P3 Health converts $252M debt to preferred stock, raises $10M to regain Nasdaq compliance

Filed April 28, 2026 · Period ending April 27, 2026 · ~1 min read

Key Changes

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  Converted $252.5M debt owed to largest holder Chicago Pacific Founders into three series of non-voting preferred stock with 13.5%–19.5% cumulative dividend rates to meet Nasdaq's $2.5M minimum equity requirement.

  Item 5.03 — Amendments to Articles of Incorporation or Bylaws verify on EDGAR →
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  Raised $10M initial tranche of up to $70M financing from CPF affiliates; each $1M invested includes warrants for 0.66333% of outstanding common stock, exercisable at Nasdaq Minimum Price for seven years.

  Item 5.03 — Amendments to Articles of Incorporation or Bylaws verify on EDGAR →
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  CPF gained right to designate additional independent board member and enhanced information/protective rights while maintaining 40%+ common ownership; ownership cap extended to 49.99% through Jan 2027.

  Item 5.03 — Amendments to Articles of Incorporation or Bylaws verify on EDGAR →