{"url_path":"/sec/asbp/10-q/2026/item-2","section_key":"item-2","section_title":"Item 2 UNREGISTERED SALES OF EQUITY SECURITIES, USE OF PROCEEDS, AND ISSUER PURCHASES OF EQUITY SECURITIES**","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/1847345/0001493152-26-023802-index.html","accession_number":"0001493152-26-023802","cik":"0001847345","ticker":"ASBP","issuer_name":"Aspire Biopharma Holdings, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1847345/0001493152-26-023802-index.html","primary_entity_key":"0001847345","primary_entity_name":"Aspire Biopharma Holdings, Inc."},"word_count":217,"has_tables":true,"body_markdown":"**ITEM\n2. UNREGISTERED SALES OF EQUITY SECURITIES, USE OF PROCEEDS, AND ISSUER PURCHASES OF EQUITY SECURITIES**\n\n \n\nDuring the quarter ended March 31, 2026, we issued\nan aggregate of 13,750 shares of our Series A Convertible Preferred Stock in a private placement to institutional investors for gross\nproceeds of $10,000,000 pursuant to a Securities Purchase Agreement entered into in February 2026. The shares were issued in reliance\non the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D. The investors are\naccredited and represented their investment intent; no general solicitation or advertising was used.\n\n \n\nIn January 2026, we issued 26,333 shares of common\nstock as incentive shares to investors in connection with a short-term debenture financing, and 21,525 shares of common stock to certain\nlenders pursuant to exchange agreements that converted outstanding subscription agreement loans and accrued interest into equity. We also\nissued 202 “true-up” shares of common stock to Arena under our equity line of credit commitment fee. These issuances were\nmade in private transactions exempt from registration under Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D.\n\n \n\nWe did not repurchase any of our equity securities\nduring the quarter ended March 31, 2026. There were no proceeds used from a registered offering during the period."}