Cottonwood Communities Inc.
12/17/2025 | Press release | Distributed by Public on 12/17/2025 12:53
Private Placement (Form 8-K)
Item 3.02 Unregistered Sales of Equity Securities.
Preferred Offering
On September 19, 2023, Cottonwood Communities, Inc. (the "Company") launched a best-efforts private placement offering exempt from registration pursuant to Rule 506(b) of Regulation D of the Securities Act pursuant to which it is offering a maximum of $150,000,000 in shares of its Series A Convertible Preferred Stock to accredited investors (the "Private Offering") at a purchase price of $10.00 per share. The exemption is available to the Company because the shares are being offered and sold solely to accredited investors without the use of general solicitation.
Sales of Series A Convertible Stock
During the period from December 10, 2025 through December 16, 2025, we issued and sold 293,449 shares of Series A Convertible Preferred Stock in the Series A Convertible Private Offering and received aggregate proceeds of $2,892,000. In connection with the sale of these shares in the Series A Convertible Private Offering, we paid aggregate selling commissions of $138,570 and placement fees of $81,878. As of December 16, 2025, there were 11,754,656 shares of Series A Convertible Preferred Stock outstanding.
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