PetVivo Holdings Inc.

03/16/2026 | Press release | Distributed by Public on 03/16/2026 15:31

Material Agreement, Private Placement (Form 8-K)

Item 1.01 Entry into a Material Definitive Agreement.

To the extent required, the discussion of the Subscription Agreement set forth in Item 3.02 below is incorporated by reference into this Item 1.01.

Item 3.02 Unregistered Sales of Equity Securities.

On March 13, 2026, PetVivo Holdings, Inc., including its wholly-owned subsidiaries PetVivo Animal Health and PetVivo AI, Inc., (collectively the "Company", "we" and "us") entered into a Subscription Agreement to receive One Million Dollars ($1,000,000) of equity financing in exchange for One Million Two Hundred Fifty Thousand (1,250,000) shares of Restricted Common Stock of the Company ("Shares") (the "Offering"). The Company initially received Four Hundred Thousand Dollars ($400,000) of the Offering proceeds on March 13, 2026, and is scheduled to receive the remaining Six Hundred Thousand Dollars on or before April 15, 2026. Furthermore, the investor received a purchase option to invest an additional One Million Five Hundred Thousand Dollars ($1,500,000) of equity financing in exchange for One Million Eight Hundred Seventy-Five Thousand shares of Restricted Common Stock of the Company pursuant to the same terms and conditions; this additional equity financing is anticipated to be received on or before June 30, 2026. The Offering was conducted pursuant to the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended ("Securities Act") and Regulation D promulgated thereunder. The investor entered into the subscription agreement (the "Subscription Agreement") with the Company and represented in writing that he, she, or it is an "accredited investor" (as such term is defined in Rule 501(a) of Regulation D under the Securities Act) and acquired the securities for his, her or its own account for investment purposes and any subsequent transfer or sales of these securities will be in accordance with the Securities Act or exempt from registration under the Securities Act. The shares of Common Stock will be "restricted securities" under Rule 144 of the Securities Act, and certificates representing the foregoing will bear a Rule 144 restrictive legend.

The form of Subscription Agreement is filed as Exhibit 10.1 to this Current Report on Form 8-K, respectively, and the description in this Current Report on Form 8-K of terms of Subscription Agreement are qualified in their entirety by reference to such exhibits.

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