Safe & Green Development Corp — $18M Form D filing, October 2025

What the filing says

• Offered: $18,000,000. Sold: $18,000,000. Left to sell: nothing, all of it is sold. (filing)
• Investors: 4 had already invested. (filing)
• Date of first sale: October 17, 2025. (filing)
• Types of securities: Equity; Options, warrants or other rights to acquire another security; Securities to be acquired on exercise of an option, warrant or other right; Other: Convertible Preferred Stock, Common Stock Warrants and Common Stock issuable upon conversion or exercise, as applicable of Preferred Stock and Common Warrants, as applicable.. (filing)
• Item 16: the filing reports that none of the proceeds goes to executive officers, directors or promoters. It adds: “While no offering proceeds are set aside for payments to the named officers or directors, it is possible that some proceeds to be used as working capital will be used indirectly for paying salaries to employees including executive officers” (filing)
• On the amounts offered and sold: the filing adds “The total offering amount reflects the total gross proceeds to be received assuming cash exercise of all warrants issued in the private placement.” (filing)
• On sales commissions and finders' fees: the filing adds “Dawson James served as the placement agent in connection with the private placement and was paid (i) a cash fee equal to 7.5% of the aggregate gross proceeds received and (ii) up to $150,000 for legal fees and other out-of-pocket expenses.” (filing)

This is the company's own disclosure. A payment disclosed on a Form D is a disclosed use of proceeds, not a finding of wrongdoing.

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