{"filing":{"accession_number":"0001213900-26-075082","cik":"0000890394","ticker":"PRSO","company_name":"Peraso Inc.","form":"8-K","filing_date":"2026-07-02","report_date":null,"primary_document":"ea0296399-8k_peraso.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/890394/000121390026075082/ea0296399-8k_peraso.htm"},"events":[{"id":15991,"run_id":14266,"accession_number":"0001213900-26-075082","anchor_item_number":"1.01","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"summary":"Peraso entered into a Common Stock Purchase Agreement with Roth Principal Investments establishing a committed equity facility (CEF) allowing the Company to sell up to $25 million of newly issued common stock at its discretion over 36 months, subject to Nasdaq rule limitations capping issuance at 19.99% of outstanding shares unless stockholder approval or a price threshold is met.","company_name":"Peraso Inc.","ticker":"PRSO","filing_date":"2026-07-02","form":"8-K","submitted_at":null,"items":[{"id":13928,"accession_number":"0001213900-26-075082","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Peraso entered into a Common Stock Purchase Agreement with Roth Principal Investments allowing the Company to sell up to $25 million of newly issued common stock at the Company's discretion over 36 months. This is a committed equity facility (CEF) — a classic at-the-market or PIPE-like arrangement where the registrant retains the right to issue equity securities opportunistically. The filing explicitly notes Nasdaq rule limitations capping issuance at 19.99% of outstanding shares (3,004,114 shares) unless stockholder approval is obtained or a price threshold is met. This dilutive equity issuance is material to investors assessing capital structure and shareholder dilution risk.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T21:13:44.880663+00:00","company_name":"","ticker":null,"filing_date":""},{"id":13929,"accession_number":"0001213900-26-075082","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":"Peraso entered into a committed equity facility (CEF) with Roth Principal Investments allowing the company to issue and sell up to $25 million of common stock at its discretion, subject to registration. The press release explicitly states the facility \"allows, but does not obligate, Peraso to issue and sell up to $25 million of its shares of common stock\" and notes that \"The Company may not be able to sell the full $25 million of shares available under the facility due to limitations, including the number of shares registered for resale and applicable Nasdaq rules.\" This is a classic dilutive equity issuance arrangement that provides the company with discretionary access to capital through share sales.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T21:13:44.880663+00:00","company_name":"","ticker":null,"filing_date":""},{"id":13930,"accession_number":"0001213900-26-075082","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"Peraso announced execution of a committed equity facility (CEF) with Roth Principal Investments allowing the company to issue and sell up to $25 million of common stock at its discretion. This is a dilutive equity issuance arrangement that provides access to capital through future share sales, subject to registration and Nasdaq rules. The facility represents a material financing arrangement that would affect investor assessment of capital structure and dilution risk.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T21:13:44.880663+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":13928,"accession_number":"0001213900-26-075082","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Peraso entered into a Common Stock Purchase Agreement with Roth Principal Investments allowing the Company to sell up to $25 million of newly issued common stock at the Company's discretion over 36 months. This is a committed equity facility (CEF) — a classic at-the-market or PIPE-like arrangement where the registrant retains the right to issue equity securities opportunistically. The filing explicitly notes Nasdaq rule limitations capping issuance at 19.99% of outstanding shares (3,004,114 shares) unless stockholder approval is obtained or a price threshold is met. This dilutive equity issuance is material to investors assessing capital structure and shareholder dilution risk.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T21:13:44.880663+00:00","company_name":"Peraso Inc.","ticker":"PRSO","filing_date":"2026-07-02"},{"id":13929,"accession_number":"0001213900-26-075082","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":"Peraso entered into a committed equity facility (CEF) with Roth Principal Investments allowing the company to issue and sell up to $25 million of common stock at its discretion, subject to registration. The press release explicitly states the facility \"allows, but does not obligate, Peraso to issue and sell up to $25 million of its shares of common stock\" and notes that \"The Company may not be able to sell the full $25 million of shares available under the facility due to limitations, including the number of shares registered for resale and applicable Nasdaq rules.\" This is a classic dilutive equity issuance arrangement that provides the company with discretionary access to capital through share sales.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T21:13:44.880663+00:00","company_name":"Peraso Inc.","ticker":"PRSO","filing_date":"2026-07-02"},{"id":13930,"accession_number":"0001213900-26-075082","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"Peraso announced execution of a committed equity facility (CEF) with Roth Principal Investments allowing the company to issue and sell up to $25 million of common stock at its discretion. This is a dilutive equity issuance arrangement that provides access to capital through future share sales, subject to registration and Nasdaq rules. The facility represents a material financing arrangement that would affect investor assessment of capital structure and dilution risk.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-02T21:13:44.880663+00:00","company_name":"Peraso Inc.","ticker":"PRSO","filing_date":"2026-07-02"}]}