{"filing":{"accession_number":"0001193125-26-270560","cik":"0001469443","ticker":"RKDA","company_name":"Arcadia Biosciences, Inc.","form":"8-K","filing_date":"2026-06-15","report_date":null,"primary_document":"rkda-20260611.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1469443/000119312526270560/rkda-20260611.htm"},"events":[{"id":10969,"run_id":9614,"accession_number":"0001193125-26-270560","anchor_item_number":"1.01","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"Arcadia Biosciences entered into a securities purchase agreement on June 11, 2026, for a private placement of pre-funded warrants and investment options to purchase approximately 11.6 million shares of common stock with gross proceeds of ~$4 million. The unregistered securities were sold to accredited institutional investors under Section 4(a)(2) and Rule 506(b), with exercise prices of $0.0001 and $0.91 per share, immediate exercisability, and cashless exercise rights, representing a material dilutive equity issuance typical of PIPE-like financings.","company_name":"Arcadia Biosciences, Inc.","ticker":"RKDA","filing_date":"2026-06-15","form":"8-K","submitted_at":null,"items":[{"id":7432,"accession_number":"0001193125-26-270560","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Arcadia Biosciences entered into a securities purchase agreement on June 11, 2026, for a private placement of pre-funded warrants and investment options to purchase approximately 11.6 million shares of common stock (3.88M shares × 3 tranches) with gross proceeds of ~$4 million. This is a classic dilutive equity issuance—unregistered securities sold to institutional investors at below-market terms (exercise prices of $0.0001 and $0.91 per share), with immediate exercisability and cashless exercise rights. The transaction includes registration obligations and lock-up restrictions typical of PIPE-like financings, making it material to investors assessing capital structure and dilution risk.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T15:33:11.402849+00:00","company_name":"","ticker":null,"filing_date":""},{"id":7433,"accession_number":"0001193125-26-270560","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered sale of equity securities (Pre-Funded Warrants, Investment Options, and Option Shares) by Arcadia Biosciences under Section 4(a)(2) and Rule 506(b), representing a private placement to accredited investors. This is a classic dilutive issuance that would materially affect shareholder equity and is a strong signal of capital-raising activity typical of small- and mid-cap biotech companies.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T15:33:11.402849+00:00","company_name":"","ticker":null,"filing_date":""},{"id":7434,"accession_number":"0001193125-26-270560","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The filing discloses a Private Placement transaction announced via press release on January 11, 2026. Private placements of equity securities are dilutive issuances under Item 3.02 (or disclosed under Item 7.01 as here), and represent material events for investors assessing ownership dilution and capital structure changes. The reference to \"the Private Placement transaction referenced above\" indicates this is a substantive equity offering, not a routine administrative matter.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T15:33:11.402849+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":7432,"accession_number":"0001193125-26-270560","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Arcadia Biosciences entered into a securities purchase agreement on June 11, 2026, for a private placement of pre-funded warrants and investment options to purchase approximately 11.6 million shares of common stock (3.88M shares × 3 tranches) with gross proceeds of ~$4 million. This is a classic dilutive equity issuance—unregistered securities sold to institutional investors at below-market terms (exercise prices of $0.0001 and $0.91 per share), with immediate exercisability and cashless exercise rights. The transaction includes registration obligations and lock-up restrictions typical of PIPE-like financings, making it material to investors assessing capital structure and dilution risk.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T15:33:11.402849+00:00","company_name":"Arcadia Biosciences, Inc.","ticker":"RKDA","filing_date":"2026-06-15"},{"id":7433,"accession_number":"0001193125-26-270560","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered sale of equity securities (Pre-Funded Warrants, Investment Options, and Option Shares) by Arcadia Biosciences under Section 4(a)(2) and Rule 506(b), representing a private placement to accredited investors. This is a classic dilutive issuance that would materially affect shareholder equity and is a strong signal of capital-raising activity typical of small- and mid-cap biotech companies.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T15:33:11.402849+00:00","company_name":"Arcadia Biosciences, Inc.","ticker":"RKDA","filing_date":"2026-06-15"},{"id":7434,"accession_number":"0001193125-26-270560","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"The filing discloses a Private Placement transaction announced via press release on January 11, 2026. Private placements of equity securities are dilutive issuances under Item 3.02 (or disclosed under Item 7.01 as here), and represent material events for investors assessing ownership dilution and capital structure changes. The reference to \"the Private Placement transaction referenced above\" indicates this is a substantive equity offering, not a routine administrative matter.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-15T15:33:11.402849+00:00","company_name":"Arcadia Biosciences, Inc.","ticker":"RKDA","filing_date":"2026-06-15"}]}
