Monitor for the effective date of the S-1 registration statement, which will allow selling stockholders to begin resales. The large number of shares registered (5.58M) relative to the OTCQB trading volume could create selling pressure. Track any subsequent amendments that may update the prospectus with pricing or underwriting details.
Executive Summary
Creatd, Inc. filed Amendment No. 1 to its S-1 registration statement (File No. 333-298931) as an exhibit-only filing to include the legal opinion of Lucosky Brookman LLP (Exhibit 5.1). The prospectus content remains unchanged. The registration covers the resale of up to 5,576,013 shares of common stock by selling stockholders, comprising 5,145,425 issued shares and 430,588 shares issuable upon exercise of pre-funded warrants at $0.01 per share. The company will not receive any proceeds from the resale but may receive proceeds from cash warrant exercises. This is a routine procedural step toward effectiveness of the registration statement.
Key Facts
- Amendment No. 1 to S-1 filed on September 22, 2026, as an exhibit-only filing to include Exhibit 5.1 (legal opinion).
- Registration covers resale of up to 5,576,013 shares of common stock by selling stockholders.
- Shares consist of 5,145,425 issued shares and 430,588 shares issuable upon exercise of pre-funded warrants at $0.01 per share.
- Company will not receive any proceeds from the resale; may receive proceeds from cash warrant exercises.
- Estimated total offering expenses are $41,513.25, including a $1,613.25 SEC registration fee.
- Common stock is quoted on OTCQB under symbol CRTD; last reported sale price on June 18, 2026 was $6.75 per share.
- The company has undergone two reverse stock splits: 1-for-500 on January 24, 2024, and 1-for-20 on February 24, 2026.
- CEO Jeremy Frommer also serves as Chairman and CFO.
Financial Impact
No new capital raised for the company from this resale registration. Estimated offering expenses of $41,513.25.
Risk Factors
- Potential overhang from up to 5.58M shares registered for resale by selling stockholders.
- OTCQB penny stock status imposes additional trading restrictions under Rule 15g-9.
- History of debt-for-equity swaps, reverse stock splits, and equity line usage indicates ongoing capital structure complexity.
Investment Themes
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| S-1/A Filing (Primary) | 0001213900-26-102334 |
| Document: ea030633601ex5-1.htm | 0001213900-26-102334 |
| Document: 0001213900-26-102334-index-headers.html | 0001213900-26-102334 |
| Document: 0001213900-26-102334-index.html | 0001213900-26-102334 |
| Document: 0001213900-26-102334.txt | 0001213900-26-102334 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Sep 29, 2026 27d ago | 8-K | $4.80 $4.20 | ▼ −12.50% | ▼ −14.45% | $4.70 (−2.08%) |
Sep 28, 2026 29d ago | EFFECT | $4.25 $4.20 | ▼ −1.18% | ▼ −2.38% | $4.70 (+10.59%) |
Sep 22, 2026 4w ago | S-1/A | $3.40 $4.65 | ▲ +36.76% | ▲ +37.44% | $4.70 (+38.24%) |
Sep 18, 2026 5w ago | SC 13G | $2.85 $4.25 | ▲ +49.12% | ▲ +50.14% | $4.70 (+64.91%) |
Sep 18, 2026 5w ago | SC 13G | $3.35 $3.97 | ▲ +18.51% | ▲ +17.24% | $4.70 (+40.30%) |
Sep 18, 2026 5w ago | SC 13G | $3.35 $3.97 | ▲ +18.51% | ▲ +17.24% | $4.70 (+40.30%) |
Sep 14, 2026 6w ago | S-1 | $2.56 $2.85 | ▲ +11.33% | ▲ +10.51% | $4.70 (+83.59%) |
US Market Status
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