Castellum (CTM) Closes $5M Offering

Castellum, Inc. (NYSE-American: CTM), a cybersecurity, electronic warfare, and software services company focused on the federal government, today announced the closing of its previously announced public offering of 4,166,667 Units at a public offering price of $1.20 per Unit. Each unit consists of one share of common stock and one warrant to purchase one share of common stock. The warrants are immediately exercisable at $1.22 per share and will expire 60 days from the date of issuance. The shares of common stock and warrants are immediately separable and were issued separately.

Gross proceeds from the offering are approximately $5.0 million before deducting placement agent fees and offering expenses. Castellum intends to use the net proceeds of the offering for working capital and general corporate purposes.

Maxim Group LLC acted as the sole placement agent on a reasonable best-efforts basis for the offering.

A shelf registration statement on Form S-3 (File No. 333-284205) relating to the securities being offered was previously filed with the U.S. Securities and Exchange Commission (the “SEC”) and became effective on January 24, 2025. The shares of common stock and shares underlying the warrants were offered only by means of a prospectus. A preliminary prospectus supplement and the accompanying prospectus relating to and describing the terms of the public offering have been filed with the SEC. A final prospectus supplement and an accompanying prospectus relating to the offering has been with the SEC and is available on the SEC’s website at www.sec.gov. Copies of the final prospectus supplement and accompanying prospectus relating to the public offering may be obtained by contacting Maxim Group LLC, at 300 Park Avenue, 16th Floor, New York, NY 10022, Attention: Prospectus Department, or by telephone at (212) 895-3745 or by email at [email protected].

This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

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