{"url_path":"/sec/aspi/8-k/2026-06-25/item-3-02","section_key":"item-3-02","section_title":"Item 3.02 ** **Unregistered Sales of Equity Securities.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-25","source_url":"https://www.sec.gov/Archives/edgar/data/1921865/0001477932-26-004020-index.html","accession_number":"0001477932-26-004020","cik":"0001921865","ticker":"ASPI","issuer_name":"ASP Isotopes Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1921865/0001477932-26-004020-index.html","primary_entity_key":"0001921865","primary_entity_name":"ASP Isotopes Inc."},"word_count":285,"has_tables":true,"body_markdown":"**Item 3.02.** **Unregistered Sales of Equity Securities.** \n\n \n\nTo the extent required by this Item 3.02, the information included in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.\n\n \n\nThe Units and the Pre-Funded Warrants, including the Class A Units underlying the Pre-Funded Warrants issuable in connection with the Subscription Agreements, were not or will not be registered under the Securities Act of 1933, as amended (the “Securities Act”) in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D promulgated thereunder or, for non-U.S. investors, Regulation S promulgated under the Securities Act.\n\n \n\n**Item** **7.01.** **Regulation FD Disclosure.** \n\n \n\nOn June 25, 2026, the Company and ENDRA issued a joint press release announcing the execution of the Merger Agreement and the Subscription Agreements. The press release is furnished as Exhibit 99.2 to this Current Report on Form 8-K and incorporated herein by reference.\n\n \n\nFurnished as Exhibit 99.3 to this Current Report on Form 8-K and incorporated herein by reference is an investor presentation prepared by Renergen in connection with the Noble Investment and that may be used by the Company, Renergen, Noble or ENDRA in connection with the Merger.\n\n \n\nThe information in this Item 7.01, including Exhibit 99.2 and Exhibit 99.3 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference in any filing of the Company under the Securities Act, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.\n\n \n\n \n\n5"}