OpenWorld, Inc. has completed a registered direct public offering of its common stock and warrants, raising approximately $3.5 million in gross proceeds. The transaction, which closed on October 30, 2026, was executed pursuant to a placement agency agreement with Maxim Group LLC, acting as the sole placement agent on a "reasonable best efforts" basis.

Under the terms of the agreement, the company sold and issued 1,494,084 shares of common stock, par value $0.001 per share. Additionally, the offering included 1,023,901 shares of common stock underlying pre-funded warrants and two series of common stock purchase warrants. Specifically, the company issued Series A Warrants to purchase up to 2,517,985 shares of common stock and Series B Warrants to purchase up to 2,517,985 shares of common stock.

The offering was priced at-the-market under Nasdaq rules. The company received gross proceeds of approximately $3.5 million, before deducting placement agent fees and other offering expenses. The transaction was conducted pursuant to a shelf registration statement on Form S-3 (File No. 333-284562), declared effective by the SEC on February 3, 2025, and a prospectus supplement filed on October 30, 2026.

In connection with the closing, OpenWorld and its executive officers and directors entered into a lock-up agreement. This agreement restricts the sale, transfer, or disposition of the company’s common stock and related securities for a period of 45 days following the closing of the offering, subject to certain exceptions.