Cottonwood Communities Inc.
02/18/2026 | Press release | Distributed by Public on 02/18/2026 14:29
Private Placement (Form 8-K)
Item 3.02 Unregistered Sales of Equity Securities.
Preferred Offering
Cottonwood Communities, Inc. (the "Company," "we," "our," or "us") is conducting multiple best-efforts private placement offerings pursuant to which we are offering certain series of our preferred stock to accredited investors. These offerings are exempt from registration pursuant to Rule 506(b) of Regulation D of the Securities Act because the shares are being offered and sold solely to accredited investors without the use of general solicitation.
In an offering launched December 9, 2024, we are offering a maximum of $150,000,000 in shares of our Series 2025 Preferred Stock (the "Series 2025 Private Offering"). The Series 2025 Preferred Stock is being offered for cash at a purchase price of $10.00 per share (with discounts available to certain categories of purchasers).
Sales of Series 2025 Preferred Stock
During the period from January 28, 2026 through February 17, 2026, we issued and sold 150,686 shares of Series 2025 Preferred Stock in the Series 2025 Private Offering and received aggregate proceeds of $1,488,000. In connection with the sale of these shares in the Series 2025 Private Offering, we paid selling commissions of $72,600 and aggregate placement fees of $43,716. As of February 17, 2026, there were 10,488,914 shares of our Series 2025 Preferred Stock outstanding.
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