---
title: "NexGel issues $1,000,000 convertible note to new director Brian J. Kieser"
url: "https://aibio.space/news/nexgel-issues-1-000-000-convertible-note-new-director-brian-j-kieser/"
publisher: "aibio.space (Biotech Investor Relations News)"
date: "2026-05-11"
section: "Debt Financing"
tickers: "NASDAQ:NXGL"
source: "https://www.sec.gov/Archives/edgar/data/1468929/000149315226022503/form8-k.htm"
summary: "The unsecured note converts at $0.60 a share and goes to Brian J. Kieser, a new director who runs Sequence LifeScience. Sequence bought $5,500,000 of notes"
---

By the aibio.space news desk.

Sources

- [NEXGEL, INC. 8-K (2026-05-12)](https://www.sec.gov/Archives/edgar/data/1468929/000149315226022503/form8-k.htm)

[NXGL](https://aibio.space/companies/nexgel/)

2026-05-11

# NexGel issues $1,000,000 convertible note to new director Brian J. Kieser

Tickers [NXGL](https://aibio.space/companies/nexgel/)

The unsecured note converts at $0.60 a share and goes to Brian J. Kieser, a new director who runs Sequence LifeScience. Sequence bought $5,500,000 of notes in an earlier April financing.

## Key facts

- **Company**: NEXGEL, INC. (NASDAQ: NXGL)

- **News type**: Debt Financing

- **Primary source**: [NEXGEL, INC. 8-K (2026-05-12)](https://www.sec.gov/Archives/edgar/data/1468929/000149315226022503/form8-k.htm)

*Stock prices on an electronic board. CC0, via rawpixel. The picture shows the field, not the companies named.*

## The new note

NexGel, Inc. issued an unsecured convertible promissory note in the original principal amount of $1,000,000 to Brian J. Kieser on May 11, 2026, under a securities purchase agreement of the same date, according to an 8-K. The note converts at an initial price of $0.60 per share into up to 1,666,667 shares of common stock. Kieser also received a warrant for up to 833,334 shares at an initial exercise price of $0.80 per share.

The filing says the terms are substantially the same as those of earlier notes and warrants described in a prior 8-K. It does not state an interest rate or a maturity date for the note. The company's common stock and its warrants trade on the Nasdaq Capital Market.

## The earlier notes and the Celularity deal

On April 17, 2026, in connection with the financing for, and the transactions relating to, its acquisition of certain assets and licenses from Celularity Inc., NexGel entered into securities purchase agreements with Sequence LifeScience, Inc. Sequence was issued unsecured convertible promissory notes in an original aggregate principal amount of $5,500,000. They convert at an initial price of $0.60 per share into up to an aggregate 9,166,667 shares. Sequence also received a warrant for up to an aggregate 4,583,334 shares at an initial exercise price of $0.80 per share.

The company described that transaction in an 8-K filed April 21, 2026. The May 11 note and warrant to Kieser carry the same $0.60 conversion price and $0.80 exercise price as the Sequence securities. Each conversion or exercise would add shares to the common stock.

## The board seats

On May 6, 2026, Brian J. Kieser and Kevin M. Harris were appointed to NexGel's board of directors, each to serve until the next annual meeting of stockholders or until a successor is elected. The 8-K says neither received compensation in connection with the appointments. Each will be entitled to compensation consistent with what the company pays its other non-employee directors. The company issued a press release about the appointments on May 6.

Kieser is chief executive officer and indirect sole owner of Sequence. The filing says he may therefore be deemed to have an indirect material interest in the Sequence transaction for purposes of Item 404(a) of Regulation S-K. He also has a direct material interest in his own note and warrant. Harris is chief operating officer of Sequence but holds no equity interest in Sequence or its parent. The filing says there are no other transactions with either man or their immediate family that require disclosure under that item.

The director who holds the new note and controls the Sequence notes joined the board days before the new note was issued. The 8-K discloses his interest, and it does not describe any independent review of the terms. It names no placement agent or advisor for either issue.

## The financial record

The 10-K, filed March 31, 2026, reports revenue of $11.4 million for 2025, against $8.7 million for 2024. The net loss was $3.0 million in 2025, against $3.3 million in 2024. Cash used in operations fell to $1.3 million from $3.9 million. Research and development expense fell to $2,000 in 2025 from $78,000 in 2024.

Cash and cash equivalents were $1.8 million at the end of 2024, according to figures filed in a 10-Q on November 12, 2025. The two convertible note issues came within about a month of each other, and both carry the same $0.60 conversion price.

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## Companies in this story

NXGL

NEXGEL, INC.

NASDAQ · United States

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---
Source page: https://aibio.space/news/nexgel-issues-1-000-000-convertible-note-new-director-brian-j-kieser/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "NexGel issues $1,000,000 convertible note to new director Brian J. Kieser", 2026-05-11, https://aibio.space/news/nexgel-issues-1-000-000-convertible-note-new-director-brian-j-kieser/
