{"url_path":"/sec/palx/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":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/1938569/0001493152-26-023678-index.html","accession_number":"0001493152-26-023678","cik":"0001938569","ticker":"PALX","issuer_name":"Palomino Laboratories Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1938569/0001493152-26-023678-index.html","primary_entity_key":"0001938569","primary_entity_name":"Palomino Laboratories Inc."},"word_count":165,"has_tables":true,"body_markdown":"**ITEM\n2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.**\n\n \n\nOn\nApril 20, 2026, the Company entered into subscription agreements with certain accredited investors and sold in an initial closing of\na private placement (the “Offering”) an aggregate of 3,773,853 shares (the “Shares”) of the Company’s common\nstock, par value $0.0001 per share for an aggregate purchase price of $15,095,412.00, at a purchase price of $4.00 per Share.\n\n \n\nOn\nApril 30, 2026, the Company and certain accredited investors mutually agreed to effect, and effected, an additional closing, with respect\nto 470,000 Shares for gross proceeds of $1,880,000.\n\n \n\nThe\nOffering and sale of the Shares will be issued without registration under the Securities Act, in reliance on the exemptions provided\nby Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”) as a transaction not involving a public\noffering and Rule 506 promulgated under the Securities Act as sales to accredited investors, and in reliance on similar exemptions under\napplicable state laws."}