News & Events

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On May 26, 2026, Cloudastructure, Inc. (the “Company”) received a notice (the “Notice”) from the Nasdaq Listing Qualifications staff of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, as a result of not having timely filed its Quarterly Report on Form 10-Q for the period ended March 31, 2026 (“Form 10-Q”), the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1), which requ…

Results of Operations and Financial Condition. On May 18, 2026, Cloudastructure, Inc. (the “ Company ”) issued a press release announcing certain limited financial results for the quarter ended March 31, 2026. A copy of the press release is attached as Exhibit 99.1 to this Current Report.

Dismissal of Auditor. (a) Dismissal of Auditor The Audit Committee of the Board of Directors (the “ Audit Committee ”) of Cloudastructure, Inc., a Delaware corporation (the “ Company ”), in connection with carrying out its appointed duties and responsibilities, conducted a review to determine the Company’s independent registered public accounting firm for the Company’s 2026 fiscal year. On April 16, 2026, upon the recommendation of the Audit Committee, the Board of Directors of the Company ap…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On February 17, 2026, Cloudastructure, Inc., a Delaware corporation (the “ Company ”), received a written notice (the “ Notification Letter ”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“ Nasdaq ”) notifying the Company that it is not in compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on the Nas…

Entry into a Material Definitive Agreement. On February 2, 2026, Cloudastructure, Inc., a Delaware corporation (the “ Company ”) entered into an Equity Distribution Agreement (the “ Agreement ”) with Maxim Group LLC (“ Maxim ”) to create an at-the-market equity program. Under the Agreement, the Company may offer and sell its Class A common stock, par value $0.0001 per share, from time to time having an aggregate offering amount of up to $9,000,000 (the “ Shares ”) during the term of the Agree…

Results of Operations and Financial Condition. On January 15, 2026, Cloudastructure, Inc. (the “ Company ”) issued the press release attached as Exhibit 99.1 to this Current Report.

Entry into a Material Definitive Agreement. As disclosed in a Form 8-K filed by Cloudastructure, Inc. (the “ Company ”) on March 26, 2025, as amended by a Form 8-K/A on April 17, 2025, the Company entered into a Securities Purchase Agreement with Streeterville Capital, LLC (“ Streeterville ”) on March 21, 2025 (as subsequently modified and amended, the “ Series 2 Agreement ”), pursuant to which Streeterville agreed to purchase up to $40,000,000 of the Company’s Series 2 Convertible Preferred…

Unregistered Sales of Equity Securities. The information set forth in

Results of Operations and Financial Condition. On November 13, 2025, Cloudastructure, Inc. (the “ Company ”) issued the press release attached as Exhibit 99.1 to this Current Report.

Results of Operations and Financial Condition. On October 15, 2025, Cloudastructure, Inc. (the “ Company ”) issued the press release attached as Exhibit 99.1 to this Current Report.

Results of Operations and Financial Condition. On August 13, 2025, Cloudastructure, Inc. (the “ Company ”) issued a press release announcing certain financial results for the quarter ended June 30, 2025. A copy of the press release is attached as Exhibit 99.1 to this Current Report.

Material Modification to Rights of Security Holders. The information set forth below under

Results of Operations and Financial Condition. On May 15, 2025, Cloudastructure, Inc. (the “ Company ”) issued a press release announcing its financial results for the quarter ended March 31, 2025. A copy of the press release is attached as Exhibit 99.1 to this Current Report.

Unregistered Sale of Equity Securities. The information set forth in

Entry into a Material Definitive Agreement. Series 2 Securities Purchase Agreement As previously reported in the Original Form 8-K, on March 25, 2025, at the initial closing of the Series 2 Equity Financing (the “First Series 2 Closing”), we issued and sold 4,500 shares of Series 2 Preferred to Streeterville, for an aggregate purchase price of $4,500,000, and for the period commencing on the date of the First Series 2 Closing and ending on the earlier of (i) two years from the First Series 2…

Entry into a Material Definitive Agreement. Waiver Agreement Previously Cloudastructure, Inc., a Delaware corporation (“we,” “us,” “our” or the “Company”) and Streeterville Capital, LLC, a Utah limited liability company (“Streeterville”), entered into a Securities Purchase Agreement, dated as of November 25, 2024, as amended by Amendment No. 1 to Securities Purchase Agreement, dated January 16, 2025, Amendment No. 2 to Securities Purchase Agreement, dated January 29, 2025, and Amendment No. 3…

Entry into a Material Definitive Agreement. Securities Purchase Agreement On March 21, 2025, Cloudastructure, Inc., a Delaware corporation (“we,” “us,” “our” or the “Company”) entered into a Securities Purchase Agreement (the “Securities Purchase Agreement” or “Equity Financing”) with one of our existing investors, Streeterville Capital, LLC (the “Streeterville”), pursuant to the terms of which we have agreed to issue and sell to Streeterville up to $40,000,000 (the “Commitment Amount”) of ne…

Unregistered Sale of Equity Securities. The information set forth in