{"filing":{"accession_number":"0001829126-26-009173","cik":"0001527352","ticker":"NXL","company_name":"Nexalin Technology, Inc.","form":"8-K","filing_date":"2026-08-20","report_date":"2026-08-19","primary_document":"nexalintec_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1527352/000182912626009173/nexalintec_8k.htm"},"events":[{"id":28984,"run_id":26519,"accession_number":"0001829126-26-009173","anchor_item_number":"1.01","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"summary":"Nexalin entered into a securities purchase agreement on August 19, 2026, to issue 2,419,355 shares of common stock at $0.31 per share and common warrants to purchase 1,209,677 additional shares at $0.50 per share in a registered direct offering raising approximately $750,000, plus an any-market purchase agreement (AMPA) for up to $15 million in future share purchases. The company also issued unregistered equity securities including Common Warrants, Pre-Funded Warrants (with $0.001 exercise price), and AMPA Shares to accredited investors pursuant to Regulation D, materially increasing share count and dilution to existing shareholders.","company_name":"Nexalin Technology, Inc.","ticker":"NXL","filing_date":"2026-08-20","form":"8-K","submitted_at":null,"items":[{"id":31098,"accession_number":"0001829126-26-009173","item_number":"1.01","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Nexalin entered into a securities purchase agreement on August 19, 2026, to issue 2,419,355 shares of common stock at $0.31 per share in a registered direct offering (raising ~$750,000), plus common warrants to purchase 1,209,677 additional shares at $0.50 per share. Additionally, the company entered into an any market purchase agreement (AMPA) with the same investor for up to $15 million in future share purchases. These are dilutive equity issuances that materially increase share count and potential dilution to existing shareholders, particularly the AMPA which provides ongoing at-the-market purchase rights subject to Nasdaq listing rules and beneficial ownership caps.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-20T21:29:47.404193+00:00","company_name":"","ticker":null,"filing_date":""},{"id":31099,"accession_number":"0001829126-26-009173","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Item 3.02 discloses unregistered sales of equity securities in private placements pursuant to Section 4(a)(2) and Rule 506(b) of Regulation D. The filing describes issuance of Common Warrants, Pre-Funded Warrants, AMPA Shares, and Commitment Securities to accredited investors without registration, with the Pre-Funded Warrants having a nominal $0.001 exercise price and immediate exercisability. This is a classic dilutive private placement raising capital through unregistered equity and warrant issuances.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-20T21:29:47.404193+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":31098,"accession_number":"0001829126-26-009173","item_number":"1.01","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Nexalin entered into a securities purchase agreement on August 19, 2026, to issue 2,419,355 shares of common stock at $0.31 per share in a registered direct offering (raising ~$750,000), plus common warrants to purchase 1,209,677 additional shares at $0.50 per share. Additionally, the company entered into an any market purchase agreement (AMPA) with the same investor for up to $15 million in future share purchases. These are dilutive equity issuances that materially increase share count and potential dilution to existing shareholders, particularly the AMPA which provides ongoing at-the-market purchase rights subject to Nasdaq listing rules and beneficial ownership caps.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-20T21:29:47.404193+00:00","company_name":"Nexalin Technology, Inc.","ticker":"NXL","filing_date":"2026-08-20"},{"id":31099,"accession_number":"0001829126-26-009173","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Item 3.02 discloses unregistered sales of equity securities in private placements pursuant to Section 4(a)(2) and Rule 506(b) of Regulation D. The filing describes issuance of Common Warrants, Pre-Funded Warrants, AMPA Shares, and Commitment Securities to accredited investors without registration, with the Pre-Funded Warrants having a nominal $0.001 exercise price and immediate exercisability. This is a classic dilutive private placement raising capital through unregistered equity and warrant issuances.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-20T21:29:47.404193+00:00","company_name":"Nexalin Technology, Inc.","ticker":"NXL","filing_date":"2026-08-20"}]}
