Castellum, Inc. announced a private placement that it has agreed to issue and sell to the investor pre-funded warrants to purchase up to 8,437,501 shares of common stock at an offering price of $0.32 per warrant for the gross proceeds of approximately $2.7 million on January 29, 2024. The warrants will become exercisable upon effectiveness of shareholder approval, expire five years from such approval date, and have an exercise price of $0.35 per share.The warrants issued in the concurrent private placement and the shares issuable upon exercise of such warrants were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended, and Regulation D promulgated thereunder and have not been registered under the Act or applicable state securities laws.