Brand Engagement Network

Brand Engagement Network, Inc, an enterprise AI software company, today announced that it has entered into a securities purchase agreement for a $1,051,025 private placement of common stock priced at $8.50 per share. The purchase price represents more than a 20% premium to the Company’s September 21, 2026 closing price of $7.07.

The placement was subscribed in equal parts by returning investor BEN Capital Fund I, LLC and Joseph Bevash. The Company will issue an aggregate 123,650 shares of common stock. An initial $150,025 (17,650 shares) was funded at closing, with the remaining $901,000 to be funded in five equal monthly installments of $180,200 through February 5, 2027.

The transaction includes 100% warrant coverage. For each share purchased, the investors receive a six-month warrant to purchase one additional share at the same $8.50 exercise price. If the placement is fully funded, the warrants will cover up to 123,650 shares.

This transaction continues the clear 2026 trend of BEN securing equity commitments from sophisticated investors at significant premiums to the prevailing market. Prior private placements this year were priced at $63.25, $39.25, and $17.82, each above the then-current closing price, including placements priced 20% above the close.

“This is another above-market commitment from investors who already know the company — after Cataneo, after Accelevate, and while we continue to deploy enterprise AI,” said Tyler Luck, Chief Executive Officer of Brand Engagement Network. The people writing the checks are not trading the noise. They are funding the plan.”

Transaction Highlights

  • $1,051,025 aggregate commitment at $8.50 per share
  • More than 20% premium to the September 21, 2026 close of $7.07
  • 123,650 shares, split equally between BEN Capital Fund I, LLC and Joseph Bevash
  • $150,025 funded at initial closing; $901,000 to be funded over five months
  • 1-for-1 six-month warrants at the same $8.50 strike price
  • Continues a consistent 2026 track record of premium-priced private placements

The securities described in this release were offered and sold in private transactions pursuant to exemptions from the registration requirements of the Securities Act of 1933, as amended. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities.

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