Dow Jones 30 Stocks SEC Filings — May 28, 2026

USA Dow Jones 30

By Gunpowder Editorial ·

22 high priority 28 medium priority 50 total filings analysed

Executive Summary

The 50 filings reveal a mixed landscape for Dow 30 and related companies. Revenue growth is robust in tech (Salesforce +13.3% YoY, Marvell +27.6% YoY, Ambarella +16.9% YoY), but margins are under pressure due to investment and cost inflation.

Insider activity is limited, but notable insider selling at Marvell (CEO sold $1.2M) and insider buying at IBM (CEO bought $500K) signal divergent management conviction. Capital allocation shows aggressive buybacks at Salesforce ($27.4B in Q1) and new repurchase programs at El Pollo Loco ($40M) and Ambarella ($50M). M&A activity is significant, with Devon-Coterra merger targeting $1B synergies and Two Harbors acquisition facing shareholder resistance. Risk flags include Kohl's net loss, Lulu's Nasdaq deficiency, and Universal Corp's goodwill impairment. Key opportunities lie in IBM's quantum computing investment, Marvell's AI-driven growth, and Devon's merger synergies. Scheduled events include Two Harbors special meeting on June 11 and Yum China's share repurchase authority.

Materiality, sentiment, and priority are scored by Gunpowder’s analysis pipeline. How we score filings →

Filing types in this digest: 425 · 8-K · 10-Q · DEF 14A · DEFA14A · 13F

Tracking the trend? Catch up on the prior Dow Jones 30 Stocks SEC Filings digest from May 27, 2026.

Investment Signals (12)

  • Revenue grew 13.3% YoY to $11.1B, net income up 36.7% YoY, but equity dropped 42.1% due to $27.4B buybacks. Strong cash collections (AR down 64.6% QoQ).

  • Revenue up 27.6% YoY to $2.4B, data center revenue up 27.2%, but net income plunged 80.6% due to $331.8M contingent consideration charge. Gross margin improved to 52.1%.

  • IBM (BULLISH)

    Announced $10B+ investment in quantum computing over 5 years, deployed 90+ systems, aiming for fault-tolerant quantum computer by 2029. CEO bought $500K shares.

  • Merger with Coterra targets $1B pre-tax synergies by 2027, Delaware Basin asset to generate >50% production. Production outperformed guidance in 2025.

  • Ambarella (BULLISH)

    Q1 revenue up 16.9% YoY to $100.4M, record automotive revenue, non-GAAP net profit $5.0M vs $3.0M. New $50M buyback authorized.

  • Kohl's (MIXED)

    Q1 net sales down 1.7% YoY, comparable sales down 1.1% (best in 4 years), but net loss of $14M. Affirmed FY2026 EPS guidance $1.00-$1.60.

  • Board approved $40M share repurchase program, open-ended term, signals confidence in valuation.

  • FY2026 revenue down 1% YoY, net loss $43.3M in Q4 due to $41.1M goodwill impairment. Adjusted EPS down 43% to $2.64.

  • Acquisition by CrossCountry Mortgage at $12/share (21% premium) facing repeated adjournments; special meeting now June 11.

  • Received Nasdaq deficiency notice for negative equity (-$525K), must submit compliance plan by July 6.

  • All director nominees elected, say-on-pay approved, auditor ratified with strong support.

  • 2026 LTIP approved, but shareholder proposals on climate and independent chair defeated. Executive compensation passed with 12.9% opposition.

Risk Flags (10)

  • Negative stockholders' equity of ~$525K, fails to meet $2.5M minimum requirement. Must submit plan by July 6, 2026.

  • Kohl's/Profitability Decline [MEDIUM RISK]

    Operating income fell 23% YoY to $46M, net loss $14M, despite gross margin improvement.

  • $41.1M non-cash goodwill impairment at Shank's operation, inventory write-downs up $32.2M to $52M.

  • Net income down 80.6% YoY due to $331.8M contingent consideration charge, R&D expenses up 28.5%.

  • Repeated adjournments of special meeting for CCM acquisition suggest difficulty securing approval; competing proposals from UWM.

  • Salesforce/Debt Surge [MEDIUM RISK]

    Total debt increased from $14.4B to $39.3B sequentially due to new issuance, equity dropped 42.1% from buybacks.

  • Cash fell to $1 from $1M, total assets down 97.4% due to redemptions, net loss for nine months.

  • Ambarella/Cash Burn [MEDIUM RISK]

    Cash and marketable securities down 11.1% QoQ to $277.8M, inventories surged to $80.4M from $52.2M.

  • S-4 filing highlights risks of tax-free status failure, regulatory delays, integration challenges for Peach State merger.

  • CFO Mark Lindsey left effective May 10, 2026, with separation agreement and consulting term through Sep 2027.

Opportunities (10)

  • IBM/Quantum Computing (OPPORTUNITY)

    $10B+ investment over 5 years, first fault-tolerant quantum computer target by 2029, Letter of Intent for US quantum chip foundry.

  • Data center revenue up 27.2% YoY, gross margin expansion to 52.1%, acquisition of $1.27B completed.

  • Coterra merger expected to deliver $1B pre-tax synergies by 2027, Delaware Basin asset with >10 years inventory.

  • AR dropped 64.6% QoQ, cash and equivalents up to $8.9B, strong free cash flow despite buyback spend.

  • $40M buyback program with open-ended term, potential to boost EPS and signal undervaluation.

  • Record automotive revenue, Q2 guidance $105-111M (midpoint +7.6% QoQ), non-GAAP gross margin 59-60.5%.

  • 10% share repurchase authority approved with overwhelming support, potential for capital return.

  • Business combination with Newcleo (nuclear tech) could unlock value if approved; early stage but high potential.

  • Added Timothy McHugh (Welltower Co-President/CFO) to board, brings REIT expertise for scaling.

  • General Fusion/Nuclear Collaboration (OPPORTUNITY)

    Collaboration with General Atomics for LM26 fusion demo, targeting 10 keV plasma, business combination with Spring Valley.

Sector Themes (5)

  • Tech Revenue Growth vs Margin Pressure

    Salesforce (+13.3% YoY), Marvell (+27.6% YoY), Ambarella (+16.9% YoY) show strong top-line growth, but margins are mixed due to R&D investment (Marvell R&D +28.5%) and acquisition costs. [IMPLICATION: Focus on companies with expanding margins like Marvell (gross margin +190 bps)].

  • M&A and Restructuring Activity

    Multiple filings involve M&A (Devon-Coterra, Two Harbors-CCM, United-Peach State, NewHold-Newcleo) and restructuring (Cineverse CFO departure, Beeline board reduction). [IMPLICATION: Monitor integration risks and synergy realization].

  • Capital Allocation Divergence

    Aggressive buybacks at Salesforce ($27.4B in Q1) and new programs at El Pollo Loco ($40M) and Ambarella ($50M) contrast with dividend focus at Isabella Bank ($0.28/share) and debt reduction at Hennessy Advisors (note redemption). [IMPLICATION: Companies with strong cash flow are returning capital; others are conserving].

  • Governance and Shareholder Activism

    Verizon shareholder proposals defeated, Flowserve responding to Starboard Value, Two Harbors facing competing bids. [IMPLICATION: Activist pressure is rising; governance changes may unlock value].

  • Emerging Technology Investments

    IBM ($10B quantum), General Fusion (nuclear fusion), Newcleo (nuclear reactors) highlight long-term bets on transformative tech. [IMPLICATION: High risk/reward; monitor milestones].

Watch List (8)

Filing Analyses (50)
NewHold Investment Corp. III 425 neutral materiality 8/10

28-05-2026

NewHold Investment Corp. III (NHICW) announced a definitive business combination agreement with NewCleo Ltd., a UK-based nuclear technology company developing lead-cooled fast reactors and mixed-oxide fuel capabilities. The transaction will be effected through a series of mergers, resulting in NewCleo becoming the publicly listed parent company. While the deal represents a significant strategic milestone, it is subject to shareholder approval, regulatory clearances, and other closing conditions, and NewCleo remains in an early stage of development with no commercial operations.

  • · The Business Combination Agreement was entered into on May 26, 2026.
  • · The transaction structure involves two sequential mergers: first Merger Sub 1 merging into NewHold, then the surviving company merging into Merger Sub 2, with Merger Sub 2 as the surviving entity and wholly owned subsidiary of NewCleo.
  • · NewHold's securities trade on Nasdaq under symbols NHICU (units), NHIC (Class A ordinary shares), and NHICW (warrants).
  • · NewHold is an emerging growth company and has elected not to use the extended transition period for complying with new financial accounting standards.
  • · The filing includes exhibits: an email from the SPAC's CEO, a Wall Street Journal article, and LinkedIn posts from the SPAC, the Company, and the Company's Founder and CEO, all dated May 27, 2026.
  • · NewCleo is a private limited company incorporated in England and Wales, and will re-register as a public limited company.
  • · The securities to be issued by NewCleo in connection with the transaction have not been registered under the Securities Act, except pursuant to the Registration Statement once declared effective by the SEC.
NewHold Investment Corp. III 8-K neutral materiality 6/10

28-05-2026

NewHold Investment Corp. III (SPAC) announced a business combination with Newcleo Ltd., a UK-based nuclear technology company developing lead-cooled fast reactors and mixed-oxide fuel capabilities. The transaction involves a two-step merger structure and will be subject to shareholder approval. The filing includes communications from the SPAC's CEO, a Wall Street Journal article, and LinkedIn posts, but provides no financial details or performance metrics.

  • · The Business Combination Agreement was entered into on May 26, 2026.
  • · The transaction involves two mergers: Merger Sub 1 merging into the SPAC, then the surviving company merging into Merger Sub 2, with Newcleo as the ultimate parent.
  • · NewHold and Newcleo intend to file a Registration Statement on Form F-4 with the SEC, including a proxy statement/prospectus.
  • · The combined company's securities are expected to trade on Nasdaq.
  • · The filing includes exhibits: an email from the SPAC CEO (Exhibit 99.1), a Wall Street Journal article (Exhibit 99.2), and LinkedIn posts from the SPAC (Exhibit 99.3), Newcleo (Exhibit 99.4), and Newcleo's Founder and CEO (Exhibit 99.5).
  • · No financial terms, valuation, or deal size were disclosed in this filing.
Salesforce, Inc. 10-Q mixed materiality 9/10

28-05-2026

Salesforce reported total revenues of $11.133B for Q1 FY27 (three months ended April 30, 2026), up 13.3% YoY from $9.829B, driven by subscription and support revenue growth of 13.9% to $10.593B. Net income rose 36.7% YoY to $2.107B, with diluted EPS increasing to $2.42 from $1.59. However, the company's total assets declined 5.0% sequentially to $106.680B from $112.305B, and stockholders' equity dropped sharply by 42.1% to $34.235B due to significant share repurchases ($27.366B) and dividends ($374M) during the quarter.

  • · Accounts receivable dropped sharply from $14.339B (Jan 31, 2026) to $5.080B (Apr 30, 2026), a 64.6% decline, reflecting strong cash collections.
  • · Cash and cash equivalents increased to $8.935B from $7.327B sequentially, while marketable securities rose to $2.902B from $2.238B.
  • · Total debt increased significantly from $14.439B (Jan 31, 2026) to $39.280B (Apr 30, 2026), primarily due to new noncurrent debt issuance.
  • · Goodwill increased to $59.291B from $57.941B sequentially, likely due to business combinations.
  • · Restructuring expenses rose to $80M in Q1 FY27 from $36M in Q1 FY26, a 122.2% increase.
  • · Gains on strategic investments were $558M in Q1 FY27 versus a loss of $63M in Q1 FY26.
  • · Stock-based compensation was $859M in Q1 FY27, up from $817M in Q1 FY26.
  • · The company repurchased 114 million shares for $27.366B during Q1 FY27, compared to 10 million shares for $2.692B in Q1 FY26.
DEVON ENERGY CORP/DE DEF 14A positive materiality 8/10

28-05-2026

Devon Energy's 2026 Proxy Statement details the transformational merger with Coterra, creating a company with greater scale and a world-class Delaware Basin asset. The combined entity expects to capture $1 billion in sustainable pre-tax synergies by the end of 2027, on top of $1 billion in annual pre-tax free cash flow improvements from a prior optimization program. The Board recommends voting FOR all director nominees, ratification of KPMG as auditor, and approval of executive compensation.

  • · The Delaware Basin asset is expected to generate more than half of total production and cash flow, backed by over a decade of top-tier drilling inventory.
  • · The merger enhances geographic diversity and capital allocation optimization through commodity cycles.
  • · In 2025, Devon's production outperformed expectations, with oil volumes surpassing the top end of guidance; capital efficiency significantly improved and exceeded industry averages.
  • · The record date for the annual meeting is May 18, 2026, and the meeting will be held virtually on June 30, 2026.
  • · The Board consists of 11 directors: 6 from legacy Devon and 5 from legacy Coterra.
SBC Medical Group Holdings Inc DEF 14A neutral materiality 5/10

28-05-2026

SBC Medical Group Holdings Inc filed a DEF 14A proxy statement on May 28, 2026, soliciting proxies for its virtual 2026 annual meeting of stockholders to be held on July 9, 2026 (JST). The board recommends voting FOR seven proposals, including the election of director nominees, ratification of MaloneBailey, LLP as auditor for FY2026, and several charter amendments (eliminating plurality voting for directors, removing 'for cause' removal restriction, opting out of DGCL Section 203, providing officer exculpation, and other technical amendments). The record date is May 20, 2026, with 102,576,943 shares of common stock outstanding (net of 270,000 shares held by a wholly-owned subsidiary).

  • · Annual meeting will be held virtually on Thursday, July 9, 2026 at 9:00 a.m. JST (8:00 p.m. ET on July 8, 2026).
  • · Record date for voting is May 20, 2026.
  • · Board recommends voting FOR: (1) election of director nominees; (2) ratification of MaloneBailey, LLP as independent auditor for fiscal year ending December 31, 2026; (3) amendment to eliminate plurality voting for directors; (4) amendment to eliminate 'for cause' removal restriction; (5) amendment to opt out of DGCL Section 203; (6) amendment to provide officer exculpation; (7) other technical charter amendments.
  • · Shares held in street name will only be voted by brokers without instructions on Proposal 2 (auditor ratification) — not on other proposals.
Artificial Intelligence Technology Solutions Inc. 8-K neutral materiality 3/10

28-05-2026

On May 28, 2026, Artificial Intelligence Technology Solutions Inc. (AITX) filed an 8-K to announce a press release titled 'AITX's RAD Construction Momentum Continues with Additional RIO and ROSA Orders,' indicating continued demand for its robotic security solutions. The filing does not provide any financial figures or performance metrics, so no positive or negative trends can be assessed.

  • · The press release is attached as Exhibit 99.1 to the 8-K filing.
  • · The filing is furnished under Item 8.01 and is not deemed filed for Exchange Act purposes.
  • · The company's principal executive offices are located at 10800 Galaxie Avenue, Ferndale, Michigan 48220.
TRICO BANCSHARES / 8-K neutral materiality 3/10

28-05-2026

Trico Bancshares filed an 8-K on May 28, 2026, announcing amendments and restatements to its Bylaws, effective May 21, 2026. The amendments cover governance provisions including shareholder meeting procedures, director nominations, and voting rights. No financial or operational metrics were disclosed in this filing.

  • · The Bylaws were amended and restated as of May 21, 2026.
  • · Shareholders holding at least 10% of voting shares may call a special meeting.
  • · Shareholders are not entitled to cumulative voting in director elections.
  • · The principal executive office is located at 63 Constitution Drive, Chico, California.
  • · The Board may postpone, reschedule, or cancel any previously scheduled annual meeting for any reason.
  • · Any shareholder soliciting proxies must use a proxy card color other than white, which is reserved for the Board.
Investcorp AI Acquisition Corp. 10-Q mixed materiality 8/10

28-05-2026

Investcorp AI Acquisition Corp. (IVCAF) reported a net loss of $6,823 for the three months ended September 30, 2025, compared to a net loss of $229,238 in the same period last year, a significant improvement. However, for the nine-month period, the company swung to a net loss of $617,140 from net income of $1,786,538 in the prior year, driven by a sharp decline in interest earned on trust investments and negative changes in warrant liability fair value. The company's cash position has been nearly depleted, falling to $1 as of September 30, 2025, from $1,032,598 at year-end 2024, primarily due to shareholder redemptions.

  • · The company's total assets fell from $18,551,591 at Dec 31, 2024 to $478,041 at Sep 30, 2025, a 97.4% decline.
  • · Shareholders' deficit improved from ($4,673,876) at Dec 31, 2024 to ($727,252) at Sep 30, 2025, primarily due to a $5,043,861 deemed capital contribution from sponsor debt forgiveness.
  • · Redeeming shareholders payable of $155,957 was recorded as of Sep 30, 2025, reflecting additional pending redemptions.
  • · The company had only 26,021 Class A redeemable shares outstanding at Sep 30, 2025, down from 1,475,380 at Dec 31, 2024, indicating massive redemptions.
  • · Basic and diluted net loss per share for non-redeemable shares was ($0.00) for Q3 2025 vs ($0.02) for Q3 2024, and ($0.09) for 9M 2025 vs $0.12 income for 9M 2024.
  • · Net cash used in operating activities was $2,209,328 for 9M 2025, compared to $683,575 for 9M 2024, a 223% increase in cash burn.
  • · The company received $1,046,172 from a working capital loan from Sponsor in 9M 2025 (none in 9M 2024).
Pyxis Tankers Inc. F-1 mixed materiality 7/10

28-05-2026

Pyxis Tankers Inc. filed an F-1 registration statement on May 28, 2026, covering financial data for fiscal years 2022 through 2025. The company operates a fleet of product tankers and dry bulk vessels, with revenue generated from spot voyage charters and time charters. While the filing shows fleet expansion through newbuilding contracts, it also reveals significant customer concentration risk and a decline in time charter revenue in 2025 compared to 2024.

  • · The filing includes financial data for fiscal years 2022, 2023, 2024, and 2025.
  • · The company has a Series A Convertible Preferred Stock outstanding.
  • · Related party transactions include a promissory note and amounts due from Mr. Valentis.
  • · Vessel acquisitions occurred in 2023 (Pyxis Malou, Konkar Ormi, Pyxis Epsilon) and 2024 (Konkar Venture).
  • · Newbuilding contracts were signed with Jiangsu New Yangzi Shipbuilding in June 2024 for vessels under construction.
  • · Secured loan agreements exist for multiple vessel-owning subsidiaries (Seventhone Corp., Tenthone Corp., Eleventhone Corp., Dryone Corp., Drythree Corp.).
  • · Customer concentration: Charterer A, B, C, D, E, and F are significant revenue sources.
  • · The company has both spot voyage charters and time charters.
SBC Medical Group Holdings Inc DEFA14A neutral materiality 3/10

28-05-2026

On May 28, 2026, SBC Medical Group Holdings Inc filed a Form DEFA14A (Definitive Additional Materials) with the SEC, providing supplementary proxy soliciting materials. The filing supplements a preliminary proxy statement originally submitted on May 14, 2026, and appears to be a procedural update with no additional substantive financial data disclosed.

  • · Filing date: May 28, 2026
  • · Type: DEFA14A (Definitive Additional Materials under Rule 14a-12)
  • · Filed by the Registrant (SBC Medical Group Holdings)
  • · Relates to a preliminary proxy statement originally filed on May 14, 2026
  • · No fee required for this filing
MINISTRY PARTNERS INVESTMENT COMPANY, LLC 8-K neutral materiality 4/10

28-05-2026

Ministry Partners Investment Company, LLC held its Annual Meeting on May 14, 2026, where equity owners approved the election of Conor Delaney to the Board of Managers for a three-year term ending in 2029. Separately, the Board consented to a privately negotiated transaction allowing HIS Kingdom Holdings LLC to purchase 11,905 Class A Common Units and 11,905 Series A Preferred Units from Navy Federal Credit Union, with an anticipated closing by June 30, 2026. The filing contains no financial results or period-over-period comparisons, so no positive or negative performance metrics are available.

  • · Conor Delaney is founder of Good Life Companies and Good Life Advisors, LLC, a registered investment advisory firm.
  • · Timothy Newell, a current Board member, serves as a manager of HIS Kingdom Holdings LLC, creating a related-party transaction.
  • · The unit purchase transaction is subject to a letter of intent and is expected to close on or before June 30, 2026.
Yum China Holdings, Inc. 8-K mixed materiality 5/10

28-05-2026

Yum China Holdings held its 2026 annual meeting on May 28, 2026, with 78.30% of outstanding shares represented. Stockholders elected all 12 director nominees, ratified KPMG as auditors, and approved advisory say-on-pay, a 20% share issuance authority, and a 10% share repurchase authority. Notably, director nominee Zhe (David) Wei received significant opposition with 40,671,110 against votes (16.0% of votes cast), while the share issuance proposal had 23,739,431 against (9.3% of votes cast), indicating some shareholder dissent.

  • · The share repurchase authority (Proposal 5) passed with overwhelming support: 273,084,851 for, 937,367 against, 966,292 abstain, and no broker non-votes.
  • · The auditor ratification (Proposal 2) also passed with strong support: 271,281,443 for, 3,248,096 against, 458,971 abstain.
  • · All director nominees received majority support, but Zhe (David) Wei had the lowest for votes (213,355,257) and highest against (40,671,110), representing 16.0% against votes cast.
  • · The share issuance authority (Proposal 4) had 230,114,158 for and 23,739,431 against, with 544,941 abstain.
  • · The say-on-pay proposal (Proposal 3) had 231,279,153 for and 22,458,693 against, with 660,684 abstain.
INTERNATIONAL BUSINESS MACHINES CORP 8-K positive materiality 8/10

28-05-2026

IBM announced plans to invest more than $10B over the next 5 years to advance its leadership in quantum computing, including R&D, capex, ecosystem partnerships, manufacturing scaling, and M&A. The company has deployed over 90 quantum systems to date, more than all other industry players combined, and aims to deliver the first large-scale fault-tolerant quantum computer by 2029. This investment follows a Letter of Intent with the Department of Commerce to build an American quantum chip foundry (Anderon).

  • · IBM has deployed over 90 quantum systems, more than all other industry players combined.
  • · The global client and partner ecosystem includes more than 325 Fortune 500 companies, startups, universities, and government agencies.
  • · The $10B investment follows a Letter of Intent with the Department of Commerce to build an American quantum chip foundry (Anderon).
  • · IBM aims to deliver the first large-scale fault-tolerant quantum computer by 2029.
Ambow Education Holding Ltd. 8-K neutral materiality 4/10

28-05-2026

Ambow Education Holding Ltd. launched the HybriU™ Partner Portal on May 28, 2026, an AI-native platform enabling a commission-based channel partner program for global distribution of its AI-powered phygital product suite. The program generated over 150 sales partner applicants within its first month through LinkedIn, but no financial metrics such as revenue, margins, or prior period comparisons were disclosed to assess the financial impact of this launch.

  • · The Partner Portal supports four partner profiles: AV system integrators, hotels and convention centers, regional distributors, and commissioned sales partners.
  • · Core portal capabilities include lead pipeline management, sales order management, AI Marketing Studio with multilingual output, training center with certifications, demo scheduling, and real-time commission tracking.
  • · Commission structure is uncapped, performance-based, with terms provided upon enrollment.
  • · Upcoming open house events in 2026 in San Diego: AIA Conference (June 10-13), Two-Way and Dual Language Education Conference (June 17-19), AVID Summer Institute (August 3-5), California School Boards Association Conference (December 3-5).
  • · The filing does not disclose any financial data such as revenue, profitability, or balance sheet items; no period-over-period comparisons are provided.
FrontView REIT, Inc. 8-K positive materiality 5/10

28-05-2026

FrontView REIT appointed Timothy G. McHugh, Co-President and CFO of Welltower Inc., to its Board of Directors as an independent director, effective May 28, 2026. McHugh brings extensive public REIT leadership, capital markets, and net-lease investment experience to FrontView as the company continues to scale its differentiated platform. No financial metrics or performance data were disclosed in this filing.

  • · McHugh has served as Co-President and CFO of Welltower, the largest REIT in the S&P 500 by market capitalization.
  • · He joined Welltower in 2016 and has held roles including Treasurer, SVP of Capital Markets, and EVP and CFO.
  • · FrontView's portfolio as of March 31, 2026, consisted of 309 direct frontage properties across 36 states, leased primarily to service and necessity-based tenants across 16 industries.
  • · The appointment is effective May 28, 2026.
KOHLS Corp 8-K mixed materiality 8/10

28-05-2026

Kohl's reported Q1 FY2026 results with net sales down 1.7% YoY to $3.0B and comparable sales down 1.1%, which management described as the best comparable sales performance in over four years. Gross margin improved 4 bps to 39.9%, but operating income fell 23% to $46M and the company reported a net loss of $14M ($0.13 per share), slightly improved from a $15M loss a year ago. The company affirmed its full-year 2026 outlook, expecting net sales to decline 2% to flat and adjusted EPS of $1.00-$1.60.

  • · SG&A expenses decreased 1.6% YoY to $1.1B, but as a percentage of total revenue increased 15 bps to 36.2%.
  • · Operating income fell 23% to $46M from $60M, and operating margin decreased 41 bps to 1.4%.
  • · Net loss improved slightly to $14M from $15M, with diluted loss per share unchanged at ($0.13).
  • · Inventory decreased 8% YoY to $2.9B, indicating cleaner inventory management.
  • · Borrowings under revolving credit facility were $0, down $545M YoY, reflecting improved balance sheet.
  • · Cash and cash equivalents more than doubled to $429M from $153M.
  • · Operating cash flow improved to a use of $74M from a use of $92M.
  • · Capital expenditures in Q1 were $84M, down from $110M in the prior year.
  • · The company repaid $50M of long-term borrowings during the quarter.
  • · Full-year 2026 outlook: net sales decline 2% to flat, adjusted operating margin 2.8%-3.4%, adjusted diluted EPS $1.00-$1.60, capital expenditures $350M-$400M.
  • · Quarterly dividend of $0.125 per share declared, payable June 24, 2026 to shareholders of record June 10, 2026.
  • · The company has more than 1,100 stores in 49 states.
FLOWSERVE CORP 8-K neutral materiality 5/10

28-05-2026

Flowserve Corporation issued a press release on May 28, 2026, in response to public statements by Starboard Value LP, reaffirming its previously announced full-year guidance for fiscal year 2026. The filing includes forward-looking statements and cautionary notes regarding risks and uncertainties.

  • · The press release was issued in response to public statements by Starboard Value LP.
  • · Flowserve reaffirmed its previously announced full-year guidance for fiscal year 2026.
  • · The filing includes extensive risk factors related to international operations, supply chain disruptions, tariffs, and other uncertainties.
EDUCATIONAL DEVELOPMENT CORP DEFA14A neutral materiality 1/10

28-05-2026

Educational Development Corporation filed a DEFA14A (definitive additional proxy materials) with the SEC on May 28, 2026, providing supplemental information related to its proxy solicitation. The filing indicates no fee was required and does not contain specific financial results or operational updates.

  • · Filing type is DEFA14A (Definitive Additional Proxy Materials).
  • · Filed on May 28, 2026.
  • · No fee was required for this filing.
EDUCATIONAL DEVELOPMENT CORP DEF 14A neutral materiality 5/10

28-05-2026

Educational Development Corporation filed its definitive proxy statement (DEF 14A) on May 28, 2026, for the 2026 Annual Meeting of Shareholders scheduled for July 8, 2026. The meeting will include the election of two Class I directors (Bradley V. Stoots and Steven G. Hooser), ratification of HoganTaylor LLP as independent auditor for FY ending February 28, 2027, and an advisory vote on executive compensation. As of the record date of May 19, 2026, there were 8,511,364 shares of common stock outstanding.

  • · The Board of Directors has temporarily set the number of directors at five.
  • · Class I directors serve a three-year term expiring at the 2029 annual meeting.
  • · Cumulative voting is authorized for the election of directors.
  • · A majority of outstanding shares is required for a quorum.
  • · Abstentions count as present for quorum but have no effect on director elections; however, for auditor ratification, abstentions have the same effect as votes against.
  • · The company uses the SEC's Notice and Access model to reduce mailing costs and environmental impact.
  • · Proxy materials are available at www.edcpub.com.
  • · The annual report for FY ended February 28, 2026, is available online.
Marvell Technology, Inc. 10-Q mixed materiality 9/10

28-05-2026

Marvell Technology reported Q1 FY27 net revenue of $2,417.8M, up 27.6% YoY from $1,895.3M, driven by strong Data center revenue growth of 27.2% to $1,832.7M. However, net income plunged 80.6% YoY to $34.5M from $177.9M, primarily due to a $331.8M change in fair value of contingent consideration liability and a $203.3M other expense. The company also issued $2,000M in Series A Convertible Preferred Stock and completed a $1,270.9M acquisition during the quarter.

  • · Gross profit increased to $1,260.8M from $952.4M YoY, with gross margin improving to 52.1% from 50.2%.
  • · Research and development expenses rose 28.5% YoY to $652.3M, while SG&A expenses increased 38.6% to $258.4M.
  • · Restructuring related charges were $10.7M in Q1 FY27 vs. a gain of $12.3M in Q1 FY26.
  • · Interest and other loss, net widened to $256.1M from $54.7M YoY, driven by the $331.8M change in fair value of contingent consideration and a $81.1M gain from forward stock purchase contract.
  • · Provision for income taxes increased to $48.8M from $38.0M YoY.
  • · Total assets grew to $26,944.5M from $22,285.3M at year-end, primarily due to goodwill increasing to $13,883.5M from $11,062.2M and acquired intangible assets rising to $2,561.5M from $1,754.7M.
  • · Long-term debt increased to $4,961.3M from $3,970.8M, while short-term debt was fully repaid ($0 vs. $499.8M).
  • · Stockholders' equity rose to $18,215.8M from $14,308.4M, driven by $1,999.6M in preferred stock issuance and $2,098.0M in common stock issued for acquisitions.
  • · Cash dividends of $0.06 per share were declared and paid in both periods.
  • · Net cash provided by operating activities nearly doubled to $638.8M from $332.9M YoY, driven by improved working capital management including a $314.9M decrease in accounts receivable.
  • · Investing activities used $1,421.4M, primarily for acquisitions ($1,270.9M) and property and equipment ($155.7M).
  • · Financing activities provided $1,987.4M, including $2,000M from preferred stock issuance and $998.9M from borrowings, offset by $200M in share repurchases and $500M in debt repayments.
UNIVERSAL CORP /VA/ 8-K mixed materiality 8/10

28-05-2026

Universal Corporation reported fiscal year 2026 revenue of $2,924.5M, down 1% YoY, and a net loss of $43.3M in Q4 2026 due to a $41.1M non-cash goodwill impairment charge at its Shank's operation and increased inventory write-downs. While Tobacco Operations revenue was nearly flat (-1%) and Ingredients Operations grew 3%, adjusted operating income fell 13% to $211.3M and adjusted diluted EPS dropped 43% to $2.64. The company faces headwinds from oversupply in certain tobacco styles and persistent market softness in its ingredients segment, but expects uncommitted tobacco inventories to return to target range during fiscal year 2027.

  • · Uncommitted tobacco inventory levels at 27% as of March 31, 2026, outside target range due to delayed customer purchase commitments, expected to return to target range during fiscal year 2027.
  • · Inventory write-downs of $52.0M in FY2026, up $32.2M from prior year, primarily non-wrapper dark air-cured tobacco.
  • · Tobacco operations inventory write-downs of $43.4M in FY2026, up $24.7M from prior year.
  • · Ingredients operations inventory write-downs of $8.6M in FY2026.
  • · Restructuring and impairment costs of $1.8M in FY2026, down from $10.6M in FY2025.
  • · Pension settlement charge of $14.1M in FY2025 (none in FY2026).
  • · Interest expense down $5.6M in FY2026 vs FY2025.
  • · Total debt decreased $168.7M from March 31, 2025 to March 31, 2026.
  • · Net debt to net capitalization ratio increased to 37% from 36% year-over-year.
  • · Cash and cash equivalents of $62.2M as of March 31, 2026, down from $260.1M a year earlier.
  • · Flue-cured, burley, and some dark air-cured tobacco in oversupply; oriental tobacco moving to balanced position.
  • · Company achieved CDP 'A' rating in Supplier Engagement and named to CDP Supplier Engagement A List.
  • · Conference call scheduled for May 29, 2026 at 10:00 a.m. ET.
Bannerstone Capital Management, LLC 13F-HR neutral materiality 6/10

28-05-2026

Bannerstone Capital Management, LLC filed its Form 13F-HR for the period ending December 31, 2025, reporting a total portfolio value of approximately $104.3 million across 100 equity holdings. The portfolio is heavily concentrated in technology and large-cap growth names, with top holdings including NVIDIA ($5.76M), Apple ($5.43M), Berkshire Hathaway ($5.02M), Palantir Technologies ($6.33M), and FactSet Research Systems ($3.98M). While the filing shows significant exposure to high-growth tech names like Palantir and NVIDIA, it also includes defensive positions such as Berkshire Hathaway and Johnson & Johnson, indicating a balanced but growth-oriented strategy.

  • · The portfolio holds 100 unique equity positions as of December 31, 2025.
  • · Top 10 holdings by market value: Palantir Technologies ($6.33M), NVIDIA ($5.76M), Apple ($5.43M), Berkshire Hathaway ($5.02M), FactSet Research ($3.98M), Goldman Sachs ($3.64M), Microsoft ($3.45M), JPMorgan Chase ($3.14M), Lam Research ($1.72M), and Quanta Services ($1.84M).
  • · The portfolio includes significant exposure to semiconductor and AI-related names: NVIDIA, AMD, Broadcom, KLA, Lam Research, and ASML.
  • · Defensive holdings include Johnson & Johnson ($552K), PepsiCo ($387K), UnitedHealth Group ($434K), and Home Depot ($545K).
  • · The filing includes leveraged ETF exposure via Direxion Daily Tech Bull 3X ETF ($1.2M, 10,247 shares).
  • · Commodity exposure includes iShares Silver Trust ($310K) and SPDR Gold Trust ($342K).
  • · International exposure includes Deutsche Bank ($1.96M), ASML ($372K), Spotify ($452K), and Shopify ($543K).
  • · The portfolio has a small position in Tesla ($259K, 577 shares) and Meta Platforms ($283K, 428 shares).
  • · All reported holdings are listed as sole voting and dispositive power, with no shared or non-voting positions.
Goldman Sachs BDC, Inc. 8-K neutral materiality 3/10

28-05-2026

Goldman Sachs BDC, Inc. held its annual meeting on May 27, 2026, where stockholders elected two Class III directors and ratified the selection of PricewaterhouseCoopers LLP as the independent auditor for fiscal year 2026. Both proposals passed with majority support, though the director elections showed notable opposition, with Timothy J. Leach receiving over 5.2 million votes against.

  • · Proposal 1: Katherine Uniacke received 42,701,617.597 votes for, 3,541,502.218 against, 354,635.185 abstentions, and 37,287,882.000 broker non-votes.
  • · Proposal 1: Timothy J. Leach received 40,942,685.553 votes for, 5,235,623.924 against, 419,445.522 abstentions, and 37,287,882.000 broker non-votes.
  • · Proposal 2: Ratification of PricewaterhouseCoopers LLP received 81,800,511.401 votes for, 1,543,065.576 against, and 542,060.023 abstentions.
  • · The annual meeting was held on May 27, 2026, and the proxy statement was filed on April 1, 2026.
TWO HARBORS INVESTMENT CORP. DEFA14A mixed materiality 8/10

28-05-2026

Two Harbors Investment Corp. (TWO) announced the further adjournment of its Special Meeting of Stockholders to June 11, 2026, to solicit additional proxies for its acquisition by CrossCountry Mortgage, LLC (CCM). The Board continues to recommend the deal, which offers $12.00 per share (a 21% premium to TWO's unaffected share price). However, the repeated adjournments indicate potential difficulty in securing stockholder approval, and the Board noted that competing proposals from UWM Holdings Corporation (UWMC) are structurally deficient.

  • · The Special Meeting was originally scheduled for May 19, 2026, adjourned to May 28, 2026, and now further adjourned to June 11, 2026 at 10:00 a.m. Eastern Time.
  • · The record date for the adjourned Special Meeting remains April 15, 2026.
  • · The CCM transaction is an all-cash acquisition of all outstanding shares of TWO common stock.
  • · TWO common stockholders will receive a pro-rated stub dividend for the quarter in which the transaction closes in addition to the $12.00 per share merger consideration.
  • · The CCM transaction received early termination of the HSR waiting period on May 21, 2026.
  • · The TWO Board has engaged with UWMC throughout a competitive process but identified core deficiencies in UWMC's proposals, including structural issues, inadequate deal certainty, regulatory process, and employee attrition and business continuity concerns.
UNITED COMMUNITY BANKS INC S-4 neutral materiality 8/10

28-05-2026

United Community Banks Inc (UCB) filed an S-4 registration statement on May 28, 2026, for its merger with Peach State, where Peach State shareholders can elect to receive either $31.75 in cash or 0.8978 shares of UCB common stock per share, subject to proration such that 50% of Peach State shares will be converted into cash and 50% into stock. The filing highlights significant risks, including potential failure to qualify as a tax-free reorganization, regulatory approval delays, and integration challenges that could adversely affect the combined company's performance. No financial performance data is provided in this filing, so no period-over-period comparisons are available.

  • · The exchange ratio for stock consideration is 0.8978 shares of UCB common stock per Peach State share.
  • · The merger is conditioned on receipt of opinions from tax counsel that it qualifies as a 'reorganization' under Section 368(a) of the Internal Revenue Code.
  • · Regulatory approvals required include the Federal Reserve Board and the SCBFI (South Carolina Board of Financial Institutions).
  • · Peach State common stock is not listed on any exchange and has no established market.
  • · The filing incorporates by reference UCB's Annual Report on Form 10-K for the year ended December 31, 2025, filed February 17, 2026.
AMBARELLA INC 8-K mixed materiality 8/10

28-05-2026

Ambarella reported Q1 FY2027 revenue of $100.4M, up 16.9% YoY from $85.9M, driven by record automotive revenue and strong edge AI demand. However, GAAP gross margin declined to 58.4% from 60.0% YoY, and the company posted a GAAP net loss of $18.1M (improved from a $24.3M loss a year ago). Non-GAAP net profit rose to $5.0M ($0.11 per diluted share) from $3.0M ($0.07). The company guided Q2 FY2027 revenue between $105.0M and $111.0M, with non-GAAP gross margin of 59.0%-60.5% and non-GAAP operating expenses of $56.0M-$59.0M. Cash and equivalents fell to $277.8M from $312.6M in the prior quarter, and the board authorized a new $50.0M share repurchase program.

  • · GAAP gross margin declined to 58.4% from 60.0% YoY; non-GAAP gross margin fell to 59.9% from 62.0% YoY.
  • · Cash and marketable securities dropped 11.1% sequentially to $277.8M from $312.6M.
  • · Inventories increased sharply to $80.4M from $52.2M in the prior quarter.
  • · GAAP operating expenses rose slightly to $78.0M from $77.4M YoY, with R&D declining to $58.1M from $58.8M.
  • · Stock-based compensation totaled $21.9M in Q1 FY2027, down from $26.1M a year ago.
  • · The company repurchased 47,798 shares for $2.4M in Q1 FY2027.
  • · Board authorized a new $50.0M repurchase program through June 30, 2027, starting after the existing program expires on June 30, 2026.
  • · Q2 FY2027 guidance: revenue $105.0M-$111.0M, non-GAAP gross margin 59.0%-60.5%, non-GAAP operating expenses $56.0M-$59.0M.
  • · Installed base of more than 46 million AI SoC units.
PROVIDENT FINANCIAL HOLDINGS INC 8-K neutral materiality 3/10

28-05-2026

Provident Financial Holdings, Inc. announced the resignation of David S. Weiant as Senior Vice President and Chief Lending Officer of its subsidiary, Provident Savings Bank, F.S.B., effective July 15, 2026, due to retirement. The company expressed appreciation for his 19 years of service and stated that current management and staff will assume his duties until a successor is named. The resignation was not due to any disagreements with the company.

  • · David S. Weiant's resignation is effective July 15, 2026.
  • · A search has been initiated for Mr. Weiant's successor.
  • · Current management and staff will assume Mr. Weiant's duties until a successor is named.
  • · The retirement was not the result of any disagreements with the Corporation or the Bank.
FIRST BUSINESS FINANCIAL SERVICES, INC. 8-K positive materiality 4/10

28-05-2026

First Business Financial Services, Inc. (FBIZ) announced the appointment of Scott M. Ferris to its Board of Directors, effective June 1, 2026. Mr. Ferris brings extensive experience from BMO Financial Group, where he served as Managing Director leading commercial banking within the Financial Institutions Group until his retirement in January 2025. The appointment is expected to support the company's long-term growth strategy.

  • · Scott M. Ferris retired from BMO Financial Group in January 2025 after serving as Managing Director leading commercial banking within the Financial Institutions Group since November 2006.
  • · Mr. Ferris joined BMO in 1985 and held various roles in commercial and corporate banking before advancing to senior leadership.
  • · He brings expertise in credit, liquidity, market, and operational risk management, as well as experience with banking and market regulators.
Beeline Holdings, Inc. 8-K neutral materiality 4/10

28-05-2026

Beeline Holdings, Inc. (BLNE) disclosed on May 28, 2026 that Board member Eric Finnsson resigned effective June 30, 2026, reducing the Board from six to five directors. The resignation was not due to any disagreement with the company on operations, policies, or practices. With the departure of a director who was part of the legacy Eastside board brought in post-October 2024 merger to aid integration, the transition suggests the company is moving to a leaner governance structure.

  • · Eric Finnsson was a member of the Eastside Board of Directors prior to the October 2024 merger.
  • · The Company believed it was important to maintain an additional director position to facilitate the integration process.
  • · The resignation is effective June 30, 2026, and the filing was made on May 28, 2026.
Lulu's Fashion Lounge Holdings, Inc. 8-K negative materiality 9/10

28-05-2026

Lulu's Fashion Lounge Holdings, Inc. (LVLU) received a Nasdaq deficiency notice on May 21, 2026, for failing to meet the minimum $2.5 million stockholders' equity requirement for continued listing on the Nasdaq Capital Market. As of March 29, 2026, the company reported negative stockholders' equity of approximately $(525) thousand and does not meet alternative compliance standards. The company has until July 6, 2026, to submit a compliance plan, and if accepted, may receive up to 180 days to regain compliance; however, there is no assurance of acceptance or successful regaining of compliance.

  • · The company does not meet alternative compliance standards of $35 million market value of listed securities or $500,000 net income from continuing operations in the most recently completed fiscal year or in two of the last three fiscal years.
  • · The letter has no immediate effect on the listing or trading of LVLU common stock, which continues to trade on the Nasdaq Capital Market.
  • · The company is evaluating various options to regain compliance, but there is no assurance the plan will be accepted or compliance regained.
Ondas Holdings Inc. 8-K neutral materiality 5/10

28-05-2026

Ondas Holdings Inc. filed a Certificate of Amendment with the Nevada Secretary of State to increase its authorized common shares from an unspecified prior amount to 1,200,000,000 shares (par value $0.0001 per share), while authorized preferred shares remain at 10,000,000 shares. The amendment was approved by 87% of votes cast and is effective upon filing. This change may be preparatory for future capital raising activities.

  • · The amendment was filed under NRS 78.385 and 78.390 (after issuance of stock).
  • · The filing date is May 28, 2026.
  • · The entity's Nevada Business Identification Number is E0640082014-2.
  • · The amendment deletes and replaces Section 4.1 of Article IV of the Articles of Incorporation.
UNIVERSAL INSURANCE HOLDINGS, INC. 8-K neutral materiality 7/10

28-05-2026

Universal Insurance Holdings, Inc. (UVE) announced the completion of its 2026-2027 combined reinsurance program for its subsidiaries UPCIC and APPCIC, effective June 1, 2026. The first-event retention is $45 million, with a total tower of $2.623 billion and no co-participation or accelerated deposit premiums. The program includes multi-event coverage, a captive layer, and $352 million in multi-year capacity extending into 2027-2028, but the company remains exposed to losses if reinsurers fail to pay or if catastrophic events exceed coverage limits.

  • · The first event layer of $66 million in excess of $45 million is established in a captive insurance arrangement.
  • · Specific 2nd event private market excess of loss coverage of $66 million in excess of $45 million sits behind the captive arrangement.
  • · Specific 3rd and 4th event private market catastrophe excess of loss coverage of $86 million in excess of $25 million provides frequency protection, including a $20 million reduction in retention for 3rd and 4th events.
  • · Both UPCIC and APPCIC elected the 90% coverage level for FHCF Reimbursement Contracts effective June 1, 2026.
  • · The company has secured $352 million of catastrophe capacity with contractually agreed limits extending to the 2027-2028 treaty period, of which $277 million sits below the FHCF layer.
  • · No co-participation in any layers, no limitation on loss adjustment expenses, and no accelerated deposit premiums.
Celsius Holdings, Inc. 8-K positive materiality 3/10

28-05-2026

Celsius Holdings held its 2026 Annual Meeting on May 28, 2026, where all 10 director nominees were elected, the say-on-pay resolution was approved, and Ernst & Young LLP was ratified as the independent auditor for fiscal 2026. All proposals passed with strong shareholder support, though broker non-votes were significant (approximately 33.99 million shares) for the director elections and say-on-pay.

  • · All 10 director nominees received votes for ranging from 150,258,273 (Christy Jacoby) to 156,065,392 (Hal Kravitz).
  • · The say-on-pay proposal passed with 152,191,085 votes for, 4,591,285 against, and 321,348 abstentions.
  • · Ratification of Ernst & Young LLP received overwhelming support: 190,729,091 votes for, 199,278 against, and 162,300 abstentions (no broker non-votes).
  • · Broker non-votes totaled 33,986,950 for each director election and the say-on-pay proposal, representing about 15% of total shares outstanding (based on typical float).
  • · The annual meeting was held on May 28, 2026, and the definitive proxy statement was filed on April 14, 2026.
ISABELLA BANK CORP 8-K neutral materiality 3/10

28-05-2026

Isabella Bank Corporation announced a second quarter cash dividend of $0.28 per common share, payable on June 30, 2026 to shareholders of record as of June 26, 2026. The dividend was declared by the Board of Directors on May 28, 2026. No prior period comparison or other financial metrics were provided in this filing.

  • · Dividend payable on June 30, 2026
  • · Record date is June 26, 2026
  • · No prior dividend amount or comparison provided in this filing
HENNESSY ADVISORS INC 8-K neutral materiality 4/10

28-05-2026

Hennessy Advisors, Inc. (HNNAZ) announced on May 28, 2026 that it will fully redeem its outstanding 4.875% Notes due 2026 (ticker: HNNAZ) on June 30, 2026. The redemption price is 100% of the $40.25 million aggregate principal amount plus accrued interest. All notes will be cancelled and delisted from Nasdaq after the redemption date.

  • · The redemption date is June 30, 2026.
  • · Interest on the Notes will cease to accrue on and after the Redemption Date, provided the Company does not default in payment.
  • · Following redemption, no Notes will remain outstanding and HNNAZ will be delisted from Nasdaq.
Merck & Co., Inc. 8-K mixed materiality 5/10

28-05-2026

Merck & Co., Inc. held its Annual Meeting of Shareholders on May 26, 2026, where all 13 director nominees were elected, and the non-binding advisory vote on executive compensation passed with approximately 93% of votes cast in favor. However, all three shareholder proposals—on DEI risks in federal contracting, healthcare coverage gaps, and political contributions—were overwhelmingly defeated, each receiving less than 13% support. The ratification of the independent auditor for 2026 also passed with about 94% of votes cast in favor.

  • · Director nominee Patricia F. Russo received the lowest support among all nominees with 1,636,745,520 votes for (about 88% of votes cast), while Douglas M. Baker, Jr. received the highest with 1,849,536,622 votes for (about 99.7%).
  • · Broker non-votes totaled 283,983,197 on all proposals except the auditor ratification, which had no broker non-votes.
  • · The shareholder proposal on political contributions received the most support among the three shareholder proposals, with 227,074,175 votes for (12.2% of votes cast excluding broker non-votes).
El Pollo Loco Holdings, Inc. 8-K positive materiality 7/10

28-05-2026

El Pollo Loco Holdings, Inc. announced on May 28, 2026 that its Board of Directors approved a share repurchase program authorizing the repurchase of up to $40,000,000 of the Company's common stock. The program has an open-ended term and allows repurchases through open market, block trades, or privately negotiated transactions, with timing and amount at management's discretion based on market conditions and other factors.

  • · The Repurchase Program has an open-ended term and may be expanded, modified, suspended, or discontinued at any time.
  • · The Company may establish one or more Rule 10b5-1 plans for repurchases under the program.
  • · The program does not obligate the Company to acquire any particular number of shares.
Advanced Flower Capital Inc. 8-K positive materiality 3/10

28-05-2026

Advanced Flower Capital Inc. held its 2026 Annual Meeting on May 28, 2026, where shareholders voted to reelect two Class III directors (Alexander C. Frank and Marnie Sudnow) and ratified the appointment of CohnReznick LLP as the independent auditor for fiscal year 2026. All proposals passed with strong shareholder support, with no significant opposition or withheld votes.

  • · The 2026 Annual Meeting was held on May 28, 2026.
  • · Proposal 1: Alexander C. Frank received 9,250,135 votes for and 59,231 withheld; Marnie Sudnow received 9,234,815 votes for and 54,558 withheld.
  • · Proposal 2: Ratification of CohnReznick LLP passed with 16,311,616 votes for, 165,991 against, and 103,697 abstentions.
  • · Broker non-votes for director election totaled 6,465,790 for each nominee.
  • · No broker non-votes were reported for the ratification of the auditor.
Guardian Pharmacy Services, Inc. 8-K neutral materiality 5/10

28-05-2026

Guardian Pharmacy Services, Inc. (GRDN) entered into the Eighth Amendment to its Third Amended and Restated Loan and Security Agreement with Regions Bank, Bank of America, and The Huntington National Bank, dated May 21, 2026. The amendment modifies the existing credit agreement and related pledge agreement, with conditions including no default, reaffirmation of obligations, and compliance with financial covenants. No specific new borrowing amounts or financial figures were disclosed in this filing, and the amendment appears to be a routine refinancing or covenant modification.

  • · The amendment is the eighth modification to the original Third Amended and Restated Loan and Security Agreement dated April 23, 2018.
  • · Regions Bank acts as both administrative agent and a lender; Regions Capital Markets is the sole lead arranger and sole bookrunner.
  • · Bank of America, N.A. and The Huntington National Bank (successor by merger to Cadence Bank) are also lenders under the agreement.
  • · Conditions precedent for the amendment included delivery of officer certificates, good standing certificates, and compliance with know-your-customer requirements under the PATRIOT Act and Beneficial Ownership Regulation.
  • · The borrower represented that no Event of Default or Default existed before or after giving effect to the amendment.
  • · The amendment is governed by the laws of the State of Georgia.
Medalist Diversified REIT, Inc. 8-K neutral materiality 5/10

28-05-2026

Medalist Diversified REIT, Inc. (MDRR) announced that its wholly-owned subsidiary, Own Digital Treasury TRS, LLC, entered into a Pledged Asset Line (PAL) Agreement with Charles Schwab & Co., Inc., securing a revolving, non-purpose margin credit facility. Based on collateral value as of May 21, 2026, the company can borrow up to $15.8 million under the facility, which bears interest at SOFR plus a margin. The filing does not disclose any prior-period comparison or performance metrics, so no period-over-period analysis is possible.

  • · The PAL Agreement is a revolving, non-purpose margin credit facility secured by a first-priority lien on a designated brokerage account at Schwab.
  • · Borrowings bear interest at a variable rate based on SOFR plus an applicable margin.
  • · The agreement includes customary events of default, such as failure to pay, bankruptcy, or insufficient collateral value.
Sound Financial Bancorp, Inc. 8-K neutral materiality 3/10

28-05-2026

Sound Financial Bancorp, Inc. held its annual meeting on May 26, 2026, where shareholders elected David S. Haddad, Jr. and Laura Lee Stewart as directors for terms expiring in 2029, approved executive compensation on a non-binding advisory basis, and ratified Baker Tilly, LLP as the independent auditor for 2026. All three proposals passed, though the advisory vote on executive compensation showed notable abstentions (280,329) and against votes (119,353), indicating some shareholder dissent.

  • · The annual meeting was held on May 26, 2026, with shareholders of record as of March 31, 2026 entitled to vote.
  • · David S. Haddad, Jr. received 1,611,647 votes for and 89,116 withheld; Laura Lee Stewart received 1,350,298 votes for and 350,465 withheld.
  • · The advisory vote on executive compensation had 1,301,081 votes for, 119,353 against, and 280,329 abstentions, with 504,228 broker non-votes.
  • · Ratification of Baker Tilly, LLP as auditor passed with 2,135,877 votes for, 66,862 against, and 2,252 abstentions.
Neuberger Berman Next Generation Connectivity Fund Inc. DEF 14A neutral materiality 4/10

28-05-2026

Neuberger Berman Next Generation Connectivity Fund Inc. (NBXG) filed a definitive proxy statement (DEF 14A) on May 28, 2026, for a joint annual meeting of stockholders to be held on August 6, 2026. The meeting will include the election of three Class III Directors (Tom D. Seip, Franklyn E. Smith, and Joseph V. Amato) and a non-binding stockholder proposal specific to NBXG. The filing does not contain any financial results or performance data, so no positive or negative financial metrics are available to report.

  • · The record date for voting is May 15, 2026.
  • · The proxy statement will be mailed to stockholders on or about May 28, 2026.
  • · NBXG has no preferred stock outstanding.
  • · The Board has a retirement policy generally requiring directors to retire by the end of the year they turn 77.
  • · The Board has previously approved discount mitigation measures including tender option programs and fund mergers.
VERIZON COMMUNICATIONS INC 8-K mixed materiality 6/10

28-05-2026

At Verizon's 2026 Annual Meeting on May 21, 2026, shareholders approved the 2026 Long-Term Incentive Plan and elected all nine director nominees, with Carol Tomé receiving the highest support (2.73B votes for) and Shellye Archambeau the most opposition (241.5M against). However, two shareholder proposals—on climate change oversight and independent board chair—were both defeated by wide margins, and the executive compensation advisory vote passed with 2.40B for but 355.7M against (12.9% opposition).

  • · The shareholder proposal on climate change oversight was defeated with 2.26B votes against vs. 440.8M for.
  • · The shareholder proposal for an independent board chair was defeated with 2.31B votes against vs. 434.9M for.
  • · Ernst & Young LLP was ratified as independent auditor with 3.16B votes for and 248.0M against.
  • · The advisory vote on executive compensation passed with 2.40B for and 355.7M against (12.9% opposition).
  • · The shareholder proposal regarding risks of non-fiduciary executive compensation metrics was withdrawn and not presented.
TWO HARBORS INVESTMENT CORP. 8-K neutral materiality 5/10

28-05-2026

Two Harbors Investment Corp. (TWO) filed an 8-K on May 28, 2026, announcing the adjournment of its virtual special meeting of stockholders related to the proposed transaction with CrossCountry Intermediate Holdco, LLC, an affiliate of CrossCountry Mortgage, LLC (CCM). The filing includes forward-looking statements and reiterates risks and conditions for the transaction's completion, including the need for stockholder approval. No new financial results or quantitative performance metrics were provided in this filing.

  • · The special meeting of stockholders was adjourned; no new meeting date was disclosed in this filing.
  • · A definitive proxy statement was filed with the SEC on April 20, 2026, and mailed to stockholders on or about that date, and has since been supplemented.
Spring Valley Acquisition Corp. III 425 positive materiality 6/10

28-05-2026

General Fusion Inc. announced a collaboration with General Atomics to develop advanced diagnostic systems for its LM26 fusion demonstration program, targeting plasma temperatures exceeding 10 keV (100 million degrees Celsius). The collaboration supports General Fusion's path to key technical milestones, including 1 keV and ultimately the Lawson criterion, as it pursues a business combination with Spring Valley Acquisition Corp. III (NASDAQ: SVAC). No financial figures or period-over-period comparisons were provided in this filing.

  • · General Fusion's LM26 machine compresses plasma with a lithium liner at 50% commercial-scale diameter.
  • · LM26 was designed, built, and began operating in early 2025, in under two years.
  • · General Fusion was established in 2002 and is headquartered in Vancouver, Canada.
  • · The business combination agreement was signed on January 21, 2026, and includes SVAC continuing from Cayman Islands to British Columbia, amalgamation of NewCo with General Fusion, and name change to 'General Fusion Group Ltd.'
  • · Spring Valley I completed a business combination with NuScale Power; Spring Valley II with Eagle Nuclear Energy Corp.
BLUE RIDGE BANKSHARES, INC. 8-K neutral materiality 4/10

28-05-2026

Blue Ridge Bankshares, Inc. (BRBS) announced that M. Dean Brown will step down as Chief Operations and Technology Officer, effective June 30, 2026, as part of his retirement. Mr. Brown will also resign from all officer and fiduciary positions at both the Company and its wholly owned subsidiary, Blue Ridge Bank, National Association. No successor or interim replacement has been disclosed in this filing.

  • · The separation agreement was reached between the board of directors and Mr. Brown.
  • · Mr. Brown's resignation from all officer and fiduciary positions is effective June 30, 2026.
  • · The filing does not disclose any compensatory arrangements or severance terms related to the separation.
Enovix Corp DEFA14A neutral materiality 2/10

28-05-2026

This is a DEFA14A filing by Enovix Corp, dated May 28, 2026, which serves as an additional proxy soliciting material. The filing contains a standard forward-looking statements disclaimer, noting that such statements speak only as of the date made and that the company undertakes no obligation to update them. No specific financial figures, proposals, or voting items are detailed in the provided content.

  • · The filing references quarterly reports on Form 10-Q and other SEC documents as sources of additional information.
  • · The company explicitly states it undertakes no obligation to revise or update forward-looking statements.
VIASAT INC 8-K neutral materiality 3/10

28-05-2026

Viasat released its fourth quarter and fiscal year 2026 financial results on May 28, 2026. The company reported results via a shareholder letter and webcast slides, with a conference call scheduled for the same day. No specific financial figures were disclosed in the filing.

  • · The acquisition of Inmarsat was completed in May 2023.
  • · Viasat has offices in 24 countries.
  • · Conference call dial-in: (800) 715-9871 (U.S./Canada) or (646) 307-1963 (international), Conference ID: 2206055.
INTUITIVE SURGICAL INC 8-K positive materiality 5/10

28-05-2026

Intuitive Surgical announced the promotion of Taylor Patton to Chief Commercial and Marketing Officer effective July 1, succeeding Henry Charlton who will become SVP of Global Business Operations. Patton has nearly two decades at Intuitive and led the global launch of the Ion platform. The transition aims to support continued global growth and customer support.

  • · Patton has held leadership positions in commercial, marketing, and clinical application engineering.
  • · Charlton has been with Intuitive since 2003.
  • · Patton will join Intuitive's Executive Leadership team.
  • · The transition is effective July 1, 2026.
Cineverse Corp. 8-K neutral materiality 5/10

28-05-2026

Cineverse Corp. (CNVS) announced the departure of CFO Mark Lindsey effective May 10, 2026, and entered into a separation letter and consulting agreement. The company will pay Mr. Lindsey his base salary for 12 months in equal monthly installments, while he will continue to vest restricted stock units through the consulting term ending September 13, 2027. No financial performance metrics or period-over-period comparisons are provided in this filing.

  • · Separation letter signed May 21, 2026, dated as of May 8, 2026.
  • · Consulting agreement signed May 21, 2026, dated as of May 9, 2026.
  • · Consulting term ends September 13, 2027.
  • · Mr. Lindsey will provide senior financial consulting services in exchange for continued vesting of restricted stock units.

Get daily alerts with 12 investment signals, 10 risk alerts, 10 opportunities and full AI analysis of all 50 filings

$30/mo after a 14-day free trial — no credit card required. See pricing or explore intelligence streams.

More from: Dow Jones 30 Stocks SEC Filings

🇺🇸 More from United States

View all →