Offerings // Rafael Holdings, Inc.

RFL offering history

Every offering-related filing in Rafael Holdings, Inc.’s recent SEC record — registrations (announced capacity) kept separate from pricing documents (executed sales). Reviewed 404 filings back to Oct 31, 2017.

Last executed offering

Jun 4, 2025

8-K — priced deal (shares or notes)

Last registration (announced)

Apr 28, 2025

S-3/A — capacity, not a sale

Executed, last 12 months

424B pricings + 8-K 3.02 sales

Registered, last 12 months

S-1/S-3/F-series registrations

Date	Filing		What it means
Jun 4, 2025	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
May 6, 2025	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
May 6, 2025	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Apr 29, 2025	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Apr 28, 2025	S-3/A →	REGISTERED	S-3/A registration — capacity to sell shares, not a sale yet
Apr 18, 2025	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Feb 13, 2025	424B3 →	UPDATE	Prospectus update — often a resale registration, not necessarily new capital
Feb 13, 2025	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Mar 7, 2022	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Mar 2, 2022	S-3/A →	REGISTERED	S-3/A registration — capacity to sell shares, not a sale yet
Feb 24, 2022	RW →	WITHDRAWN	Registration withdrawn
Feb 15, 2022	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Aug 24, 2021	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Jun 17, 2021	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Jun 7, 2021	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Jun 7, 2021	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
May 27, 2021	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Mar 23, 2021	EFFECT →	EFFECTIVE	SEC declared a registration effective — selling can begin
Mar 11, 2021	S-3/A →	REGISTERED	S-3/A registration — capacity to sell shares, not a sale yet
Feb 24, 2021	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Feb 8, 2021	RW →	WITHDRAWN	Registration withdrawn
Jan 20, 2021	S-3 →	REGISTERED	S-3 registration — capacity to sell shares, not a sale yet
Dec 11, 2020	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)
Aug 8, 2019	8-K →	EXECUTED	Unregistered share sale disclosed (8-K item 3.02)

RFL offering-related filings from SEC EDGAR, newest first (capped at 40). Each links to the original document.

Two honest limits. (1) A 424B takedown can price shares or notes— EDGAR’s metadata doesn’t say which, so open the document: large investment-grade filers use these mostly for bond deals (no dilution), small-caps mostly for shares. (2) At-the-market (ATM) programs sell shares gradually and individual sales are not separately filed — the visible footprint is the enabling shelf and its 424B5; actual ATM share counts surface later in the 10-Q/10-K share count. Educational information from public filings, not investment advice.

Is a shelf active now? →Do they need money? →Red flags →Full RFL workspace →

RFL offering FAQ

When did RFL last execute an offering?

Per SEC filings, Rafael Holdings, Inc.'s most recent priced offering document is a 8-K filed 2025-06-04. Note a 424B takedown can price shares or notes (debt) — the linked document says which.

When did RFL last announce or register an offering?

The most recent registration is a S-3/A filed 2025-04-28. A registration is capacity to sell shares — not a sale.

Does an offering always mean dilution?

Registered direct offerings and shelf takedowns issue new shares and dilute existing holders. Resale registrations (424B3/B7) let existing holders sell and do not create new shares. Secondary sales by insiders also do not dilute. Each row here is labeled with what it is.