The dilutive offering at a discount to market is a near-term negative catalyst. Monitor the stock for continued selling pressure as the new shares hit the market. The insider participation (1.2M shares) provides a modest floor but does not offset the overall dilution. The termination of the ATM is a minor positive, removing a future overhang, but the primary event is the dilutive raise.
Price Chart
Executive Summary
Odysight.ai entered into an underwriting agreement with Roth Capital Partners for a firm commitment public offering of 3,437,500 shares of common stock at $3.20 per share, with gross proceeds of $11 million. Concurrently, the company terminated its existing at-the-market (ATM) equity offering program, under which no sales had been made. The dilutive capital raise, priced at a discount to the prior close, is a clear negative signal for existing shareholders, though the termination of the unused ATM facility removes a source of future overhang.
Key Facts
- Odysight.ai entered into an underwriting agreement for a firm commitment public offering of 3,437,500 shares of common stock at $3.20 per share.
- Gross proceeds from the offering are expected to be $11 million, with net proceeds of approximately $9.9 million.
- The offering price of $3.20 represents a discount to the last reported sale price of $3.63 on August 19, 2026.
- The company terminated its ATM equity offering program (up to $20 million), under which no shares had been sold.
- Directors Benad Goldwasser, Mori Arkin, and Zeev Vurembrand agreed to purchase an aggregate of 1,203,125 shares in the offering.
- The underwriter has a 30-day option to purchase up to an additional 515,625 shares.
- Proceeds are intended for R&D, sales and marketing, and working capital.
- The offering is expected to close on or about August 21, 2026.
Financial Impact
Dilutive offering of 3,437,500 shares (20.5% of pre-offering shares) at $3.20/share, raising $11M gross / ~$9.9M net. The offering price is an ~11.8% discount to the $3.63 close.
Risk Factors
- Immediate dilution of ~20.5% from the offering shares.
- Potential for further dilution if the underwriter exercises the 30-day over-allotment option (additional 515,625 shares).
- Stock price may decline further as the market absorbs the new supply of shares.
- The company has a history of operating losses and may require additional capital in the future.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 8 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (ODYS) — Batch item 1 | 0001493152-26-039574 |
| Exhibit: ex5-1.htm | 0001493152-26-039572 |
| Document: form8-k.htm | 0001493152-26-039574 |
| Document: 0001493152-26-039574-index-headers.html | 0001493152-26-039574 |
| Document: 0001493152-26-039574-index.html | 0001493152-26-039574 |
| Document: 0001493152-26-039574.txt | 0001493152-26-039574 |
| 424B5 Filing (ODYS) — Batch item 7 | 0001493152-26-039572 |
| 8-K Filing (ODYS) — Batch item 8 | 0001493152-26-039574 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Aug 24, 2026 9w ago | Insider Cluster | $3.65 $3.10 | ▲ +15.07% | ▲ +15.32% | $2.11 (+42.19%) |
Aug 21, 2026 9w ago | 8-K / 424B5 | $3.40 $3.35 | ▲ +1.47% | ▲ +0.94% | $2.11 (+37.94%) |
Aug 20, 2026 9w ago | 8-K | $3.35 $3.31 | ▲ +1.19% | ▲ +1.19% | $2.11 (+37.01%) |
Aug 20, 2026 9w ago | Press Release | $3.35 $3.31 | ▲ +1.19% | ▲ +1.19% | $2.11 (+37.01%) |
Aug 19, 2026 9w ago | Press Release | $3.35 $3.31 | ▲ +1.19% | ▲ +1.19% | $2.11 (+37.01%) |
Jun 7, 2026 20w ago | Press Release | $3.92 $4.19 | ▼ −6.89% | ▼ −5.26% | $2.11 (+46.17%) |
Jun 5, 2026 20w ago | 424B5 | $3.92 $4.19 | ▼ −6.89% | ▼ −5.26% | $2.11 (+46.17%) |
Jun 5, 2026 20w ago | 8-K | $3.92 $4.19 | ▼ −6.89% | ▼ −5.26% | $2.11 (+46.17%) |
May 21, 2026 22w ago | 8-K | $4.97 $4.16 | ▼ −16.30% | ▼ −14.88% | $2.11 (−57.55%) |
May 14, 2026 23w ago | 8-K | $4.56 $3.87 | ▲ +15.13% | ▲ +17.25% | $2.11 (+53.73%) |
US Market Status
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