase and sale of 1,025,640 shares of the Company’s common stock, in a registered direct offering, at a per share purchase price of $1.17.

The closing of the registered direct offering is expected to occur on or about September 18, 2026, subject to the satisfaction of customary closing conditions.

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The gross proceeds to Calidi from the registered direct offering, before deducting offering expenses payable by the Company, are expected to be approximately $1.2 million. Calidi intends to use the net proceeds from the offering for working capital and for general corporate purposes.

The securities described above are being offered pursuant to a shelf registration statement on Form S-3 (File No. 333-282456), which was declared effective by the United States Securities and Exchange Commission ("SEC") on October 10, 2024. The registered direct offering is being made only by means of a prospectus, including a prospectus supplement, which is part of the effective registration statement, that will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC’s website at View Source

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described therein, nor shall there be any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

(Press release, Calidi Biotherapeutics, SEP 17, 2026, View Source [SID1234670942])