S&P 500 Consumer Staples Sector SEC Filings — June 05, 2026

05-06-2026

Clean Energy Technologies, Inc. (CETY) filed its 10-K annual report for the year ended December 31, 2025, highlighting significant cash burn from operations and a net decrease in cash. The company reported net cash used in operating activities of $7.9 million in 2025, more than double the $3.6 million used in 2024, while cash provided by financing activities increased to $8.2 million from $3.4 million. Despite the financing boost, cash and cash equivalents decreased by $540,360 in 2025 compared to a $27,525 decrease in 2024, indicating worsening liquidity. The filing also details risk factors including potential demand slowdown due to economic conditions and international operational risks.

• · Goodwill recognized was $0, indicating no premium paid above net identifiable assets in the acquisition.
• · The filing includes restated financial statements for 2024, suggesting prior period adjustments.
• · The company identified significant risk factors including economic downturns, oil/gas/solar cost volatility, and competitive pricing pressure.
• · International operations expose the company to import/export license requirements, tariffs, and intellectual property protection challenges.
• · The acquisition involved identifiable net assets of $1,207,047, including inventories of $516,131 and trade receivables of $952,384.

05-06-2026

Climb Bio, Inc. announced translational pharmacometric modeling and initial Phase 1 safety data for CLYM116, its anti-APRIL monoclonal antibody. The drug was generally well tolerated in healthy volunteers receiving single doses up to 320 mg, with no serious adverse events or discontinuations; however, the data are preliminary and from a small sample (n=49), and the company faces risks in replicating these results in larger trials and in patients with IgA nephropathy.

• · Doses tested: 25 mg to 640 mg (Phase 1 range); single doses up to 320 mg in safety analysis.
• · No serious adverse events, dose limiting toxicities, or adverse event related discontinuations observed.
• · All adverse events were mild to moderate (Grade 1-2), transient, and self-resolving.
• · Injection site reactions observed in two patients, both Grade 1, resolved without intervention.
• · Translational PK/PD model from NHP data projected healthy human exposure and dose-dependent IgA suppression, suggesting potential for less-frequent dosing than first generation anti-APRIL approaches.
• · Literature analysis shows strong correlation in IgA reduction between NHP and healthy volunteer studies.
• · Mabworks expects to initiate dosing in IgAN patients in the Phase 2 portion of its ongoing study in Q3 2026.
• · Company plans to continue advancing CLYM116 into further clinical development.

05-06-2026

Lululemon entered into a cooperation agreement with founder Chip Wilson on May 26, 2026, resolving a proxy contest. Under the agreement, the board will appoint Laura Gentile and Marc Maurer as independent directors immediately after the annual meeting, and will add another independent director with apparel expertise by October 1, 2026. The company will also support Wilson's non-binding proposal to declassify the board and will submit a full declassification proposal at the 2027 annual meeting. However, the agreement includes Wilson's withdrawal of his director nominations, and votes for Gentile, Hirshberg, or Maurer on any proxy card will be disregarded, potentially limiting stockholder choice.

• · The cooperation agreement will terminate 30 calendar days prior to the deadline for stockholder nominations for the 2028 annual meeting.
• · One additional incumbent director will not stand for reelection at the 2027 annual meeting.
• · The board unanimously recommends voting FOR the three company nominees (Chip Bergh, Esi Eggleston Bracey, Teri List) on the WHITE proxy card.
• · The record date for the annual meeting remains April 30, 2026.
• · The annual meeting will be held virtually on June 25, 2026 at 8:00 a.m. Pacific Time.

05-06-2026

G-III Apparel Group reported mixed Q1 FY2027 results: GAAP net income surged to $66.5M ($1.50/diluted share) from $7.8M ($0.17) last year, largely driven by a $102.7M pre-tax IEEPA tariff refund receivable. However, net sales declined 8% YoY to $536.0M from $583.6M, and on a non-GAAP basis the company posted a net loss per share of ($0.21) versus $0.19 in the prior year. The company raised its full-year GAAP and non-GAAP earnings guidance but expects full-year net sales to fall to approximately $2.71B from $2.96B in FY2026, reflecting the loss of roughly $470M in Calvin Klein and Tommy Hilfiger product sales.

• · Q1 FY2027 non-GAAP net loss per share was ($0.21), compared to non-GAAP diluted EPS of $0.19 in the prior year.
• · GAAP gross margin surged to 64.9% from 42.2% a year ago, including a $102.7M IEEPA tariff refund benefit; adjusted gross margin expanded 350 bps to 45.7%.
• · Full-year FY2027 net sales guidance of approximately $2.71B reflects an ~$470M loss of sales from Calvin Klein and Tommy Hilfiger products.
• · Full-year non-GAAP net income guidance of $95M-$99M ($2.15-$2.25 per diluted share) is below FY2026 non-GAAP net income of $116.2M ($2.61 per share).
• · Adjusted EBITDA for FY2027 is expected to be $178M-$182M, down from $192.4M in FY2026.
• · Q2 FY2027 net sales expected to be ~$570M, down from $613.3M in Q2 FY2026; Q2 net income midpoint guidance of $9M is below the $10.9M reported in Q2 FY2026.
• · The company has a strong cash position of $394.2M at quarter-end, up from $257.8M last year.
• · Inventories decreased 8% YoY to $417.9M.
• · The company announced the pending acquisition of the Marc Jacobs brand in partnership with WHP Global, which is not reflected in the guided numbers.
• · GAAP net income guidance for FY2027 is $171M-$175M ($3.85-$3.95 per diluted share), significantly above FY2026 GAAP net income of $67.4M ($1.51 per diluted share), primarily due to the tariff refund benefit.
• · Non-GAAP effective tax rate for FY2027 is estimated at approximately 33.5%, higher than previous estimates due to higher non-deductible expenses.

05-06-2026

At its 2026 Annual Meeting on June 4, 2026, Harmonic Inc. stockholders approved all five proposals, including the election of seven directors, advisory approval of executive compensation, a one-year frequency for future say-on-pay votes, an amendment to the 2025 Equity Incentive Plan to increase share reserves by 3,000,000 shares, and ratification of Ernst & Young LLP as independent auditor for fiscal 2026. All directors received strong support, with votes in favor ranging from 78.3 million to 79.9 million, while the equity plan amendment had the highest opposition at 4.0 million against.

• · The annual meeting was held virtually at www.virtualshareholdermeeting.com/HLIT2026.
• · Broker non-votes totaled 14,455,250 shares on all director elections and advisory proposals.
• · The advisory vote on executive compensation received 77,824,399 for, 2,259,461 against, and 177,896 abstentions.
• · The frequency vote for say-on-pay: 75,781,101 for 1 year, 482,805 for 2 years, 3,828,076 for 3 years, and 169,774 abstentions.
• · Ratification of Ernst & Young LLP received 93,911,376 for, 216,061 against, and 589,569 abstentions.

05-06-2026

Ferrellgas Partners reported Q3 fiscal 2026 results with gross profit up ~1% to $291.4M, but net earnings attributable to the company plunged ~53% to $28.0M from $59.1M a year ago, driven primarily by a $29.0M increase in operating expenses (including $24.7M in legacy casualty claim settlements). Adjusted EBITDA fell ~11% to $102.1M. On the positive side, the company completed the conversion of all 1.3M Class B Units into 6.5M Class A Units, simplified its capital structure, and added 1,496 net new Blue Rhino selling locations. However, revenue declined ~6% to $524.6M due to lower propane prices and a 1% drop in gallons sold, with retail gallons falling 3% while wholesale grew 3%.

• · Operating expense increased $29.0M vs prior year, driven by $24.7M in plant & other (mainly legacy casualty claim settlements), $3.6M in vehicle expense (fuel +$2.2M, repairs +$1.2M), and $0.7M in personnel costs.
• · Management does not expect the legacy casualty settlement costs to recur at the same level in future periods.
• · Weighted average heating degree days were 12.4% below the 10-year normal and 8.8% warmer vs prior year quarter.
• · Retail gallons declined 3% (4.4M gallons) but wholesale gallons increased 3% (1.6M gallons), resulting in a net 1% decline in total gallons sold.
• · Blue Rhino added 1,496 net new selling locations through Q3 FY2026 (2.4% increase since end of FY2025), total over 65,000 locations.
• · Average propane prices (Mont Belvieu) declined 15.7% vs prior year quarter.
• · The company signed 5 new national accounts, extended contracts with 4 existing accounts covering 3.1M gallons, and added 17 new Autogas locations projected to add 370,000 gallons annually.
• · North Central region grew volumes 2% YoY with essentially flat weather; Southeast grew volumes despite weather 4% warmer than prior year; Northeast maintained near-prior-year volumes; Western half saw HDD 24-27% warmer than prior year.
• · Weighted average Class A Units outstanding for Q3 FY2026 was 8,217 vs 4,858 in Q3 FY2025 — the increase reflects the Class B conversion.
• · The $107.0M final distribution to Class B Unitholders was funded by operating cash generation.

05-06-2026

On June 4, 2026, Jordan Krugman resigned from all positions at Invesco Capital Management LLC (the Managing Owner) and its affiliates, including his role on the Board of Managers, effective August 3, 2026. The Managing Owner is currently considering his replacement. No financial impact or performance data is provided in this filing.

• · Resignation effective date: close of business on August 3, 2026.
• · The Managing Owner is currently considering Mr. Krugman's replacement.

05-06-2026

Mountain Lake Acquisition Corp. (MLAC) held an extraordinary general meeting on June 4, 2026, where shareholders approved all proposals related to its business combination with Avalanche Treasury Company, including the Business Combination Agreement, the merger, domestication to Delaware, Nasdaq-related issuances, and director elections. However, in connection with the meeting, shareholders redeemed 22,846,470 ordinary shares for approximately $243.2 million (about $10.65 per share), leaving only 153,830 public shares outstanding, indicating significant shareholder dissent or cash-out.

• · All proposals were approved by overwhelming margins (e.g., Proposal 1: 27,081,231 For vs 400,898 Against).
• · The Adjournment Proposal was not presented because sufficient votes were already present.
• · The Sponsor distributed 2,781,776 Class B shares to its members on June 1, 2026, reducing its holdings to 4,355,724 shares.
• · Three insiders (Grinberg, Horlick, Vieser) each received 478,010 Class B shares in the Sponsor distribution.
• · The authorized capital stock of Pubco will consist of 550,000,000 Class A shares, 100,000,000 Class B shares, and 50,000,000 preferred shares.

05-06-2026

Sentinel Holdings Ltd. filed its 10-K Annual Report for the fiscal year ended December 31, 2025, reporting total cash of $197,165 at year-end, a slight improvement from $131,154 in 2024. The company raised gross proceeds of approximately $2.5 million in 2025 primarily through warrant units and stock issuances, and its working capital deficit narrowed slightly from $4,419,731 to $4,192,539. However, net cash used in operating activities deepened significantly to a loss of $1,320,175 compared to a loss of only $123,755 in 2024, and investing activities consumed a further $790,000 versus $0 in the prior year, highlighting deteriorating cash flow from core operations and the company's ongoing reliance on financing activities for liquidity. Substantial related-party stock issuances funded consulting services but diluted existing equity.

• · The company issued 1,685,000 Warrant Units at $1.00/Unit between July and September 2025, raising $1.685 million. Each Unit includes a Series A warrant (exercise at $3.50/share) and a Pre-Funded warrant (exercise at $0.001/share), covering up to 3,370,000 common shares.
• · On September 6, 2024, the company issued 50,000 shares of Preferred Stock Series B to its majority shareholder at a fair value of $2,500,000 ($50/share) as a consulting fee.
• · On June 5, 2024, a subsidiary (USS) entered into a $200,000 promissory note with Clearview Funding Solutions, maturing in June 2025, with a $15,000 origination fee included in principal. As of June 30, 2024, the note had an outstanding balance of $171,600.
• · The company's management valued common stock at $1.00 per share based on the most recent cash price paid by third-party investors in Q2 2025.
• · Several stock issuances for services were to related parties (majority shareholder, President/CEO), indicating potential related-party transactions that warrant investor scrutiny.

05-06-2026

Applied Optoelectronics, Inc. (AAOI) held its 2026 Annual Meeting on June 4, 2026, where shareholders approved the new 2026 Equity Incentive Plan, authorizing an additional 2,500,000 shares, and ratified the appointment of PricewaterhouseCoopers as the independent auditor for fiscal year 2026. Two Class I directors were elected, and advisory say-on-pay, charter amendment, and meeting adjournment proposals also passed. The shareholder turnout was 64.18% of eligible shares (51,375,083 votes). However, the approval of the 2026 Equity Incentive Plan received the lowest support among all proposals, with 34,862,167 for and 3,780,336 against (about 10.8% against), indicating notable shareholder dissent.

• · The 2026 Equity Incentive Plan replaces the Amended and Restated 2021 and 2013 Equity Incentive Plans; no new awards will be granted under the prior plans.
• · The 2026 Plan also includes shares previously reserved but not issued under the 2021 Plan, as well as shares from outstanding 2021 Plan awards that lapse or are forfeited.
• · Directors Che-Wei Lin and Robert Flanagan were elected, with Lin receiving 3,227,489 withheld votes (about 8.6% of votes cast) vs. Flanagan's 924,704 withheld (2.4%).
• · Advisory say-on-pay passed with 38,001,385 for, but 672,239 against (1.8% of votes cast excluding broker non-votes).
• · The charter amendment to clarify voting standard for future amendments passed with 38,486,404 for and only 305,242 against.
• · The proposal to adjourn the meeting passed with 47,987,329 for vs. 3,100,990 against.
• · The report was signed by David C. Kuo, Senior Vice President and Chief Legal Officer.

05-06-2026

Taylor Morrison Home Corporation is being acquired by Berkshire Hathaway Inc. The company will file proxy statements with the SEC regarding the transaction. Investors are urged to read the proxy statement when available. No financial figures are provided in this filing.

• · The filing is a DEFA14A (additional proxy soliciting materials) related to the proposed acquisition by Berkshire Hathaway.
• · The proxy statement for the 2026 annual meeting was filed on April 10, 2026.
• · Participants in the solicitation include directors and executive officers of Taylor Morrison.

05-06-2026

On June 1, 2026, BlackRock Monticello Debt Real Estate Investment Trust sold an aggregate of 1,318,837.5608 common shares for total consideration of $33,304,250.00 (plus applicable upfront selling commissions and dealer manager fees) in a continuous private offering exempt under Section 4(a)(2) and Rule 506 of Regulation D. The offering included sales to third-party investors and to officers, trustees, directors, or employees of the company's investment advisers or their affiliates. The filing does not provide any period-over-period comparisons or performance metrics, so no balanced assessment of trends is possible.

• · The offering was exempt from SEC registration under Section 4(a)(2) and Rule 506 of Regulation D.
• · Sales included shares to officers, trustees, directors, or employees of the company's investment advisers or their affiliates.
• · No period-over-period comparisons or performance data are provided in this filing.

05-06-2026

IQSTEL Inc. announced a binding MOU to acquire a 51% controlling interest in Ultranet Telecom Group, a Ghana-based telecom and technology company. The acquisition is expected to add approximately $130 million in annual revenue and $4.5 million in net profit, pushing IQSTEL's annualized revenue run rate above $500 million and increasing net income from operations by 4x. However, 60% of the consideration is contingent on Ultranet meeting net income targets over 24 months, and the transaction remains subject to due diligence, definitive agreements, and regulatory approvals.

• · Ultranet operates in Ghana, Nigeria, Mali, Burkina Faso, Senegal, and Ivory Coast, with commercial activities in Europe, Asia, and North America.
• · Ultranet holds six exclusive international SMS gateway agreements with leading African mobile operators.
• · The parties are working toward a Definitive Purchase Agreement within 60 days, with a target close in Q3 2026.
• · Financial terms are not being disclosed at this time.
• · IQSTEL's CEO and CFO will participate in a podcast on June 4, 2026 at 11:00 a.m. to discuss the transaction.

05-06-2026

Haemonetics Corporation announced a change to its reportable segment structure, effective Q1 FY2027, combining the Plasma and Blood Center segments into a single Apheresis segment and renaming the Hospital segment to MedSurg. The company provided a supplemental presentation with historical reconciliations and a recast of previously issued FY2027 guidance under the new structure, but did not reaffirm or update that guidance. No financial results or performance metrics were disclosed in this filing.

• · The new segment structure takes effect in the first quarter of fiscal year 2027.
• · Historical quarterly reconciliations from Q1 FY2024 through Q4 FY2026 are available in the supplemental presentation.
• · The company will provide any updates on its first quarter fiscal year 2027 earnings call.
• · The filing is under Regulation FD (Item 7.01) and the press release is furnished, not filed.

05-06-2026

Nuwellis, Inc. filed an S-1MEF registration statement on June 5, 2026, to register up to an aggregate of $5,049,500 in additional securities, including $1,000,000 in common stock, $2,000,000 in shares issuable upon exercise of Series C Warrants, $2,000,000 in shares issuable upon exercise of Series D Warrants, and $49,500 in shares issuable upon exercise of Placement Agent Warrants. This filing is an add-on to a prior S-1 (File No. 333-296198) that became effective on June 4, 2026, and is intended to increase the size of the offering.

• · The filing is made under Rule 462(b) and becomes effective automatically upon filing with the SEC.
• · The prior registration statement (File No. 333-296198) was declared effective on June 4, 2026.
• · The company is a smaller reporting company and a non-accelerated filer.
• · The par value of the common stock is $0.0001 per share.

05-06-2026

BNY Mellon Strategic Municipals, Inc. (LEO) filed a DEFA14A (additional proxy material) with the SEC on June 5, 2026. The filing is a graphic image (image01.jpg) with no extractable financial data or substantive textual disclosure beyond the header information.

• · Filing type: DEFA14A (additional proxy materials)
• · Filing date: June 5, 2026
• · Former company name: Dreyfus Strategic Municipals, Inc. (changed October 30, 2018)
• · SEC file number: 811-05245
• · Fiscal year end: September 30

05-06-2026

Pinnacle West Capital Corporation filed an 8-K on June 5, 2026, reporting the issuance of $500,000,000 of 4.650% Senior Notes due 2029 under an underwriting agreement dated June 1, 2026. The filing includes related exhibits such as the underwriting agreement, supplemental indenture, specimen note, and legal opinion. No period-over-period comparisons are provided as this is a discrete financing event.

• · The underwriting agreement was dated June 1, 2026, and the 8-K was filed on June 5, 2026.
• · The notes are issued under a Registration Statement on Form S-3 (No. 333-277448) effective February 28, 2024.
• · Exhibits filed include the underwriting agreement (Exhibit 1.1), seventh supplemental indenture (Exhibit 4.1), specimen note (Exhibit 4.2), legal opinion (Exhibit 5.1), and information relating to Item 14 (Exhibit 99.1).

05-06-2026

Lemonade, Inc. held its 2026 annual meeting on June 3, 2026, with 53,866,520 shares (70.12% voting power) represented. Stockholders elected Michael Eisenberg and Debra Schwartz as Class III directors, ratified Ernst & Young LLP as auditor for FY2026, and approved executive compensation on a non-binding advisory basis. While director elections and auditor ratification passed overwhelmingly, the say-on-pay vote showed notable dissent with 7,955,312 votes against (23.1% of votes cast), indicating some shareholder concerns.

• · Record date for the meeting was April 9, 2026.
• · Michael Eisenberg received 27,119,000 votes for and 7,419,671 withheld (21.5% withheld of votes cast).
• · Debra Schwartz received 30,242,730 votes for and 4,295,941 withheld (12.4% withheld of votes cast).
• · Auditor ratification passed with 53,510,757 votes for, 227,383 against, and 128,380 abstentions.
• · Say-on-pay had 26,476,061 votes for, 7,955,312 against, and 107,298 abstentions, with 19,327,849 broker non-votes.

05-06-2026

PMGC Holdings Inc. (ELAB) announced via an 8-K that its wholly owned subsidiary, NorthStrive Defense Tech LLC, has entered into a binding exclusive worldwide license for U.S. Patent No. 12,291,334 from Florida State University Research Foundation (FSURF) in the aerospace and defense field. Concurrently, NorthStrive agreed to fund $490,657 for associated research at Florida State University’s Center for Intelligent Systems, Control, and Robotics. While the license provides a new growth vector in defense technology, it carries significant upfront costs and risks: the license fee and detailed royalties remain redacted, a $490,657 research payment is due with no guaranteed results, and the license term expires June 30, 2026 if a definitive agreement is not finalized, creating uncertainty. The company's legacy pharmaceutical classification (SIC 2834) and recent name change from Elevai Labs suggest a pivot that may dilute existing shareholder focus.

• · License is exclusive, worldwide, sublicensable, and covers the field of aerospace and defense technologies.
• · Consideration includes a tiered earned royalty on net sales (redacted percentages), an annual minimum royalty (redacted), a sublicensing revenue share (redacted), and an annual license maintenance fee (redacted).
• · Licensee must reimburse FSURF for patent costs: a redacted upfront sum within 30 days of the effective date, plus all ongoing documented costs.
• · Assignment of the license requires FSURF consent, conditioned on the assignee having greater net assets, not being adverse to FSURF, and not being detrimental to FSURF's reputation.
• · The Term Sheet is legally binding and expires on June 30, 2026, unless a definitive License Agreement is approved by the FSU Vice President for Research and executed by both parties.
• · Under the Research Agreement, any Invention made during the Research belongs to FSURF, with NorthStrive having a 45-day option to negotiate a royalty-bearing license.
• · FSURF retained rights to practice the Patent Rights for research, clinical, educational purposes, and for government compliance.
• · All redacted financial terms (license issue fee, annual maintenance fee, royalty percentages, minimum royalty, and sublicensing share) are critical unknowns for valuation.

05-06-2026

BNY Mellon Strategic Municipal Bond Fund, Inc. (DSM) filed a DEFA14A additional proxy soliciting material on June 5, 2026, urging shareholders to vote on a proposal. The filing includes a 'Stop, Look & Listen' graphic and references to the fund's proxy statement. No financial figures or period-over-period comparisons are provided in this filing.

• · The filing is a DEFA14A (additional proxy soliciting material) filed on June 5, 2026.
• · The fund was formerly known as Dreyfus Strategic Municipal Bond Fund, Inc. (name changed October 30, 2018).
• · The fund is incorporated in Maryland and has a fiscal year end of November 30.
• · The filing includes a 'Stop, Look & Listen' graphic urging shareholders to vote.

05-06-2026

On June 1, 2026, New Mountain Net Lease Trust sold an aggregate of 613,712 common shares for approximately $12.6 million in a private placement exempt from registration under Section 4(a)(2) and Rule 506 of Regulation D. The offering included Class F, Class I, and Class E shares, with Class I shares comprising the vast majority of the issuance.

• · The shares were sold at the most recently determined net asset value per share.
• · The offering was part of the company's continuous private offering program.
• · Class I shares accounted for 98.9% of total shares sold (607,209 of 613,712).

05-06-2026

Excelerate Energy, Inc. held its 2026 Annual Meeting on June 4, 2026, where all seven director nominees were elected, the advisory vote on executive compensation was approved, and the appointment of PricewaterhouseCoopers LLP as independent auditor for fiscal year 2026 was ratified. All director nominees received strong support, though Robert A. Waldo had the highest number of votes withheld at 10,513,210.

• · Broker non-votes totaled 1,550,041 for all director elections and the executive compensation vote.
• · The ratification of PricewaterhouseCoopers LLP had no broker non-votes and received 111,948,425 votes for, 5,289 against, and 3,379 abstentions.
• · The advisory vote on executive compensation received 110,046,028 votes for, 350,240 against, and 10,784 abstentions.

05-06-2026

Granite Point Mortgage Trust Inc. (GPMT-PA) filed an 8-K on June 5, 2026, reporting that its Board adopted a revised Director Compensation Policy on June 4, 2026, which splits the prior $100,000 RSU award for independent directors equally into a $50,000 RSU award and a $50,000 long-term cash award to limit equity dilution. The company also held its 2026 Annual Meeting on June 4, 2026, where all seven director nominees were elected, the advisory vote on executive compensation was approved (17,500,001 for, 2,152,885 against), and Ernst & Young LLP was ratified as the independent auditor for fiscal 2026 (33,290,665 for, 395,844 against).

• · The revised Policy splits the prior $100,000 RSU award for independent directors into a $50,000 RSU award and a $50,000 long-term cash award, both with one-year vesting.
• · The Chair receives an $80,000 RSU award and an $80,000 long-term cash award under the revised Policy.
• · All seven director nominees were elected with broker non-votes of 13,057,901 for each nominee.
• · The advisory vote on executive compensation passed with 17,500,001 for, 2,152,885 against, and 1,412,480 abstentions.
• · Ratification of Ernst & Young LLP as auditor received 33,290,665 for, 395,844 against, and 436,758 abstentions.

05-06-2026

Phoenix Motor Inc. entered into a $5M term loan, security and guaranty agreement with Concrete Jungle Ltd., receiving $4M in principal proceeds (with a $5M face note) secured by a first-priority lien on all assets and guaranties from its subsidiaries. The agreement also grants the lender a warrant and an irrevocable option to acquire 49.0% of PhoenixEV's equity, and matures on April 1, 2027 with interest at 10% per annum (20% default rate). While the loan provides critical liquidity for working capital and general corporate purposes, the onerous terms—including a 49% equity option, full asset pledge, and high default rate—pose significant dilution and default risk for shareholders.

• · The loan matures on April 1, 2027, with no prepayment penalty mentioned.
• · The lender receives a warrant and an irrevocable option to acquire 49.0% of PhoenixEV's equity.
• · The loan is secured by a first-priority perfected security interest in all assets of the borrower and guarantors, with control agreements over deposit and securities accounts.
• · Excluded accounts are limited to payroll, tax, and benefit accounts with average daily balances under $10,000.
• · Events of default trigger a 20% default rate (Base + 10%) and acceleration of all obligations.
• · The agreement references prior asset purchases from Proterra, Inc. (2023 PTB Asset Purchase) and PhoenixEV (2025 PhoenixEV Asset Purchase).
• · Change of Control provisions include lender's ability to exercise the equity option in PhoenixEV without triggering a default.
• · The loan proceeds are restricted to working capital, general corporate purposes, and transaction fees/expenses.

05-06-2026

Claros Mortgage Trust, Inc. held its 2026 annual meeting on June 3, 2026, where stockholders approved an amendment to the 2016 Incentive Award Plan, increasing the share reserve by 6.5 million shares to 14,781,594 shares and raising the ISO limit to 7.5 million shares. All nine director nominees were elected, and the appointment of PricewaterhouseCoopers LLP as auditor was ratified. However, the advisory vote on executive compensation (Say-on-Pay) received only 66.3% support, with 33.6% against, indicating significant shareholder dissent.

• · Derrick D. Cephas received the lowest support among director nominees with 81,678,525 votes for and 24,347,362 withheld (23.0% withheld).
• · Pamela Liebman and W. Edward Walter III each had over 19.8 million votes withheld (18.8% withheld).
• · The Say-on-Pay proposal had 35,691,548 votes against, representing 33.6% of votes cast.
• · The Plan Amendment (Proposal 4) passed with 70,802,303 for and 35,056,699 against (33.1% against).
• · The ISO grant period was extended through April 20, 2036.

05-06-2026

Honeywell International Inc. announced on June 5, 2026, that its board approved a record date of June 15, 2026, for the pro rata spin-off of its Aerospace Technologies business into an independent publicly traded company, Honeywell Aerospace Inc., with the distribution expected on June 29, 2026. Shareholders will receive one share of Honeywell Aerospace common stock for every two shares of Honeywell common stock held. Additionally, Honeywell will proceed with a 1-for-2 reverse stock split and authorized share reduction, effective after the spin-off on June 29, 2026, with trading expected to continue under the symbol 'HON'. No financial results or performance metrics were discussed in this filing, so there are no positive or negative trends to report.

• · The reverse stock split ratio is 1-for-2, and the authorized share reduction will proportionally reduce the number of authorized common shares.
• · The new CUSIP number for Honeywell common stock after the reverse split will be 438516205; the par value of $1 per share remains unchanged.
• · The spin-off distribution is conditioned on board declaration and satisfaction of conditions, including those in the Separation and Distribution Agreement filed with the SEC.
• · Shareholders will receive cash in lieu of any fractional shares of Honeywell Aerospace common stock.
• · The reverse stock split is contingent upon the completion of the spin-off.

05-06-2026

NetApp reported net revenues of $6,925M for fiscal year 2026, up 5% from $6,572M in FY2025 and 10% from $6,268M in FY2024. Net income grew 8% to $1,276M from $1,186M, while diluted EPS increased 12% to $6.35 from $5.67. However, gross margin remained flat at 71% and the effective tax rate rose sharply to 5% of revenues from 3% in FY2025, driving a 89% increase in the provision for income taxes to $372M.

• · Public cloud revenue growth slowed to 3% in FY2026 from 9% in FY2025.
• · Support revenue growth decelerated to 5% in FY2026 from 1% in FY2025, but the 1% growth in FY2025 was very low.
• · Cost of product revenues grew 9% in FY2026, outpacing product revenue growth of 5%, indicating margin pressure.
• · Sales and marketing expense as a percentage of net revenues declined to 27% in FY2026 from 28% in FY2025 and 29% in FY2024.
• · Research and development expense as a percentage of net revenues declined to 14% in FY2026 from 15% in FY2025 and 16% in FY2024.
• · Restructuring charges were zero in FY2026 versus 1% in both prior years.
• · Other (expense) income, net was zero in FY2026 versus 1% in both prior years.
• · Net cash provided by operating activities increased 37% in FY2026 after declining 11% in FY2025.
• · Deferred revenue grew 7% to $4,845M as of April 24, 2026.
• · Hybrid Cloud segment net revenues grew 6% in FY2026, accelerating from 4% in FY2025.
• · All-flash revenues as a percentage of Hybrid Cloud segment net revenues increased to 67% in FY2026 from 64% in FY2025 and 58% in FY2024.
• · Hybrid-flash and other revenues as a percentage of Hybrid Cloud segment net revenues declined to 33% in FY2026 from 36% in FY2025 and 42% in FY2024.

05-06-2026

Core Molding Technologies appointed President & CEO Eric Palomaki to the Board on June 5, 2026, filling the vacancy left by David L. Duvall's resignation. Concurrently, the company entered into an Amended and Restated Employment Agreement with Palomaki effective June 1, 2026, providing a base salary of $525,000, an initial restricted stock grant of 20,000 shares vesting over three years, and annual STIP and LTIP targets of 100% and 200% of base salary, respectively. The agreement includes enhanced severance of four times base salary for termination without cause or for good reason, but no additional compensation for board service.

• · David L. Duvall resigned from the Board effective June 1, 2026.
• · Eric Palomaki has not been assigned to any Board committee; assignment will occur later.
• · Palomaki will not receive additional compensation for board service.
• · The Amended Employment Agreement has no fixed term and remains in effect until terminated.
• · Upon termination without cause, for good reason, or qualified retirement, Palomaki receives 4× base salary ($2.1M) but forfeits unvested equity.
• · Upon death or disability, Palomaki receives pro-rata STIP, accelerated equity vesting, and cash equal to 20-trading-day average closing price.
• · Restrictive covenants include a two-year non-solicitation of employees, confidentiality, and non-disparagement.

05-06-2026

The Gabelli Dividend & Income Trust (GDV) has filed definitive additional proxy materials urging shareholders to vote the WHITE card ahead of its June 29, 2026 annual meeting, where an activist hedge fund (Saba) is attempting to place its nominee on the board. The Fund highlights a narrowing discount to NAV from 15.4% (end 2023) to 10.1%, a 29% market total return over the 12 months ended May 5, 2026, and a cumulative $28.40 per share paid since inception. However, the filing warns that voting the GOLD card from Saba—even to abstain—cancels the WHITE card and counts toward Saba’s tally, underscoring the contested nature of the election.

• · Annual meeting date: June 29, 2026; voting deadline: June 28, 2026 at 11:59 PM ET.
• · Voting the GOLD card from Saba—even to abstain or vote against—cancels the WHITE card and counts toward Saba’s tally.
• · Contact for questions: Alliance Advisors at 1-866-206-7868 or GDV@allianceadvisors.com.
• · The Fund has repurchased 6 million+ shares since inception, which is accretive to net asset value.

05-06-2026

Cosmos Health Inc. filed a DEFA14A proxy statement on June 5, 2026, soliciting shareholder votes on four key proposals: election of director nominees, ratification of the independent auditor, approval of the 2026 Omnibus Equity Incentive Plan, and approval of the designation and issuance of Series B Preferred Stock. The filing does not include any financial results or period-over-period comparisons, so no quantitative performance data is available.

• · The proxy includes four proposals: election of directors, ratification of independent auditor, approval of 2026 Omnibus Equity Incentive Plan, and approval of Series B Preferred Stock issuance.
• · Shareholders are instructed to sign exactly as their names appear on the proxy, with joint holders each signing, and corporate or partnership signers providing full title.

05-06-2026

Lifeloc Technologies filed an 8-K reporting the resignation of its independent auditor, Assure CPA, due to the sale of its assets to Sadler, Gibb & Associates, with no disagreements or reportable events. The company also held its Annual Meeting on June 3, 2026, where all five director nominees were elected, the appointment of Assure CPA for fiscal 2026 was ratified, say-on-pay was approved, and the amended articles of incorporation were passed. The auditor change is procedural and not due to any accounting issues, while shareholder votes showed strong support across all proposals.

• · Assure CPA's resignation was effective June 3, 2026, due to sale of substantially all assets to Sadler, Gibb & Associates; professionals serving the company continued in their roles at Sadler Gibb.
• · No disagreements or reportable events occurred with Assure during fiscal years 2024 and 2025 or the interim period through June 3, 2026.
• · All five director nominees were elected with 2,246,607 votes for each and 13,681 votes withheld; there were 15,314 broker non-votes.
• · Ratification of Assure CPA as auditor for fiscal 2026 passed with 2,274,325 for, 1,277 against, and 0 abstentions.
• · Advisory say-on-pay vote passed with 2,209,786 for, 3,004 against, 0 abstentions, and 62,812 broker non-votes.
• · Approval of Amended and Restated Articles of Incorporation passed with 2,210,827 for, 1,963 against, 0 abstentions, and 62,812 broker non-votes.

05-06-2026

CareCloud, Inc. filed an 8-K disclosing the adoption of a new 2026 Equity Incentive Plan by the Board on March 24, 2026, which was approved by shareholders. The plan authorizes up to 1,000,000 shares of common stock for issuance under various award types, including stock options, restricted stock, and performance awards. The filing also covers director/officer departure/election matters (Items 5.02 and 5.07), though no specific personnel changes are detailed in the exhibit.

• · The plan was adopted by the Board on March 24, 2026, and filed with the SEC on June 5, 2026.
• · Award types include Incentive Stock Options, Nonstatutory Stock Options, Stock Appreciation Rights, Restricted Stock Awards, Restricted Stock Unit Awards, Performance Stock Awards, Performance Cash-Settled Awards, and Other Stock Awards.
• · Eligible recipients are Employees, Directors, and Consultants.
• · The plan includes a limit on awards to Non-Employee Directors: total value of awards plus cash fees in a fiscal year cannot exceed a specified number (placeholder $[NUMBER] in the filing).
• · The plan prohibits repricing of Options or SARs without shareholder approval within the prior 12 months, except for nominal cash cancellations not treated as repricing under GAAP.
• · The plan allows for a reverse stock split adjustment to the share reserve if implemented contemporaneously with adoption.
• · The plan includes provisions for compliance with Section 409A of the Code and Rule 16b-3.

05-06-2026

Petco reported total net sales of $1,496.7M for the thirteen weeks ended May 2, 2026, essentially flat (+0.2%) versus $1,493.4M in the prior-year period. While services and other revenue grew 6.8% to $268.6M, product sales declined 1.1% to $1,228.1M. The company posted a net loss of $15.1M, widening from a loss of $11.7M a year ago, driven by a $11.8M loss on debt extinguishment and higher income tax expense. Operating income improved to $24.6M from $16.4M, but cash used in operations increased to $31.0M from $15.5M.

• · Consumables net sales were $746.8M in Q1 FY26, down slightly from $748.1M in Q1 FY25.
• · Supplies and companion animals net sales declined 2.5% YoY to $481.3M from $493.8M.
• · Selling, general and administrative expenses decreased 0.7% YoY to $549.8M.
• · Interest expense was $32.8M, down from $33.5M in the prior year.
• · The company recorded a $11.8M loss on extinguishment and modification of debt in Q1 FY26, with no comparable item in Q1 FY25.
• · Senior secured credit facilities, net, excluding current portion, decreased to $874.1M from $1,488.5M at year-end, while senior notes, net of $590.1M were newly issued.
• · Cash used in financing activities was $32.6M, compared to $0.3M used in the prior year, primarily due to debt refinancing costs of $28.4M.
• · Merchandise inventories increased to $632.9M from $590.2M at year-end, a 7.2% rise.
• · Accounts payable and book overdrafts increased to $480.7M from $450.6M at year-end.
• · Accrued salaries and employee benefits decreased to $107.8M from $154.1M at year-end.

05-06-2026

Movano Inc. filed a DEF 14A proxy statement detailing the merger with Corvex OpCo, which closed on March 19, 2026. The pro forma combined company reported a net loss of $15.9M for Q1 2026 and $68.4M for FY2025, with pro forma revenue of $3.7M and $7.5M respectively. However, the merger consideration includes significant stock issuances subject to stockholder approval, and the pro forma adjustments are preliminary and subject to material change.

• · Corvex OpCo was determined to be a variable interest entity (VIE) as its equity at risk is not sufficient to finance its activities without ongoing subordinated financial support.
• · The Exchange Ratio for the merger was 2.2255 shares of Common Stock per share of Corvex OpCo Common Stock.
• · Pro forma net loss per share for Q1 2026 was $(7.81) and for FY2025 was $(33.53).
• · The merger consideration includes 240,544 shares of Common Stock from Series B Preferred (already converted), and approximately 23.6M and 30.2M shares from Series C and D Preferred respectively, subject to stockholder approval.
• · The pro forma adjustments are preliminary and subject to material change as valuations are completed within one year of closing.
• · The combined company's historical standalone net losses were $5.005M (Corvex, Inc. Q1 2026) and $2.596M (Corvex Legacy Holdings, Inc. Q1 2026).

05-06-2026

New Mountain Finance Corp priced a private offering of $150M in senior notes across three tranches on June 5, 2026. The offering includes $40M of 7.28% Series 2026A Senior Fixed Rate Notes due 2028 (Tranche A), $35M of 7.76% Series 2026A Senior Fixed Rate Notes due 2031 (Tranche B), and $75M of Series 2026A Senior Floating Rate Notes due 2031 (Tranche C). Proceeds will be used for general corporate purposes, including investments and debt repayment.

• · The offering is expected to close on or around June 18, 2026, subject to customary closing conditions.
• · Each tranche of the Notes is expected to be issued on or before October 1, 2026.
• · The Notes are being offered in reliance on Section 4(a)(2) of the Securities Act and will not be registered under the Securities Act or any state securities laws.
• · The company is not an emerging growth company as defined in Rule 405 of the Securities Act.

05-06-2026

Transportation & Logistics Systems, Inc. (TLSS) entered into a First Amendment to its Member Interest and Asset Exchange Agreement for the acquisition of Patriot Glass Solutions, LLC (PGS), extending key deadlines to June 15 and July 1, 2026. The $4.75 million consideration is payable in 47,500 shares of Series J Senior Convertible Preferred Stock. The acquisition is expected to close by July 1, 2026, subject to conditions including delivery of audited financials and satisfactory due diligence.

• · The First Amendment extends the Effective Time from May 21, 2026 to June 15, 2026, and the closing date from June 1, 2026 to July 1, 2026.
• · PGS must deliver audited financials for year-end 2024 and 2025, and unaudited financials for Q1 2026, by June 15, 2026.
• · Closing conditions include satisfactory due diligence, accuracy of representations and warranties, landlord consent for PGS's lease assignment, and an employment agreement with Michael Wanke.
• · Mercer Street Global Opportunity Fund, LLC is an existing preferred stockholder of TLSS and a shareholder of the Seller.
• · TLSS's go-forward strategy is to become a leader in the safety and security technology industry through strategic acquisitions.
• · PGS uses C-Bond's proprietary glass strengthening technology to protect property from looting, rioting, break-ins, and gunfire.

05-06-2026

Sinclair, Inc. held its annual meeting on June 4, 2026, where shareholders elected all nine director nominees, ratified PricewaterhouseCoopers LLP as independent auditor for FY2026, and approved, on a non-binding advisory basis, executive compensation. All proposals passed with strong shareholder support, though director Howard E. Friedman received the lowest 'for' votes (250,945,578) among nominees.

• · Broker non-votes totaled 6,132,156 for each director election and for Proposal 3, but were not applicable for Proposal 2 (auditor ratification).
• · Proposal 2 (auditor ratification) received 264,590,910 'for' votes, 412,936 'against', and 39,999 abstentions.
• · Proposal 3 (say-on-pay) received 252,180,048 'for', 6,673,805 'against', and 57,836 abstentions.
• · Director Howard E. Friedman had the lowest support with 250,945,578 'for' votes and 7,966,111 'against/withheld'.
• · Director Laurie R. Beyer had the highest support with 257,349,912 'for' votes.

05-06-2026

Commercial Vehicle Group, Inc. (CVGI) filed Pre-Effective Amendment No. 1 to its Form S-3 shelf registration statement on June 4, 2026, solely to correct Exhibit 23.1 (Consent of Independent Registered Public Accounting Firm) that was filed in error with the original S-3 filed the same day. The company is registering the sale of up to $25,000,000 of securities comprising common stock, warrants, subscription rights, and units, to be offered from time to time on a delayed or continuous basis.

• · The filing is a corrective amendment (Amendment No. 1) to replace an incorrect Exhibit 23.1 from the original S-3 filed on June 4, 2026.
• · Registration Statement Number: 333-296502.
• · CVGI qualifies as a non-accelerated filer (not a large accelerated filer or accelerated filer).
• · Principal executive offices located at 7800 Walton Parkway, New Albany, Ohio 43054.

05-06-2026

White Mountains Insurance Group, Ltd. filed an 8-K on June 5, 2026, to furnish an investor presentation for its Annual Investor Information Meeting held the same day. The presentation is provided under Regulation FD and is not deemed filed for SEC liability purposes. No financial results or material changes were disclosed in the filing itself.

• · The 8-K is furnished under Item 7.01 (Regulation FD Disclosure) and Item 9.01 (Financial Statements and Exhibits).
• · Exhibit 99.1 is an investor presentation dated June 5, 2026, used at the Annual Investor Information Meeting.
• · The filing explicitly states the information is not deemed filed under the Exchange Act or incorporated by reference into other SEC filings.

05-06-2026

PMV Pharmaceuticals held its 2026 Annual Meeting on June 4, 2026, where stockholders elected David H. Mack, Ph.D. and Laurie Stelzer as Class III directors, approved non-binding advisory say-on-pay compensation, and ratified Ernst & Young as independent auditor for FY2026. All proposals passed, though director Laurie Stelzer received a significant number of withheld votes (10,681,257 vs 11,261,111 for), indicating mixed shareholder support.

• · Broker non-votes totaled 6,975,412 for both director elections and say-on-pay.
• · The next advisory vote on frequency of say-on-pay is expected at the 2028 annual meeting.
• · Auditor ratification passed with 28,379,108 FOR, 536,302 AGAINST, and 2,370 ABSTAIN.

05-06-2026

Moleculin Biotech, Inc. issued a press release on June 5, 2026, announcing results from an independent market landscape assessment evaluating Annamycin in relapsed/refractory acute myeloid leukemia (R/R AML). The filing is a Regulation FD disclosure and does not contain specific financial results or quantitative data.

• · The press release was issued on June 5, 2026.
• · The assessment focused on Annamycin in relapsed/refractory acute myeloid leukemia (R/R AML).
• · The filing is furnished under Item 7.01 and not deemed filed for Exchange Act purposes.

05-06-2026

FS KKR Capital Corp. filed Amendment No. 3 to its Schedule 14D-9, announcing that the HSR Act waiting period expired on June 4, 2026, satisfying the antitrust condition for KKR Alternative Assets L.P.'s tender offer to purchase up to $150,000,000 of FSK common stock at $11.00 per share. The expiration date of the offer has been extended from June 9, 2026 to June 11, 2026. As of June 4, 2026, only approximately 413,270 shares had been validly tendered, representing about $4.55 million of the $150 million target, indicating very low participation relative to the offer size.

• · The HSR Act waiting period expired on June 4, 2026 at 11:59 p.m. New York City time, satisfying the Antitrust Condition.
• · The offer expiration date was extended from June 9, 2026 to June 11, 2026 at 11:59 p.m. New York City time.
• · Only 413,270 shares were tendered as of June 4, 2026, which at $11.00 per share equals approximately $4.55 million, or about 3% of the $150 million maximum offer amount.
• · The offer is not subject to antitrust clearances from any other jurisdiction.