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NASDAQ: ORGO Organogenesis Holdings Inc. 8-K

Organogenesis establishes up to $75M at-the-market equity offering program

Filed August 6, 2026 · Period ending August 6, 2026 · ~1 min read

3 key changes 2 high relevance 1 section

Key Changes

  • high

    Company entered into sales agreement with BTIG and Citizens JMP allowing it to sell Class A common stock from time to time at prevailing market prices, up to $75M aggregate proceeds.

  • high

    Sales are discretionary with no obligation to sell any shares; company retains full control over timing, pricing, and volume of any offerings under the program.

  • medium

    Sales agents will receive commission of up to 3.0% of gross proceeds from any shares sold, a standard fee structure for at-the-market programs.

Summary

Organogenesis established a $75 million at-the-market equity offering program, providing the company with a flexible capital-raising tool. Unlike traditional underwritten offerings, an ATM allows the company to sell shares directly into the market at prevailing prices through two sales agents, BTIG and Citizens JMP Securities. The company has no obligation to use the facility and retains full discretion over whether, when, and how much to sell.

For existing shareholders, this represents potential dilution of up to $75 million in new equity, though the actual impact depends entirely on how much the company chooses to draw down. The 3% agent commission is standard for such programs. ATM programs are common among smaller public companies as they provide access to capital without the expense and market impact of a traditional offering, though they also signal the company may need additional funding for operations or growth initiatives.

Section-by-Section Diff

Event · Item 1.01 — Entry into a Material Definitive Agreement

~600 words

Organogenesis established a $75M at-the-market equity offering program with BTIG and Citizens JMP as sales agents.

2 Added
Added At-the-market equity offering program high

Added in current filing · verify on EDGAR →

On August 6, 2026, Organogenesis Holdings Inc. (the “Corporation”) entered into an At-the-Market Sales Agreement (the “Sales Agreement”) with BTIG, LLC (“BTIG”) and Citizens JMP Securities, LLC (“Citizens” and together with BTIG, the “Agents”), each as sales agents thereunder, pursuant to which the Corporation may offer and sell shares (the “Shares”) of its Class A common stock, $0.0001 par value per share (“Class A Common Stock”), from time to time through the Agents.

The company entered into an at-the-market sales agreement allowing it to sell Class A common stock from time to time through two sales agents, BTIG and Citizens JMP Securities. This is a flexible equity capital-raising mechanism where shares can be sold directly into the market at prevailing prices rather than through a traditional underwritten offering.

Added Offering size and structure high

Added in current filing · verify on EDGAR →

Pursuant to the prospectus supplement, the Corporation may offer and sell Shares having an aggregate offering price of up to $75,000,000.

The program allows for up to $75 million in aggregate sales of Class A common stock. The company has no obligation to sell any shares and retains full discretion over timing, pricing, and volume of sales. Sales will be made at market prices on the Nasdaq Capital Market or other existing trading venues.

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Figures/quotes linked to EDGAR · Narrative written by AI · Aug 7, 2026 · How we verify