---
title: "Ensysce Biosciences closes $2 million Series B preferred stock and warrant"
url: "https://aibio.space/news/ensysce-biosciences-closes-2-million-series-b-preferred-stock-warrant/"
publisher: "aibio.space (Biotech Investor Relations News)"
date: "2026-04-08"
section: "Financings"
tickers: "NASDAQ:ENSC"
source: "https://www.sec.gov/Archives/edgar/data/1716947/000149315226015602/form8-k.htm"
summary: "Ensysce Biosciences sold 2,000 shares of Series B preferred stock for $2 million on April 6, 2026, to 3i, LP. The deal comes with warrants for up to 8,727,"
---

By the aibio.space news desk.

Sources

- [Ensysce Biosciences, Inc. Form 8-K filed April 8, 2026 (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1716947/000149315226015602/form8-k.htm)
- [Ensysce Biosciences, Inc. exhibit ex10-2.htm to the April 8, 2026 Form 8-K (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1716947/000149315226015602/ex10-2.htm)

[ENSC](https://aibio.space/companies/ensysce-biosciences/)

2026-04-08

# Ensysce Biosciences closes $2 million Series B preferred stock and warrant private placement

Tickers [ENSC](https://aibio.space/companies/ensysce-biosciences/)

Ensysce Biosciences sold 2,000 shares of Series B preferred stock for $2 million on April 6, 2026, to 3i, LP. The deal comes with warrants for up to 8,727,273 common shares, all at $0.55, and the stated value of the preferred stock was raised from $1,100 to $1,200 a share.

## Key facts

- **Company**: Ensysce Biosciences, Inc. (NASDAQ: ENSC)

- **News type**: Financings

- **Primary source**: [Ensysce Biosciences, Inc. Form 8-K filed April 8, 2026 (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1716947/000149315226015602/form8-k.htm)

*A conference room set for a meeting. CC0, via rawpixel. The picture shows the field, not the companies named.*

Ensysce Biosciences, Inc. (Nasdaq: [ENSC](https://aibio.space/companies/ensysce-biosciences/)) closed a $2 million private placement of Series B preferred stock and warrants on April 6, 2026. The company reported the closing in a [Form 8-K](https://www.sec.gov/Archives/edgar/data/1716947/000149315226015602/form8-k.htm) dated April 7, 2026 and filed April 8, 2026, signed by President and Chief Executive Officer Dr. Lynn Kirkpatrick. The gross proceeds were $2 million, before fees and offering expenses.

The purchaser is 3i, LP. The sale was made under a Securities Purchase Agreement signed on November 13, 2025, which the company first reported on November 17, 2025. The April closing was a second tranche under that agreement, and it followed a Subsequent Purchase Notice from 3i dated April 2, 2026. The notice was signed by Alex Hauff, whose title in the signature block is partner and chief operating officer of 3i, and it gives the subscription amount as $2,000,000.

## The securities

The company sold 2,000 shares of Series B preferred stock at a fixed price of $1,000 per share. The preferred converts into up to 4,363,636 shares of common stock at a conversion price of $0.55, subject to adjustment.

The company also issued warrants for up to 8,727,273 shares of common stock, which the notice describes as 200% coverage of the underlying common shares. The warrants have an exercise price of $0.55, subject to adjustment. Warrants for 4,363,637 shares are exercisable for 18 months after issuance, and warrants for 4,363,636 shares are exercisable for five years.

The company agreed to amend the certificate of designation to raise the stated value of each Series B share from $1,100 to $1,200. The notice puts the stated value of the 2,000 shares at $2,400,000. A higher stated value means a larger amount attached to each preferred share, while the purchaser paid $1,000 a share.

## The warrant protections

The exercise price can fall to a lower price if the company sells stock below it. The 8-K says the company's issuances under the purchase agreement and the subsequent notice will themselves lower the exercise price. Unexercised warrants carry cash-out provisions if the company enters a change of control transaction. A holder may not exercise if it would then own more than 4.99% of the outstanding common stock, or 9.99% if it elected that limit before issuance.

## Restrictions and registration

Ensysce agreed to file a resale registration statement for the common stock issuable on conversion and exercise within three business days after closing. While the purchaser holds preferred stock with an aggregate stated value of at least $100,000, the company generally agreed not to issue common stock or equivalents, file other registration statements, or enter a variable rate transaction. The 8-K defines a variable rate transaction as one priced on, or reset with, trading prices or future events.

The securities were offered under Section 4(a)(2) of the Securities Act of 1933 and Rule 506(b).

## Who advised, and what is not named

The 8-K names no placement agent or underwriter for this sale and no counsel for the company or the purchaser. It refers to a financial advisor, which it does not name. The company issued warrants for up to 261,818 shares to designees of that advisor, on terms similar to those given to the same designees in November 2025.

## Use of proceeds and business

The company says it intends to use the net proceeds for general corporate purposes, including continued development of its TAAP and MPAR programs, and for working capital. The 8-K gives no cash balance, no runway and no dollar amount for each use, so the size of the $2 million against the company's needs cannot be measured from this filing.

Ensysce describes itself in its annual report on [Form 10-K](https://www.sec.gov/Archives/edgar/data/1716947/000149315226013633/form10-k.htm) as a clinical stage pharmaceutical company seeking to develop solutions for severe pain relief while reducing the potential for opioid misuse, abuse and overdose. Its platforms are the Trypsin Activated Abuse Protection, or TAAP, technology and the Multi-Pill Abuse Resistant, or MPAR, technology. The 10-K says MPAR is designed to be combined with TAAP prodrugs for overdose protection.

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## Companies in this story

ENSC

Ensysce Biosciences, Inc.

NASDAQ · United States

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Source page: https://aibio.space/news/ensysce-biosciences-closes-2-million-series-b-preferred-stock-warrant/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Ensysce Biosciences closes $2 million Series B preferred stock and warrant", 2026-04-08, https://aibio.space/news/ensysce-biosciences-closes-2-million-series-b-preferred-stock-warrant/
