NeoVolta, Inc. Announces \$30 Million At-The-Market Offering Agreement with Needham & Company

Key Highlights

• NeoVolta, Inc. (the “Company”), a Nevada corporation, has entered into a Sales Agreement with Needham & Company, LLC (the “Sales Agent”), dated March 27, 2026.
• The agreement allows the Company to issue and sell, from time to time, up to an aggregate of \$30,000,000 of its common stock, par value \$0.001 per share, through an “at-the-market” (ATM) equity offering program.
• The shares will be issued pursuant to a pre-existing shelf registration statement (Form S-3) declared effective by the SEC and a new prospectus supplement.
• The ATM program provides flexibility for NeoVolta to raise capital as needed, potentially strengthening its balance sheet and supporting growth initiatives.
• The Company is an “emerging growth company” as defined under federal securities laws.

Details of the Sales Agreement

• Under the Sales Agreement, Needham & Company will act as the Company’s sales agent for the offer and sale of shares on a “best efforts” basis.
• Either party may terminate the agreement with five days’ prior written notice, or Needham may terminate immediately upon certain adverse events.
• The agreement contains customary representations, warranties, and covenants made solely for the benefit of the parties. These should be read with caution and in conjunction with the Company’s SEC filings and disclosures.
• The Company agrees to file all required prospectus supplements and reports regarding sales made under the agreement.
• The Company will use net proceeds as described in the prospectus, and has agreed not to take actions that could manipulate the Company’s share price or violate securities regulations.

Legal Opinion

• ArentFox Schiff LLP has provided a legal opinion (filed as Exhibit 5.1) confirming that the shares to be issued under this offering will be legally issued, fully paid, and non-assessable when issued and delivered as contemplated by the Sales Agreement.
• The opinion is limited to Nevada law and is provided in accordance with regulatory requirements.

Investor Considerations and Potential Share Price Impact

• This ATM program gives NeoVolta, Inc. substantial flexibility to raise up to \$30 million in equity capital at prevailing market prices.
• The issuance of new shares may be potentially dilutive to existing shareholders, depending on the timing and price of any sales.
• Proceeds from the sale of shares are expected to be used for general corporate purposes, which may include working capital, capital expenditures, and potential acquisitions.
• The Company asserts in its filings that it is currently in compliance with all applicable laws, has no undisclosed material legal proceedings, and is not aware of any material adverse changes since its last report.
• The Company has not paid any dividends or made distributions on its capital stock recently, and no Subsidiary is restricted from paying dividends to the Company.
• No “permitted free writing prospectuses” are associated with this offering, indicating a standard, transparent sales process.
• The Company remains subject to regular reporting and disclosure requirements and has effective internal controls over financial reporting and disclosure controls as required by Sarbanes-Oxley.
• The agreement asserts that the shares will not be offered or sold in any jurisdiction where such offering is not authorized, and the Company will comply with all securities laws.

Potential Risks and Opportunities

• Risks: The sale of up to \$30 million in shares may result in downward pressure on the stock price due to dilution, especially if large blocks are sold in the open market.
• Opportunities: If the Company uses capital raised efficiently to invest in growth or strengthen its balance sheet, this could have a positive long-term impact on shareholder value. The flexibility of an ATM program allows the Company to respond to market conditions and funding needs dynamically.

Conclusion

The announcement of a \$30 million at-the-market equity program with Needham & Company is a key development for NeoVolta, Inc. This program provides the Company with a flexible and efficient tool for capital raising. Investors should monitor the Company’s future filings for details on the timing, volume, and use of proceeds from any share sales under this program, as these could impact both the near-term and long-term value of NeoVolta’s shares.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors should read all official filings and consult with their financial advisors before making investment decisions. The information herein is based on the Company’s official SEC filings and legal disclosures as of March 27, 2026. Events occurring after this date may affect the validity of the information provided.