Common Stock, $0.0001 par value per share
- Symbol
- ONMD
- Exchange
- NASDAQ
- Classification
- COMMON
- Status
- Current
Current Report · Items 1.01, 9.01 · 8-K
OneMedNet Corp
ONMDNASDAQEQUITYCurrent
Entry into a Material Definitive Agreement
Item Entry 1.01. into a Material Definitive Agreement. Standby Equity Purchase Agreement On July 1, 2026, OneMedNet Corporation, a Delaware corporation (“the Company”) entered into a standby equity purchase agreement (the “SEPA”) with YA II PN, Ltd., a Cayman Islands exempt limited partnership (“Yorkville”).…
Company context
The Company is a healthcare software company with solutions focused on digital medical image management, exchange, and sharing. The Company was founded in Delaware on November 20, 2015. The Company has been solely focused on creating solutions that simplify digital medical image management, exchange, and sharing. The Company has one wholly-owned subsidiary, OneMedNet Technologies (Canada) Inc. (“ONMD Canada”), incorporated on October 16, 2015 under the provisions of the Business Corporations Act of British Columbia. The Company’s headquarters location is 6385 Old Shady Oak Road, Suite 250, Eden Prairie, Minnesota 55344 and its telephone number is 800-918-7189.
Current securities
Registered securities in this filing
ONEMEDNET CORPORATION · 8-K · Filed 2026-07-01
Redeemable Warrants, each exercisable for one share of Common Stock at an exercise price of $11.50 per share
- Symbol
- ONMDW
- Exchange
- NASDAQ
- Classification
- WARRANT
- Status
- Current
Disclosure sections
Item 1.01Item 1.01 - Entry into Material Agreement
Item Entry
1.01. into a Material Definitive Agreement.
Standby
Equity Purchase Agreement
On
July 1, 2026, OneMedNet Corporation, a Delaware corporation (“the Company”) entered into a standby equity purchase agreement
(the “SEPA”) with YA II PN, Ltd., a Cayman Islands exempt limited partnership (“Yorkville”). Pursuant to the
SEPA, subject to certain conditions, the Company has the option to sell to Yorkville an aggregate amount of up to up to $25 million of
the Company’s shares of Common Stock, par value $0.0001 per share (the “Common Stock”), at the Company’s request
from time to time following the effectiveness of a resale registration statement covering the shares of Common Stock issued under the
SEPA. The SEPA terminates on its 36-month anniversary.
Each
advance may not exceed the greater of 500,000 shares and 100% of the average daily volume traded of the Common Stock during the five
trading days immediately prior to requested advance. The shares would be purchased at a price equal to 97% of the Market Price as defined
in the SEPA. The Company may establish a minimum acceptable price in each advance below which the Company will not be obligated to make
any sales to Yorkville.
Any
purchase under an advance would be subject to certain limitations, including that Yorkville will not purchase or acquire any shares that
would result in it and its affiliates beneficially owning more than 4.99% of the then outstanding voting power or number of shares of
Common Stock or any shares that when aggregated with shares issued under all other earlier Advances, would exceed 11,386,834 shares
of Common Stock (representing 19.99% of the 56,952,652 shares of Common Stock outstanding as of June 30, 2026) (the “Exchange
Cap”) unless shareholders approved issuances in excess of the Exchange Cap.
The
foregoing description of the SEPA is not complete and is qualified in its entirety by reference to the SEPA, which is filed as Exhibit
10.1 to this Current Report on Form 8-K (this “Current Report”) and incorporated herein by reference.
Pursuant
to the SEPA, the Company agreed to file a resale registration statement covering the shares of Common Stock issued under the SEPA. The
Company may not request any advances unless there is an effective resale registration statement covering the applicable shares.