Arcadia Biosciences has filed a prospectus with the SEC that permits selling stockholders to offer up to 11.92M shares of common stock for resale. This filing provides a mechanism for existing shareholders to liquidate their holdings in the company. The prospectus outlines the terms under which these shares may be sold in the market.

The shares being offered are registered by the selling stockholders, not by Arcadia Biosciences itself. Consequently, the company will not receive any proceeds from the sale of these shares. The filing is dated June 26, 2026, and is available on the SEC's website.

This action is part of standard regulatory compliance for shareholders wishing to sell their stakes in a public company. The prospectus includes details about the number of shares and the conditions of the offer.

Arcadia Biosciences, Inc. has closed its previously announced private placement, generating approximately $4 million in gross proceeds. The offering consisted of 3,883,496 shares of common stock or pre-funded warrants, along with Series A-1 and Series A-2 preferred investment options to purchase up to an aggregate of 3,883,496 shares of common stock each. The transaction was priced at-the-market under Nasdaq rules at $1.03 per share.

H.C. Wainwright & Co. acted as the exclusive placement agent for the offering. The securities were offered under Section 4(a)(2) of the Securities Act of 1933 and Regulation D. Arcadia has agreed to file registration statements with the SEC covering the resale of the unregistered securities issued in the offering.

Terms of the Offering

The Series A-1 preferred investment options have an exercise price of $0.91 per share. These options become exercisable upon the effective date of stockholder approval for the issuance of underlying shares and expire five years from that date. The Series A-2 preferred investment options also carry an exercise price of $0.91 per share. These options are exercisable immediately upon issuance and expire twenty-four months from the effective date of the Resale Registration Statement.

Use of Proceeds

Arcadia intends to use the net proceeds from the offering for working capital and general corporate purposes. The securities have not been registered under the Securities Act or applicable state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption.