{"url_path":"/sec/mobi/10-q/2026/item-2","section_key":"item-2","section_title":"Item 2 Unregistered Sales of Equity Securities and Use of Proceeds","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-06-04","source_url":"https://www.sec.gov/Archives/edgar/data/1489993/0001193125-26-257552-index.html","accession_number":"0001193125-26-257552","cik":"0001489993","ticker":"MOBI","issuer_name":"Mobia Medical, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1489993/0001193125-26-257552-index.html","primary_entity_key":"0001489993","primary_entity_name":"Mobia Medical, Inc."},"word_count":528,"has_tables":true,"body_markdown":"Item 2. Unregistered Sales of Equity Securities and Use of Proceeds\n\nUnregistered Sales of Equity Securities\n\nNone of the transactions described below were issued in a registered offering under the Securities Act and these transactions did not involve any underwriters, underwriting discounts or commissions. The offers, sales, and issuances of the securities described in such sections were deemed to be exempt from registration under Section 4(a)(2) of the Securities Act as transactions by an issuer not involving a public offering or under Rule 701 promulgated under the Securities Act, as transactions under compensatory benefits plans and contracts relating to compensation. The recipients of the securities in each of these transactions in such sections represented their intentions to acquire the securities for investment only and not with a view to or for sale in connection with any distribution thereof, and appropriate legends were placed upon the securities issued in these transactions. All recipients had adequate access, through their relationships with us, to information about us. The sales of these securities were made without any general solicitation or advertising.\n\nFrom January 1, 2026 through March 31, 2026, we issued and sold the following unregistered securities:\n\n1.\nWe granted stock options and stock awards to employees, directors and consultants under our 2022 Equity Incentive Plan covering an aggregate of 524,180 shares of common stock, at a weighted average exercise price of $7.91 per share. Of these, no options were cancelled without being exercised.\n\n \n\n89\n\n \n\n2.\nWe issued and sold an aggregate of 119,226 shares of common stock to employees, directors and consultants for cash consideration in the aggregate amount of $0.4 million upon the exercise of stock options.\n\n3.\nWe issued convertible promissory notes in an aggregate principal amount of $40.0 million to accredited investors, which converted into 3,333,324 shares of the common stock in connection with the completion of our IPO in May 2026.\n\nUse of Proceeds from our Public Offering of Common Stock\n\nOn May 11, 2026, we completed our IPO of common stock, pursuant to which we issued and sold 10,000,000 shares of our common stock at a public offering price of $15.00 per share.\n\nAll shares issued and sold in the IPO were registered under the Securities Act pursuant to a Registration Statement on Form S-1 (File No. 333-295160), as amended (the “Registration Statement”), declared effective by the SEC on May 7, 2026.\n\nWe received net proceeds of approximately $134.5 million after deducting underwriting discounts and commissions of $10.5 million and offering expenses of $5.0 million. None of the expenses associated with the IPO were paid to directors, officers, persons owning 10% or more of any class of equity securities, or to our affiliates. BofA Securities, Inc., J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, BTIG, LLC, Nomura Securities International, Inc. and WR Securities, LLC acted as managing underwriters for the offering.\n\nThe net proceeds from our IPO have been invested primarily in savings and money market accounts. There has been no material change in the expected use of the net proceeds from our IPO as described in our Prospectus filed pursuant to Rule 424(b)(4) under the Securities Act with the SEC on May 8, 2026."}