S&P 500 Consumer Staples Sector SEC Filings — June 08, 2026

USA S&P 500 Consumer Staples

By Gunpowder Editorial ·

21 high priority 29 medium priority 50 total filings analysed

Executive Summary

The 50 filings in the S&P 500 Consumer Staples stream reveal a sector under significant pressure from cost inflation, tariffs, and shifting consumer behavior, with several major players reporting declining sales and compressed margins. Campbell's Q3 FY2026 sales fell 4% YoY with adjusted EBIT down 24%, while Kraft Heinz is proactively reducing debt by redeeming $1 billion in notes.

Constellation Brands is navigating a leadership transition amid a subdued beer category, though its Beer Division continues to outperform. Outside the core staples, the filings show a flurry of capital market activity, including a $1.9 billion debt offering by Hubbell for an acquisition and a $400 million convertible note offering by Celcuity. A notable governance theme is shareholder dissent, with ARKO Corp. seeing a 24.8% withhold vote for one director and Gabelli Dividend & Income Trust facing an activist challenge from Saba Capital. The overall sentiment is mixed, with a few bright spots like Motorcar Parts of America's strong Q4 turnaround and Vivakor's new $108 million annualized crude oil contract, but the prevailing trend is one of cautious management and strategic repositioning.

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

Filing types in this digest: S-3 · DEF 14A · 10-Q · 8-K · DEFA14A · 20-F · 10-K · 13F

Tracking the trend? Catch up on the prior S&P 500 Consumer Staples Sector SEC Filings digest from June 05, 2026.

Investment Signals (11)

  • Announced partial redemption of $1B in 3.875% notes due 2027 (74% of outstanding), a strong balance sheet move that will lower future interest expense and signal management's confidence in cash flow generation

  • Q4 FY2026 net sales surged 9.9% YoY to $212.3M, with net income swinging to $9.7M from a -$722K loss, and FY2027 guidance for 7.5%-10.2% sales growth, indicating a strong operational turnaround

  • Vivakor (BULLISH)

    New one-year crude oil transaction for ~100,000 barrels/month through Cushing Terminal, representing ~$108M annualized revenue, a significant scale-up that leverages its midstream infrastructure

  • Q3 FY2026 adjusted EBIT fell 24% YoY and adjusted EPS dropped 32% to $0.50, with gross margins contracting 240 bps to 27.7% due to cost inflation and tariffs, signaling ongoing profitability pressure

  • Q2 FY2026 net loss widened to $78.7M from $38.8M YoY, driven by a $42.6M impairment, and total revenues declined 4.8%, though the sales pipeline grew 267% QoQ to 4 GW, creating a mixed outlook

  • Entered a $50M accelerated share repurchase agreement, with $355M remaining under its buyback program, signaling strong commitment to returning capital and management's view that shares are undervalued

  • Director Andrew R. Heyer received a 24.8% withhold vote at the annual meeting, a significant red flag for governance and potential shareholder activism

  • Reported a 10.4% total return in 2025, outperforming fixed income by 750 bps and leveraged loans by 220 bps, with a 9.9% annualized distribution rate and 100% first lien senior secured debt

  • FY2026 revenue grew 17% to $1.74B and net income swung to $367.8M from a -$108.1M loss, though the profit was boosted by a $370.1M tax benefit and operating margin remained negative at -2%

  • FY2025 revenue declined 15.5% to $44.1M and swung to a net loss of $10.7M from a $220K profit, with gross profit collapsing 96.2%, indicating a severe business deterioration

  • Transitioning to an AI infrastructure company, sold ~200M Dogecoin for $18.4M, and holds $44.3M in remaining Dogecoin, but the new business has no revenue or binding agreements, creating extreme uncertainty

Risk Flags (10)

  • Gross margin fell 240 bps YoY to 27.7% in Q3 FY2026, driven by cost inflation and tariffs, with full-year guidance for adjusted EBIT decline of 17%-20%

  • Recorded a $42.6M impairment in Q2 FY2026, widening net loss to $78.7M, while total revenues declined 4.8% and operating loss surged 118% to $77.9M

  • FY2025 gross profit collapsed 96.2% to $162K, G&A expenses tripled to $11M due to $6.36M in stock-based comp, and the company swung to a $10.7M net loss from a $220K profit

  • Three directors were removed from the Board on June 7, 2026, reducing board size from ten to seven, a significant governance shakeup that could signal internal conflict

  • Director Andrew R. Heyer received a 24.8% withhold vote, indicating notable shareholder dissatisfaction that could lead to further activist pressure

  • Terminated its ATM offering program and is pivoting to AI infrastructure with no binding agreements, no revenue, and no acquired sites, while holding a volatile $44.3M Dogecoin position

  • Filed an S-3 to sell up to 500 million shares, with only 150 million currently outstanding, representing potential dilution of over 230% for existing shareholders

  • Facing a contested election from activist Saba Capital, which has been selling its own GDV shares while seeking board seats, creating a conflict of interest risk

  • Full-year FY2026 net sales were impacted by a ~$30M sales decrease to one large customer, highlighting concentration risk despite overall growth

  • Announced a $400M convertible note offering (with $60M greenshoe), which could lead to significant dilution upon conversion, though proceeds will repay existing debt

Opportunities (10)

  • Q4 FY2026 net sales grew 9.9% YoY, gross margin improved to 23.7% from 19.9%, and FY2027 guidance implies 7.5%-10.2% sales growth with operating income of $86M-$91M, signaling a strong operational recovery

  • Redeeming $1B in 3.875% notes due 2027 will reduce annual interest expense by ~$39M, improving net income and strengthening the balance sheet for potential M&A or dividend growth

  • New $108M annualized crude oil contract (vs. current revenue base) represents a massive scale-up in the supply and trading segment, with the first RPC in Texas scheduled for Q3 2026

  • $50M ASR with $355M remaining under buyback program, combined with a strong balance sheet, offers significant near-term shareholder returns and signals management's view of undervaluation

  • 9.9% annualized distribution rate with 100% first lien senior secured debt and a 0.2% non-accrual rate, offering a high-quality yield in a volatile market

  • New CEO Nicholas I. Fink appointed April 2026, with the Beer Division continuing to outperform the broader beer category, potentially unlocking value through strategic refocusing

  • Sales pipeline grew 267% QoQ to 4 GW, with a standardized 12.5 MW Energy Block for data centers and Torrington facility expansion to 500 MW annualized production, positioning for future revenue growth

  • Priced $1.9B in senior notes to finance the acquisition of NSI Electrical, with 2025 revenues of $5.8B, potentially creating significant synergies in the electrical products market

  • FY2026 revenue grew 17% to $1.74B, gross margins improved to 76% from 74%, and operating loss narrowed 39%, with the company approaching operating breakeven

  • Sold ~200M Dogecoin for $18.4M and holds $44.3M in remaining Dogecoin, providing a significant cash cushion to fund the AI infrastructure pivot, though execution risk remains high

Sector Themes (6)

  • Consumer Staples Margin Squeeze

    Campbell's reported a 240 bps gross margin decline due to cost inflation and tariffs, while Motorcar Parts of America saw a slight full-year margin decline to 20.2%, reflecting broad input cost pressure across the sector

  • Debt Management and Balance Sheet Strengthening

    Kraft Heinz is redeeming $1B in notes, Hubbell raised $1.9B for an acquisition, and Great Elm Capital extended its credit facility maturity, showing a sector-wide focus on optimizing capital structure

  • Shareholder Activism and Governance Scrutiny

    ARKO Corp. saw a 24.8% withhold vote for one director, Gabelli Dividend & Income Trust faces a proxy fight with Saba Capital, and Pangaea Logistics removed three directors, indicating heightened governance tensions

  • Capital Raising for Growth and Liquidity

    Celcuity launched a $400M convertible note offering, AtlasClear filed for up to 500M share shelf, and FS KKR Capital raised $900M in notes, showing diverse capital needs from growth to debt repayment

  • Strategic Pivots and Business Model Transitions

    CleanCore Solutions is pivoting to AI infrastructure, Vivakor is expanding its crude oil trading platform, and FuelCell Energy is targeting data centers with a standardized energy block, reflecting a search for new growth vectors

  • Auditor Consolidation Impact

    Three companies (United States Antimony, Thunder Mountain Gold, and one other) reported auditor changes due to Assure CPA being acquired by Sadler Gibb, a niche but notable trend in the small-cap audit space

Watch List (8)

  • Q3 FY2026 results showed significant margin compression; watch the upcoming earnings call for commentary on tariff impacts and full-year FY2026 guidance, especially the organic sales decline of 2%-1%

  • Virtual annual meeting scheduled for July 22, 2026; watch for shareholder votes on executive compensation and the amended stock incentive plan, as well as any strategic updates from new CEO Nicholas Fink

  • Partial redemption of $1B in notes scheduled for July 8, 2026; monitor for any subsequent debt rating actions or further balance sheet optimization announcements

  • Activist Saba Capital is seeking board seats; the outcome of the contested election will be critical for the fund's strategic direction and discount management

  • Sales pipeline grew 267% QoQ to 4 GW; watch for contract announcements converting this pipeline into backlog, which declined 9.9% YoY to $1.14B

  • The company has a non-binding LOI for a data center project; watch for definitive agreements, site acquisitions, and any further Dogecoin sales that would fund the pivot

  • FY2026 was impacted by a ~$30M sales decrease to one large customer; monitor Q1 FY2027 results for signs of customer concentration risk mitigation

  • First RPC in Harris County, Texas is scheduled for Q3 2026; successful launch would validate the environmental services business segment and provide a new revenue stream

Filing Analyses (50)
AtlasClear Holdings, Inc. S-3 neutral materiality 7/10

08-06-2026

AtlasClear Holdings, Inc. filed an S-3 shelf registration statement on June 8, 2026, enabling the company to offer and sell up to 500 million shares of common stock, preferred stock, debt securities, and warrants from time to time. As of June 5, 2026, there were 150,337,774 shares of common stock issued and outstanding. The proceeds will be used for general corporate purposes and working capital, but the filing also highlights significant risks, including the company's ability to complete pending acquisitions of Commercial Bancorp and Ark Financial Services, to integrate them successfully, and to service its substantial indebtedness, as well as the potential for dilution and volatility in its stock price.

  • · The company is authorized to issue up to 500,000,000 shares of common stock with a par value of $0.0001 per share.
  • · Common stockholders have one vote per share and are entitled to dividends when declared by the board, subject to preferred stock rights.
  • · There are no preemptive rights, conversion, redemption, or sinking fund provisions for common stock.
  • · The charter prohibits stockholder action by written consent; only the Chairperson, CEO, Lead Independent Director, or a majority of the Board can call special meetings.
  • · Stockholder proposals and director nominations require advance notice delivered 90 to 120 days before the anniversary of the prior year's annual meeting.
  • · The filing notes the potential for adjustments to the conversion price of the secured convertible note issued to Funicular Funds, LP.
  • · The company acknowledges that regulatory capital contributions will be required at its broker-dealer and bank subsidiaries in connection with the pending acquisitions.
Vivakor, Inc. DEF 14A mixed materiality 8/10

08-06-2026

Vivakor, Inc. filed a DEF 14A proxy statement for its 2026 Annual Meeting of Stockholders to be held on June 30, 2026. The filing includes nine proposals, notably the election of four directors, approval of stock issuances above 19.99% of outstanding under multiple financing agreements (including a May 2026 convertible note with $12.0 million gross proceeds and a $100 million standby equity purchase agreement), a reverse stock split (already effected 1-for-200 in March 2026), and ratification of auditors. The company reported 4,295,647 common shares and 96,731 Series A Preferred shares outstanding as of the May 21, 2026 record date, with the preferred shares carrying five votes each. While the company is pursuing capital restructuring and financing to support working capital and debt reduction, it has sold non-core assets and continues to face Nasdaq 19.99% issuance limitations, and the second closing of the convertible note is contingent on registration effectiveness.

  • · The company operates three reportable segments: transportation and logistics, terminaling and storage services, and supply and trading.
  • · The company is developing an environmental services business with planned Remediation Processing Centers (RPCs); first RPC in Harris County, Texas scheduled for Q3 2026.
  • · On October 1, 2024, the company acquired the Endeavor Entities, expanding midstream operations.
  • · On July 30, 2025, the company sold non-core business units of Meridian Equipment Leasing, LLC and Equipment Transport, LLC.
  • · The convertible notes have a conversion price equal to the greater of $0.37 per share and 80% of the lowest daily VWAP during the five trading days preceding conversion.
  • · The second closing of the convertible note ($6M) is subject to effectiveness of the registration statement and other customary conditions.
  • · The SEPA allows the company to direct purchases of up to $100M of common stock over 36 months at a discount to market prices, but no sales can occur until a separate registration statement is filed and effective.
  • · The company's common stock has a par value of $0.001 per share.
  • · The annual meeting will be held in-person at 2278 Monitor Street, Dallas, Texas 75207 on June 30, 2026 at 10 a.m. Central Time.
  • · The record date for voting is May 21, 2026.
FUELCELL ENERGY INC 10-Q negative materiality 8/10

08-06-2026

FuelCell Energy reported a net loss attributable to common stockholders of $78.7M for Q2 FY2026 (three months ended April 30, 2026), widening from a $38.8M loss in the prior-year quarter, driven by a $42.6M impairment expense. Total revenues declined 4.8% YoY to $35.6M, with significant drops in Service (-48.7%) and Generation (-28.4%) segments, partially offset by Product revenue growth of 38.3%. The company raised $155.3M net from common stock sales during the six-month period, boosting cash and equivalents to $373.2M from $278.1M at fiscal year-end.

  • · Impairment expense of $42.6M was recorded in Q2 FY2026, contributing significantly to the widened loss.
  • · Total assets increased to $1.003B from $932.1M at fiscal year-end, driven by higher cash and other assets.
  • · Total liabilities rose to $215.0M from $201.0M, with long-term debt and other liabilities increasing to $129.6M.
  • · Accumulated deficit deepened to $(1.930B) from $(1.829B) at October 31, 2025.
  • · Noncontrolling interests remained relatively stable at $9.1M.
  • · The company's VIE assets totaled $293.9M as of April 30, 2026, down from $325.7M at October 31, 2025.
  • · Administrative and selling expenses decreased 10.7% YoY in Q2 to $14.7M, and R&D expenses fell 22.1% to $7.7M.
  • · Interest income increased to $2.5M in Q2 from $1.8M a year ago, while interest expense rose to $2.9M from $2.5M.
FUELCELL ENERGY INC 8-K mixed materiality 8/10

08-06-2026

FuelCell Energy reported Q2 FY2026 revenue of $35.6M, down 5% YoY from $37.4M, with gross loss widening 37% to $(12.9)M and operating loss surging 118% to $(77.9)M. However, the sales pipeline grew 267% QoQ to 4 GW, cash and equivalents rose to $440.9M from $341.8M in October 2025, and adjusted EBITDA improved 12% to $(17.1)M. The company is expanding its Torrington facility to support 500 MW annualized production and introduced a standardized 12.5 MW Energy Block for data centers.

  • · Backlog decreased 9.9% YoY to $1.14B, driven by revenue recognition partially offset by new contracts.
  • · Service and generation backlog weighted average term is 15 years, with utility contracts up to 20 years.
  • · Gross loss widened 37% to $(12.9)M due to lower service revenue (lack of module exchanges) and lower generation output (Groton Project repairs).
  • · Net loss per share improved 19% to $(1.45) due to higher share count from equity issuances.
  • · Adjusted EBITDA improved 12% to $(17.1)M reflecting lower cash operating costs.
  • · Cash and equivalents rose 29% to $440.9M from October 2025, bolstered by $100.4M net proceeds from stock sales in Q2.
  • · Subsequent to quarter end, additional $52.9M net proceeds raised from stock sales at $13.31/share.
  • · Torrington expansion cost estimated at $200M-$275M over 24 months; new tape caster installation begun and conditioning room commissioned.
  • · First two carbon capture modules en route to Rotterdam for ExxonMobil collaboration.
  • · Approximately $0.5M of shares remain available for sale under the Open Market Sale Agreement.
CAMPBELL'S Co 8-K mixed materiality 8/10

08-06-2026

Campbell's reported Q3 FY2026 net sales of $2.366B, down 4% YoY on both reported and organic basis, with adjusted EBIT falling 24% to $274M and adjusted EPS declining 32% to $0.50. While GAAP EPS rose 86% to $0.41 due to prior-year impairment charges, underlying profitability was pressured by cost inflation, tariffs, and unfavorable volume/mix. The company reaffirmed full-year FY2026 guidance for organic net sales decline of 2%-1%, adjusted EBIT decline of 20%-17%, and adjusted EPS of $2.15-$2.25.

  • · Meals & Beverages segment net sales decreased 4% to $1.426B, with U.S. soup sales down 8% driven by condensed and ready-to-serve soups.
  • · Snacks segment net sales decreased 4% to $940M, with declines across salty portfolio, crackers, and fresh bakery; third-party partner brands and contract manufacturing were also headwinds.
  • · Adjusted gross profit margin fell 240 bps to 27.7% due to cost inflation, tariffs, and other supply chain costs, partially offset by productivity improvements and favorable net price realization.
  • · Net interest expense was $80M, consistent with prior year.
  • · Adjusted effective tax rate was 22.7%, consistent with prior year.
  • · Cost savings program delivered $20M in Q3, bringing cumulative savings to $200M toward the FY2028 target of $375M.
  • · Full-year FY2026 guidance reaffirmed: organic net sales decline 2% to 1%, adjusted EBIT decline 20% to 17%, adjusted EPS $2.15 to $2.25 (down 26% to 23% from FY2025 adjusted $2.91).
  • · FY2025 results used as guidance base exclude the 53rd week, which contributed approximately 2% to net sales, 2% to adjusted EBIT, and $0.06 to adjusted EPS.
  • · Corporate expense was $60M in Q3 FY2026 vs. $226M in Q3 FY2025, with the decrease primarily due to the prior-year impairment charge.
  • · Segment reporting change: Latin America retail business moved from Snacks to Meals & Beverages beginning FY2026, with retrospective adjustment.
UNITED STATES ANTIMONY CORP DEFA14A neutral materiality 3/10

08-06-2026

United States Antimony Corp (UAMY) filed a proxy supplement (DEFA14A) on June 8, 2026, amending Proposal No. 3 for its upcoming Annual Meeting on June 12, 2026. The amendment is due to the acquisition of the company's previously appointed independent auditor, Assure CPA, LLC, by Sadler Gibb & Associates, LLC, effective June 3, 2026. Shareholders are now asked to ratify the appointment of Sadler Gibb as the successor independent registered public accounting firm for fiscal year 2026, with no change to previously submitted votes.

  • · The change in auditor resulted from Assure CPA, LLC being acquired by Sadler Gibb & Associates, LLC on June 3, 2026.
  • · The lead engagement partner and professional staff responsible for prior audits have continued with Sadler Gibb and remain unchanged.
  • · Proxies previously submitted for Proposal No. 3 will be voted 'FOR', 'AGAINST', or 'ABSTAIN' on the ratification of Sadler Gibb accordingly.
  • · Representatives of Sadler Gibb are expected to attend the Annual Meeting and may make a statement.
  • · The proxy supplement does not change any other proposals or the board's recommendations.
UNITED STATES ANTIMONY CORP 8-K neutral materiality 5/10

08-06-2026

United States Antimony Corp (UAMY) disclosed that its independent auditor, Assure CPA, LLC, was acquired by and combined with Sadler Gibb & Associates, LLC effective June 3, 2026, resulting in Assure's resignation and the engagement of Sadler Gibb as the new auditor. The change was approved by the Audit Committee and Board on June 5, 2026. There were no disagreements or reportable events between the Company and Assure during the fiscal years ended 2025 and 2024 or the subsequent interim period, and the prior audit reports were unqualified.

  • · The lead engagement partner and professional staff responsible for prior annual audits have continued with Sadler Gibb and remain unchanged.
  • · Neither the Company nor anyone acting on its behalf consulted with Sadler Gibb prior to the transaction regarding accounting principles, audit opinions, or any matter that would be a disagreement or reportable event.
  • · The audit reports for fiscal years ended December 31, 2025 and December 31, 2024 were unqualified and contained no adverse opinion or disclaimer.
ALPHA MODUS HOLDINGS, INC. 8-K neutral materiality 6/10

08-06-2026

Alpha Modus Holdings, Inc. filed an 8-K on June 8, 2026, announcing a 1-for-40 reverse stock split of its common stock, effective June 15, 2026, subject to Nasdaq approval. The reverse split does not change the authorized share count and fractional shares will be rounded up. The amendment was adopted by the board and stockholders.

  • · Reverse stock split ratio is 1-for-40.
  • · Effective time is the later of 7:00 a.m. New York Time on June 15, 2026, or Nasdaq approval and processing.
  • · No fractional shares will be issued; all fractional shares will be rounded up to the nearest whole share.
  • · Authorized share count remains unchanged.
  • · Certificate of Amendment was signed on June 3, 2026.
VERRA MOBILITY Corp 8-K neutral materiality 5/10

08-06-2026

Verra Mobility Corporation announced the formation of a Transformation Committee of the Board on June 5, 2026, to oversee the company's transformation initiative aimed at better positioning the business for long-term growth. The committee will support management in reviewing business and financial strategies, cost optimization, growth opportunities, capital allocation, portfolio composition, and financing activities. The committee is chaired by Raj Ratnakar and includes Douglas Davis and John Rexford. No financial details or performance comparisons were provided in the filing.

Clean Energy Technologies, Inc. 8-K negative materiality 7/10

08-06-2026

Clean Energy Technologies, Inc. (CETY) entered into a subordinated business loan and security agreement on May 27, 2026, with Agile Capital Funding, LLC and Agile Lending, LLC for a term loan. The loan proceeds will be used to pay off an existing balance of $24,546.64 and fund general business requirements. The agreement includes a make-whole premium on prepayments and a default interest rate increase of 5.00%.

  • · The loan is subordinated and secured by a security interest in the borrower's collateral.
  • · Borrower must pay a make-whole premium equal to all interest that would have been paid through the Maturity Date upon any prepayment.
  • · Interest is computed on a 360-day year basis.
  • · The loan may not be reborrowed once repaid.
  • · Borrower represents that there is no pending litigation involving more than $500,000.
CAMPBELL'S Co 10-Q mixed materiality 7/10

08-06-2026

Campbell's reported Q3 FY2026 net sales of $2,366M, down 4.4% YoY from $2,475M, while net earnings attributable to the company rose to $124M from $66M, driven by lower other expenses. For the nine months, net sales decreased 4.1% to $7,607M from $7,932M, but net earnings increased slightly to $463M from $457M. Operating cash flow declined to $839M from $872M, and total debt increased to $7,010M from $6,857M.

  • · Q3 gross margin improved to 27.5% from 29.4% in prior year (cost of products sold as % of net sales: 72.5% vs 70.6%).
  • · Q3 other expenses/income decreased significantly to $8M from $160M, primarily due to impairment charges in prior year.
  • · Nine months restructuring charges were $15M vs $17M prior year.
  • · Total debt increased to $7,010M from $6,857M at fiscal year-end.
  • · Cash and cash equivalents increased to $402M from $132M at fiscal year-end.
  • · Dividends paid in nine months were $354M vs $343M prior year.
  • · Treasury stock purchases in nine months were $26M vs $60M prior year.
New Century Logistics (BVI) Ltd 20-F/A negative materiality 9/10

08-06-2026

New Century Logistics (BVI) Ltd reported a sharp deterioration in financial performance for FY2025 ended September 30, 2025. Revenue declined 15.51% to $44.08M from $52.18M in FY2024, and the company swung from a net income of $220,643 in FY2024 to a net loss of $10.73M in FY2025. The loss was driven by a collapse in gross profit (down 96.2% to $162,650) and a surge in general and administrative expenses, which more than tripled to $11.00M, largely due to $6.36M in share-based compensation expenses.

  • · Air freight forwarding services accounted for 95.13% of total revenue in FY2025, up from 92.02% in FY2024.
  • · Ocean freight forwarding services gross profit margin improved to 8.99% in FY2025 from 5.48% in FY2024, but revenue declined sharply.
  • · Other services segment posted a negative gross profit margin of -50.21% in FY2025, compared to a positive 42.66% in FY2024.
  • · General and administrative expenses surged 191.6% YoY, primarily due to $6.36M in share-based compensation expenses (none in FY2024).
  • · The company had 39 employees as of the filing date, with warehouse staff and general/administrative staff each comprising 28% of the workforce.
  • · Cost of sales for other services increased 27.02% YoY despite a 51.51% decline in revenue from that segment.
Pangaea Logistics Solutions Ltd. 8-K negative materiality 8/10

08-06-2026

On June 7, 2026, Pangaea Logistics Solutions Ltd. removed three directors—Eric S. Rosenfeld, David D. Sgro, and Anthony Laura—from its Board, reducing the board size from ten to seven directors. The removals were executed under the company's Bye-Laws, which allow a director to be removed upon written request by at least three-quarters of the other directors. The remaining Board believes a seven-person board will improve efficiency and decision-making, but the departure of three directors represents a significant governance change.

  • · The removals were effective immediately on June 7, 2026.
  • · The company's Bye-Laws (Section 24.1.7) allow removal by written request of at least three-quarters of the other directors.
  • · The Board now consists of seven directors, down from ten.
  • · The filing was signed by CFO Gianni Del Signore on June 8, 2026.
ARKO Corp. 8-K mixed materiality 5/10

08-06-2026

ARKO Corp. held its 2026 Annual Meeting on June 4, 2026, where all six director nominees were elected, and both advisory proposals (executive compensation and ratification of Grant Thornton LLP as auditor) were approved by stockholders. However, director Andrew R. Heyer received a significant 24.8% withhold vote (20,024,991 votes withheld), indicating notable shareholder dissent, while the other directors received overwhelming support. The say-on-pay proposal passed with 91.8% of votes cast in favor, and auditor ratification received 99.3% approval.

  • · Sherman K. Edmiston III received 72,713,274 votes for and 8,113,305 withheld.
  • · Yona Fogel received 80,691,831 votes for and 134,748 withheld.
  • · Avram Friedman received 79,218,543 votes for and 1,608,036 withheld.
  • · Laura Shapira Karet received 79,835,177 votes for and 991,402 withheld.
  • · Arie Kotler received 80,458,273 votes for and 368,306 withheld.
  • · Say-on-pay: 74,199,282 for, 5,966,842 against, 660,455 abstentions.
  • · Auditor ratification: 95,991,876 for, 718,988 against, 2,658 abstentions.
  • · No other matters were considered or voted upon at the Annual Meeting.
FUEL TECH, INC. 8-K mixed materiality 5/10

08-06-2026

Fuel Tech, Inc. held its Annual Meeting of Stockholders on June 4, 2026, where all four director nominees were elected, the appointment of RSM US LLP as independent auditor was ratified, and executive compensation was approved on an advisory basis. However, the election of directors Vincent J. Arnone and Douglas G. Bailey showed significant withheld votes (2.0M and 2.9M respectively), and broker non-votes were high at 7.3M across all proposals, indicating notable shareholder dissent.

  • · The annual meeting was held on June 4, 2026.
  • · Broker non-votes totaled 7,278,620 for each director election and the advisory compensation vote.
  • · Ratification of RSM US LLP received 19,552,321 votes for, 411,581 against, and 38,542 abstentions.
  • · Advisory vote on executive compensation had 11,949,173 for, 637,014 against, and 187,055 abstentions.
Celcuity Inc. 8-K neutral materiality 7/10

08-06-2026

Celcuity Inc. announced a proposed underwritten public offering of $400 million aggregate principal amount of convertible senior notes due 2032, with an option for underwriters to purchase an additional $60 million. The company intends to use net proceeds to repay outstanding obligations under its loan agreement with Oxford Finance LLC and for working capital and general corporate purposes. The offering is subject to market conditions, and there is no assurance of completion.

  • · The convertible notes will mature on August 1, 2032, unless earlier converted, redeemed or repurchased.
  • · Interest will be payable semi-annually in arrears.
  • · Upon conversion, the company may pay cash, shares of common stock, or a combination.
  • · The interest rate, conversion rate, offering price and other terms are to be determined upon pricing.
  • · The company has filed a registration statement and preliminary prospectus supplement with the SEC.
  • · Joint book-running managers: Jefferies, J.P. Morgan, TD Cowen, Guggenheim Securities.
  • · Lead manager: LifeSci Capital; Co-managers: Craig-Hallum and Wolfe | Nomura Alliance.
  • · The company's lead therapeutic candidate is gedatolisib, a kinase inhibitor of the PI3K/AKT/mTOR pathway.
  • · Phase 3 trial VIKTORIA-1 evaluated gedatolisib in HR+/HER2- advanced breast cancer with PIK3CA WT and MT tumors.
  • · Phase 3 trial VIKTORIA-2 is ongoing for first-line treatment of HR+/HER2- advanced breast cancer.
  • · Phase 1b/2 trial CELC-G-201 is evaluating gedatolisib with darolutamide in metastatic castration-resistant prostate cancer.
HARMONIC INC. 8-K neutral materiality 6/10

08-06-2026

Harmonic Inc. confirms that the sale of its Video Business to MediaKind for $145 million in cash remains on track to close in Q2 2026, subject to customary conditions. The transaction was previously announced on March 20, 2026.

  • · Sale of Video Business to MediaKind for $145 million cash
  • · Transaction expected to close in Q2 2026
  • · Previously announced on March 20, 2026
HUBBELL INC 8-K neutral materiality 8/10

08-06-2026

Hubbell Incorporated priced a $1.9 billion senior notes offering on June 2, 2026, consisting of three tranches: $500 million of 4.650% notes due 2031, $700 million of 4.900% notes due 2033, and $700 million of 5.150% notes due 2036. The net proceeds, together with cash on hand and/or additional borrowings, will be used to finance the proposed acquisition of NSI Electrical Buyer, Inc., repay certain NSI indebtedness, and pay related transaction costs. The offering is expected to close on June 8, 2026, and the company reported 2025 revenues of $5.8 billion.

  • · The offering is being made under an effective shelf registration statement on Form S-3.
  • · Joint book-running managers are J.P. Morgan Securities LLC, BofA Securities, Inc., and HSBC Securities (USA) Inc.
  • · The company's corporate headquarters is located in Shelton, CT.
  • · The filing includes extensive forward-looking statements and risk factors related to trade tariffs, inflation, supply chain disruptions, and the proposed acquisition.
FEDERAL AGRICULTURAL MORTGAGE CORP 8-K positive materiality 6/10

08-06-2026

Farmer Mac announced July 1, 2026, as the effective date for Zachary N. Carpenter to assume the role of CEO, succeeding Bradford T. Nordholm, who will transition to Senior Advisor and CEO Emeritus through September 30, 2026. The leadership transition, planned since September 2025, reflects a seamless handoff and positions the company for continued mission-focused growth. Under Nordholm’s tenure, Farmer Mac doubled annual earnings and grew outstanding business volume to over $34 billion, delivering top-tier shareholder returns among S&P Financials.

  • · Mr. Nordholm was appointed CEO in October 2018 and led Farmer Mac for nearly 8 years.
  • · Mr. Carpenter joined Farmer Mac in May 2019 and has been instrumental in expanding support for Renewable Energy, Broadband Infrastructure, and Corporate AgFinance.
  • · The transition was announced in September 2025, when Carpenter was named President and COO and designated as successor.
  • · Mr. Nordholm will serve as Senior Advisor to the CEO with the honorary title of CEO Emeritus through September 30, 2026.
  • · The filing includes items 5.02 (Director/Officer Departure/Election), 7.01 (Regulation FD Disclosure), and 9.01 (Financial Statements and Exhibits).
Kestrel Group Ltd 8-K mixed materiality 7/10

08-06-2026

Kestrel Group Ltd (KG) announced on June 8, 2026 that its subsidiary received a favorable arbitration award on June 2, 2026, denying the cedant's request to rescind a reinsurance agreement and awarding $1.0 million in attorneys' fees. However, the panel found the cedant committed a material breach, requiring adjustments to billing and reserves that include repayment of a portion of the $10.8 million previously paid. The net financial impact is still being evaluated.

  • · The arbitration panel retained jurisdiction for 60 days to effectuate implementation of the Final Award.
  • · The subsidiary had denied payment of certain invoices pending the arbitration outcome.
  • · The Final Award requires adjustments to billing, accounting, reserves, and security to reflect specified expected payout patterns based on the reinsurer's initial estimates.
PINNACLE WEST CAPITAL CORP 8-K neutral materiality 2/10

08-06-2026

Pinnacle West Capital Corporation (PNW) filed an 8-K on June 8, 2026, disclosing that it will participate in meetings with securities analysts and investors in June 2026 and will use handouts (Exhibit 99.1) during those meetings. The filing is a routine Regulation FD disclosure with no specific financial results or material events reported.

  • · The filing is a combined 8-K for both Pinnacle West Capital Corporation and Arizona Public Service Company.
  • · The handouts are attached as Exhibit 99.1 and are intended for use in June 2026 meetings with analysts and investors.
  • · The filing covers Items 7.01 (Regulation FD Disclosure) and 9.01 (Financial Statements and Exhibits).
MOTORCAR PARTS OF AMERICA INC 10-K mixed materiality 8/10

08-06-2026

Motorcar Parts of America Inc (MPAA) filed its 10-K for the fiscal year ended March 31, 2026, reporting net sales of $789,806,000, up 4.3% from $757,354,000 in FY2025. Gross profit increased to $159,901,000 from $153,828,000, though gross profit percentage slightly declined to 20.2% from 20.3%. Cash flow from operations dropped sharply to $19,158,000 from $45,477,000 in the prior year, a decline of 57.9%, while net cash increased to $5,221,000 from a net decrease of $4,545,000 in FY2025.

  • · Finished goods turnover improved to 3.9x in FY2026 from 3.8x in FY2025 and 3.7x in FY2024.
  • · Cash used in investing activities was $3,590,000 in FY2026, compared to $4,469,000 in FY2025.
  • · Cash used in financing activities was $10,980,000 in FY2026, down from $44,655,000 in FY2025.
  • · Effect of exchange rates on cash was positive $633,000 in FY2026 versus negative $898,000 in FY2025.
  • · Marketing allowances recorded as contract liabilities at March 31, 2026 were $19,616,000.
  • · Weighted average days for receivables discounted increased slightly to 346 days in FY2026 from 343 days in FY2025.
Liftoff Mobile, Inc. 8-K neutral materiality 6/10

08-06-2026

Liftoff Mobile, Inc. filed an 8-K announcing the adoption of an Amended and Restated Certificate of Incorporation, effective upon filing. The amendment reclassifies each share of Class A and Class B common stock into 1.3 shares of a single class of Common Stock, eliminates fractional shares via cash payments, and authorizes 7 billion shares of Common Stock and 700 million shares of Preferred Stock. The filing also establishes board composition and vacancy-filling rights tied to Blackstone's designation rights, but no financial results or operational metrics are disclosed.

  • · The reclassification converts each share of Class A and Class B common stock into 1.3 shares of Common Stock, with fractional shares settled in cash.
  • · The Board is authorized to issue Preferred Stock in series with varying rights without stockholder approval.
  • · Board vacancies and newly created directorships are filled by a majority of remaining directors, except when Blackstone has designation rights, in which case the Designating Stockholder fills vacancies.
  • · Directors may be removed with or without cause by a majority vote of outstanding shares when Blackstone has designation rights.
FS KKR Capital Corp 8-K neutral materiality 6/10

08-06-2026

FS KKR Capital Corp. (NYSE: FSK) completed a public offering of $900 million in 7.500% unsecured notes due 2031, with net proceeds intended for general corporate purposes, including potentially repaying outstanding debt. The offering was led by joint book-running managers including BofA Securities, J.P. Morgan, and KKR Capital Markets, among others. FSK, a leading BDC focused on middle-market U.S. companies, is advised by FS/KKR Advisor, a partnership between Future Standard (over $94 billion AUM) and KKR.

  • · BofA Securities, BMO Capital Markets, J.P. Morgan, KKR Capital Markets, RBC Capital Markets and SMBC Nikko acted as joint book-running managers.
  • · HSBC, ING, Mizuho, MUFG, TD Securities, Truist, Barclays, BNP Paribas, CIBC, Citigroup, Goldman Sachs, Morgan Stanley, SG Americas, UBS and Standard Chartered acted as joint lead managers.
  • · ICBC Standard Bank, Keefe Bruyette & Woods, Lucid Capital Markets, R. Seelaus & Co., and U.S. Bancorp Investments acted as co-managers.
  • · Filing type is 8-K with items 1.01 (entry into material definitive agreement), 2.03 (creation of direct financial obligation), 7.01 (regulation FD disclosure) and 9.01 (financial statements and exhibits).
  • · Future Standard's AUM of $94 billion is estimated as of March 31, 2026 and includes investments, uncalled commitments, CLOs, JV assets and other managed assets.
SIGNET JEWELERS LTD 8-K positive materiality 7/10

08-06-2026

Signet Jewelers entered into an accelerated share repurchase (ASR) agreement with Goldman Sachs to repurchase $50 million of its common shares, with an initial delivery of approximately 480,000 shares expected on June 8, 2026. Final settlement is expected between June 12 and July 17, 2026. After this ASR, the company will have approximately $355 million remaining under its 2017 Share Repurchase Program, signaling continued commitment to returning capital to shareholders.

  • · The ASR agreement was entered into on June 8, 2026.
  • · The initial delivery of approximately 480,000 common shares is expected on June 8, 2026.
  • · Final settlement is expected between June 12, 2026 and July 17, 2026, subject to adjustments.
  • · The company may be required to deliver additional shares or make a cash payment to Goldman Sachs upon final settlement.
  • · Additional repurchases may be made through ASR programs, open market purchases, 10b5-1 plans, block trades, or otherwise.
Pinnacle Financial Partners, Inc. 8-K neutral materiality 3/10

08-06-2026

Pinnacle Financial Partners, Inc. announced its participation in a fireside chat at the Morgan Stanley US Financials Conference on June 9, 2026, at 2:30 p.m. ET. The presentation materials were furnished as Exhibit 99.1 to the 8-K filing but are not incorporated by reference into any SEC filings, meaning this is a Regulation FD disclosure that provides no new financial results or operational updates.

  • · The presentation is available on Pinnacle's investor relations website at investors.pnfp.com.
  • · The Exhibit 99.1 is explicitly not incorporated by reference into any registration statement or other SEC filings.
  • · The filing date is June 8, 2026; the conference event occurs on June 9, 2026.
Ellington Financial Inc. 8-K neutral materiality 3/10

08-06-2026

Ellington Financial Inc. announced dividends across its common and preferred stock series on June 8, 2026. The company declared a monthly common dividend of $0.13 per share and quarterly preferred dividends of $0.390625 (Series B), $0.5390625 (Series C), and $0.4375 (Series D) per share, with payment dates in late July 2026 and June 30, 2026 for Series D. No prior period comparisons or performance metrics were provided, limiting assessment of trends.

  • · Common dividend record date: June 30, 2026; payment date: July 31, 2026
  • · Series B and C preferred dividends payable on July 30, 2026; Series D payable on June 30, 2026
  • · Series D preferred record date: June 20, 2026 (earlier than other series)
Ellington Credit Co 8-K neutral materiality 3/10

08-06-2026

Ellington Credit Company announced a monthly common dividend of $0.08 per share, payable on July 31, 2026, to shareholders of record as of June 30, 2026. The filing does not include any comparative financial performance data for prior periods (e.g., prior dividend amounts or changes), resulting in no negative or flat metrics to report.

  • · Dividend record date: June 30, 2026
  • · Dividend payment date: July 31, 2026
  • · Press release issued on June 8, 2026
  • · Board of Trustees declared the dividend
CASELLA WASTE SYSTEMS INC 8-K neutral materiality 3/10

08-06-2026

Casella Waste Systems, Inc. held its 2026 Annual Meeting on June 4, 2026, where stockholders elected four Class II directors (Michael L. Battles, Edmond R. Coletta, Joseph G. Doody, and Emily Nagle Green) to terms expiring in 2029, approved the advisory say-on-pay resolution with 66,322,467 votes for and 1,840,247 against, and ratified the appointment of RSM US LLP as independent auditors for fiscal 2026 with 67,536,781 votes for and 2,672,490 against. The meeting had a quorum of 70,229,069 votes represented.

  • · The annual meeting was held on June 4, 2026, and the definitive proxy statement was filed on April 17, 2026.
  • · The terms of six directors continued after the meeting: John W. Casella, William P. Hulligan, Rose Stuckey Kirk, Michael K. Burke, Douglas R. Casella, and Gary Sova.
  • · Broker non-votes totaled 1,762,886 for each director election and for the say-on-pay proposal.
PMGC Holdings Inc. 8-K neutral materiality 5/10

08-06-2026

PMGC Holdings Inc. (ELAB) filed an 8-K announcing shareholder approval on June 5, 2026, of bylaw amendments that restructure the Board into two staggered classes (Class I and Class II) with differing term lengths. The change takes effect following the 2027 annual meeting, with Class I directors serving three-year terms elected every third year and Class II directors serving one-year terms elected annually. The amendment also prohibits cumulative voting for director elections.

  • · The Board adopted the amendment via Unanimous Written Consent on May 4, 2026.
  • · Shareholders approved the amended bylaws on June 5, 2026.
  • · Class I directors initially elected will serve until the 2030 annual meeting.
  • · Class II directors initially elected will serve until the 2028 annual meeting.
  • · Vacancies filled by the Board will hold office only until the next election of their class.
  • · No decrease in board size shortens an incumbent director's term.
CLARIVATE PLC 8-K positive materiality 6/10

08-06-2026

Clarivate announced the appointment of Simon Webster as President of its Intellectual Property segment, effective June 10, 2026, succeeding Maroun S. Mourad who will depart at the end of September. Webster, former CEO of CPA Global, brings over two decades of IP ecosystem expertise. The company also reaffirmed its full-year 2026 outlook provided in its Q1 2026 earnings release.

  • · Simon Webster previously served as Group CEO of Vistra from 2022 to 2025, leading a $6.5 billion merger with Tricor.
  • · Webster was CEO of CPA Global from 2015 to 2021 before its sale to Clarivate in 2020.
  • · Maroun S. Mourad will remain to ensure a smooth transition and depart at the end of September 2026.
  • · The company reaffirmed its full-year 2026 outlook from the April 29, 2026 Q1 earnings release.
Great Elm Capital Corp. 8-K neutral materiality 5/10

08-06-2026

Great Elm Capital Corp. amended its Loan, Guarantee and Security Agreement with City National Bank on June 8, 2026, to extend the maturity date of the Revolving Facility to the earlier of June 8, 2029 or March 31, 2029 (if the company's 8.50% notes due 2029 are not refinanced by then). This is a strategic debt management move that adds financial flexibility. The filing discloses no financial performance metrics, so no period-over-period comparisons can be made.

  • · The amendment updates the maturity date for borrowings under the Revolving Facility to the earlier of June 8, 2029 and March 31, 2029, conditional on refinancing of the 8.50% notes due 2029.
  • · The Loan, Guarantee and Security Agreement was originally dated May 5, 2021.
  • · The filing includes a Sixth Amendment to that agreement, filed as Exhibit 10.1.
Katapult Holdings, Inc. 8-K neutral materiality 5/10

08-06-2026

Katapult Holdings settled a patent infringement lawsuit filed by Flexshopper. The agreement grants the company a perpetual, fully paid-up license to the asserted patents and a release from future claims, while Katapult paid a lump sum (amount not disclosed). The lawsuit was dismissed with prejudice on June 8, 2026.

  • · Lawsuit filed September 30, 2024 in the U.S. District Court for the Eastern District of Texas, Marshall Division (Case No. 2:24-cv-00795-JRG).
  • · Subject Patents: U.S. Patent Nos. 10,089,682; 10,282,778; 10,891,687; 11,966,969; and 12,067,611.
  • · Affiliates covered under settlement include Aaron's Intermediate HoldCo, Inc. and CCF Holdings LLC.
  • · Plaintiff (Flexshopper) sold the patents to ReadySett LLC, which also covenanted not to sue.
  • · Settlement provides a nonexclusive, perpetual, irrevocable, fully paid-up, royalty-free, worldwide license.
  • · Financial terms (lump sum) were not disclosed in the filing.
Telomir Pharmaceuticals, Inc. 8-K neutral materiality 4/10

08-06-2026

Telomir Pharmaceuticals announced the departure of CFO Alan Weichselbaum effective June 6, 2026, and the appointment of Andriy Mushak as fractional CFO under a consulting agreement with LMAM Consulting Group. Mr. Mushak will be paid $6,000 per month for his services. The departure was not due to any disagreement with the company.

  • · Mr. Mushak is a CPA with over 20 years of experience and currently a Partner at LMAM Consulting Group.
  • · Mr. Mushak previously served as Senior Manager in the Audit practice at Baker Tilly US, LLP for over a decade.
  • · There are no family relationships between Mr. Mushak and any executive officers or directors.
  • · Mr. Mushak has no material interest in any transaction required to be disclosed under Item 404(a).
Vivakor, Inc. 8-K positive materiality 7/10

08-06-2026

Vivakor, Inc. announced that its commodities trading platform, Vivakor Supply & Trading, LLC, has entered into a one-year crude oil transaction covering approximately 100,000 barrels per month through the Cushing Terminal, representing an estimated $9 million per month or approximately $108 million annualized revenue based on current market pricing. The agreement runs from June 1, 2026 through May 31, 2027 and reflects the company's strategy of integrating crude oil marketing with its midstream infrastructure platform. No prior period comparisons or negative metrics were provided in the filing.

  • · The transaction is a one-year arrangement running from June 1, 2026 through May 31, 2027.
  • · The agreement covers approximately 100,000 barrels of crude oil per month through the Cushing Terminal.
  • · The estimated $9 million per month is based on current market pricing.
  • · The transaction supports Vivakor's integrated infrastructure and supply & trading strategy across logistics, storage, terminaling, transportation, and pipeline-connected operating network.
  • · Cushing is described as one of the most important crude oil trading hubs in North America.
CORE MOLDING TECHNOLOGIES INC 8-K neutral materiality 3/10

08-06-2026

Core Molding Technologies filed an 8-K announcing that CEO Eric Palomaki, CFO Alex Panda, and other executives intend to use an investor presentation (Exhibit 99.1) in discussions with investors and analysts. The filing is a Regulation FD disclosure; the slides are furnished but not deemed filed for SEC liability purposes.

  • · The attached investor presentation is available in the Investor Relations section of the company's website at www.coremt.com.
  • · The filing includes Exhibit 99.1 which is incorporated by reference into the 8-K.
  • · Common Stock trades on NYSE American under ticker CMT.
  • · Preferred Stock purchase rights (par value $0.01) also trade on NYSE American under ticker N/A.
Elite Express Holding Inc. 8-K neutral materiality 6/10

08-06-2026

Elite Express Holding Inc. completed a private placement of 32,000,000 shares at $0.25 per share for gross proceeds of $8,000,000 on June 4, 2026. Additionally, the company appointed Ye Hua as Chief Financial Officer effective June 8, 2026, with an annual base salary of $60,000. The filing also notes the company is an emerging growth company.

  • · Private placement closed on June 4, 2026, with 32,000,000 shares issued at $0.25 per share.
  • · New CFO Ye Hua previously served as a Tax Associate at RH CPAs, PLLC since September 2025.
  • · Ms. Hua has passed all sections of the CPA Exam and holds a Master of Science in Accountancy from UNC Wilmington.
  • · Employment Agreement includes discretionary annual cash bonus eligibility.
  • · Indemnification Agreement entered into with new CFO.
THUNDER MOUNTAIN GOLD INC 8-K neutral materiality 5/10

08-06-2026

Thunder Mountain Gold Inc. (THMG) filed an 8-K on June 8, 2026, reporting that its independent auditor, Assure CPA, LLC, resigned after merging into Sadler Gibb & Associates LLC. The Audit Committee approved the engagement of Sadler Gibb & Associates as the new independent registered public accounting firm for fiscal year 2026. The change was effective June 3-4, 2026, with no disagreements or reportable events during the prior periods.

  • · Assure CPA, LLC's audit reports for fiscal years 2024 and 2025 contained an explanatory paragraph expressing substantial doubt about the Company's ability to continue as a going concern.
  • · No disagreements or reportable events occurred during fiscal years 2024 and 2025 or the interim period through May 31, 2026.
  • · The Company did not consult with Sadler Gibb & Associates LLC on any accounting or auditing matters prior to engagement.
Kraft Heinz Co 8-K positive materiality 6/10

08-06-2026

Kraft Heinz Foods Company announced a partial redemption of $1 billion aggregate principal amount of its 3.875% Senior Notes due 2027, representing approximately 74% of the $1.35 billion currently outstanding. The redemption is scheduled for July 8, 2026, at a price equal to 100% of principal plus accrued interest and a make-whole amount. This debt reduction move strengthens the company's balance sheet but reduces outstanding debt, which may lower interest expense going forward.

  • · The redemption date is July 8, 2026.
  • · Notes to be redeemed will be selected by lot or similar method per DTC procedures.
  • · The redemption price includes a make-whole amount in addition to principal and accrued interest.
  • · The filing is under Regulation FD (Item 7.01) and is not deemed filed under the Exchange Act.
TPG Twin Brook Capital Income Fund 8-K positive materiality 7/10

08-06-2026

TPG Twin Brook Capital Income Fund reported strong performance with a 9.8% annualized total return since inception in 2022 and a 10.4% total return in 2025, outperforming fixed income and leveraged loans by 750 and 220 basis points respectively. The fund maintains a $4.5 billion portfolio diversified across 270 positions with 100% first lien senior secured debt, low non-accrual rates of 0.2%, and a 9.9% annualized distribution rate. However, repurchase requests of 2.1% of shares outstanding (approximately $53 million) indicate some investor redemptions, though below the 5% quarterly limit.

  • · 100% of debt investments are first lien senior secured.
  • · Selectivity ratio: TPG Twin Brook closes on less than 4% of transactions screened since inception in 2014.
  • · 100% of inception-to-date distributions were funded from net investment income or realized short-term capital gains.
  • · Repurchase requests have been approximately 2% or less and 100% fulfilled since inception.
  • · The fund has limited software exposure of approximately 2% of fair value.
  • · Interest coverage ratio is 2.4x.
  • · Capital inflows from April 1, 2026 through June 8, 2026 were approximately $181 million, not including June dividend reinvestments.
  • · New subscriptions received during Q1 2026 were $193 million.
GABELLI DIVIDEND & INCOME TRUST DEFA14A mixed materiality 7/10

08-06-2026

Gabelli Dividend & Income Trust (GDV) posted a video transcript urging shareholders to vote the WHITE proxy card in a contested election against activist investor Saba Capital. The Fund highlights a nearly 23% one-year investor return, a distribution raised to $1.80 per share annually, and a narrowing discount to NAV, while noting that independent proxy advisor Glass Lewis recommends supporting all GDV Board nominees. However, the filing also warns that Saba Capital has been selling its own GDV shares while seeking board seats, and that any vote on Saba's gold card counts toward their tally, creating a participation requirement risk.

  • · The Fund has been operating for over two decades.
  • · Distribution is paid monthly at $1.80 per share annually.
  • · Discount to NAV has narrowed through active management, share repurchases, and an active Board with substantial independent representation and several newer trustees.
  • · Glass Lewis recommends supporting all GDV Board nominees on the WHITE proxy card.
  • · Saba Capital is actively selling its own GDV shares while seeking board seats.
  • · Any vote cast on Saba's gold card (including withhold votes) counts toward Saba's tally; only the WHITE proxy card supports GDV's board.
  • · Shareholders can contact Alliance Advisors at 1-866-206-7868 for voting questions.
Satellogic Inc. 8-K mixed materiality 7/10

08-06-2026

Satellogic Inc. announced on June 8, 2026, that CFO Rick Dunn will step down after a transition period, with a search for a successor underway. The company emphasized strong financial position and business fundamentals, while Dunn will receive severance including six months' salary, COBRA, and full RSU acceleration.

  • · Rick Dunn will receive six months of base salary continuation, six months of COBRA expense payment, and full acceleration of all outstanding restricted stock unit awards upon departure.
  • · The Letter Agreement includes a customary release of claims and restrictive covenants.
  • · The company stated its fundamentals are 'never been better' with revenue momentum, operating leverage, a strong balance sheet, and a fully funded technology roadmap.
Elastic N.V. 10-K mixed materiality 8/10

08-06-2026

Elastic N.V. reported a strong turnaround for the fiscal year ended April 30, 2026, with total revenue increasing 17% to $1,739.3M and net income of $367.8M compared to a net loss of $108.1M in the prior year. The company achieved a 20% improvement in gross profit, reaching $1,323.1M, and reduced its operating loss from -$54.9M to -$33.5M. However, the net income was significantly boosted by a $370.1M income tax benefit, and operating margin remained negative at -2%.

  • · Operating loss narrowed from -$54.9 million in FY 2025 to -$33.5 million in FY 2026, a 39% improvement, but the company remained unprofitable on an operating basis.
  • · Stock-based compensation expense and related employer taxes increased 14% year-over-year to $308.2 million, representing 18% of revenue in both FY 2026 and FY 2025.
  • · Gross profit margin improved to 76% in FY 2026 from 74% in FY 2025, driven by faster growth in subscription revenue versus cost of subscription revenue.
  • · Subscription revenue comprised 94% of total revenue in FY 2026, up from 93% in FY 2025, while services revenue share declined from 7% to 6%.
  • · Amortization of acquired intangibles decreased to $8.8 million in FY 2026 from $9.2 million in FY 2025.
  • · Income tax benefit of $370.1 million in FY 2026 was the primary driver of net income, compared to a provision of $76.5 million in FY 2025.
MOTORCAR PARTS OF AMERICA INC 8-K mixed materiality 8/10

08-06-2026

Motorcar Parts of America reported strong fiscal Q4 2026 results with net sales up 9.9% YoY to $212.3M, gross profit up 30.9% to $50.4M, and net income of $9.7M vs. a net loss of $722K in the prior year. However, full-year net sales growth was only 4.3% to $789.8M, impacted by a ~$30M sales decrease to one large customer, and gross margin slipped slightly to 20.2% from 20.3%. The company issued fiscal 2027 guidance for net sales of $780M–$800M (7.5%–10.2% growth) and operating income of $86M–$91M, while expecting to exceed $900M in annualized sales by year-end.

  • · Q4 gross margin improved to 23.7% from 19.9% YoY; excluding non-cash and one-time items, adjusted gross margin was 25.8%.
  • · Full-year FY2026 net sales included $35M of core revenue from inventory realignment and an ~$30M sales decrease to one large customer.
  • · Full-year FY2026 operating income of $65.8M benefited from a favorable foreign exchange impact of lease liabilities and forward contracts of $8.9M.
  • · Interest expense decreased 16.0% for the full year to $46.7M from $55.6M, driven by lower average debt balances and lower rates.
  • · The company generated $103.8M in cash from operating activities over the three years ended March 31, 2026.
  • · Fiscal 2027 guidance excludes certain non-recurring items including tariff pass-throughs and non-recurring core revenue; the company expects to add more than $100M of additional annualized net sales by end of FY2027, not included in guidance.
  • · EBITDA for FY2027 is expected to be between $95M and $100M.
  • · The company has $22.1M remaining under its share repurchase authorization.
  • · Net bank debt at March 31, 2026 was $80.0M (revolver loan of $94.7M less cash of $14.7M).
CONSTELLATION BRANDS, INC. DEF 14A mixed materiality 7/10

08-06-2026

Constellation Brands, Inc. filed its definitive proxy statement (DEF 14A) for the 2026 virtual annual meeting scheduled for July 22, 2026. The filing highlights a leadership transition with Nicholas I. Fink appointed as President and CEO effective April 13, 2026, succeeding Bill Newlands. While the Beer Division continued to outperform the broader beer category and maintain high-end leadership, the overall category demand remained subdued for much of the fiscal year, and the Wine and Spirits Division continued executing a portfolio repositioning. The company generated strong free cash flow and returned substantial capital to stockholders, but faced a challenging operating environment with heightened macroeconomic volatility and shifting consumer behavior.

  • · The virtual annual meeting will be held on Wednesday, July 22, 2026 at 11:00 a.m. (EDT) via live audio-only webcast at www.virtualshareholdermeeting.com/STZ2026.
  • · Stockholders of record as of May 26, 2026 are entitled to vote.
  • · The board recommends voting FOR all twelve director nominees, ratification of KPMG LLP as auditor, approval of executive compensation (say-on-pay), and approval of the amended Long-Term Stock Incentive Plan.
  • · The company is the second-largest beer company in the U.S. and has the #1 beer brand, Modelo Especial, in dollar sales.
  • · The Wine and Spirits Division is undergoing a multi-year repositioning to focus on higher-end brands.
CONSTELLATION BRANDS, INC. DEFA14A neutral materiality 1/10

08-06-2026

Constellation Brands, Inc. filed a DEFA14A (Definitive Additional Materials) on June 8, 2026, related to its proxy statement for the 2026 annual meeting. The filing serves as notice of internet availability of proxy materials and does not contain any financial results or operational updates.

  • · Filing is a DEFA14A (Definitive Additional Materials) under SEC Rule 14a-12.
  • · No fee was required for this filing.
  • · The document is a notice of internet availability of proxy materials for the 2026 annual meeting.
First National Bank of Mount Dora, Trust Investment Services 13F-HR neutral materiality 4/10

08-06-2026

First National Bank of Mount Dora, Trust Investment Services filed its 13F-HR for the period ending March 31, 2026, reporting discretionary investment management of approximately $463.6 million in equity securities. The portfolio is heavily concentrated in large-cap technology and healthcare names such as Microsoft ($23.4M), Apple ($58.9M), and Eli Lilly ($11.1M), while also holding significant positions in ETFs like Schwab U.S. Broad Market ETF and SPDR S&P 500 ETF. The filing shows a mix of high-conviction holdings and diversification across sectors, though no explicit performance comparisons are available from this snapshot.

  • · Top three holdings by market value are Apple Inc. ($58.9M), Microsoft Corp. ($23.4M), and Amazon.com Inc. ($21.6M).
  • · Significant ETF exposure includes Schwab U.S. Broad Market ETF ($20.2M), SPDR S&P 500 ETF ($18.3M), and iShares National Muni ETF ($14.2M).
  • · Largest position by share count is Ford Motor Co. (1,905,600 shares) valued at $2.2M.
  • · NVIDIA holdings captured 79,336 shares valued at $13.8M.
  • · Smaller positions include Tesla (93,800 shares, $34.9M value) and Berkshire Hathaway (5,924 shares, $2.8M).
ALPHA MODUS HOLDINGS, INC. 8-K neutral materiality 7/10

08-06-2026

ALPHA MODUS HOLDINGS, INC. completed a share exchange on June 5, 2026, with the family trust of CEO William Alessi, exchanging 3,870,000 Series C Preferred Shares for 109,588,265 Class A common shares. The transaction was intended to increase the market value of listed securities to help regain compliance with Nasdaq's MVLS $35 million alternative listing standard and reduce the company's stockholders' deficit. Following the issuance, the company had 164,884,640 Class A common shares outstanding. No financial figures regarding the impact on market value or stockholders' deficit were provided.

  • · The exchange ratio equates to approximately 28.3 Class A common shares per Series C Preferred share (109,588,265 / 3,870,000).
  • · The Exchange Agreement was initially disclosed on April 8, 2026 (Form 8-K filed April 10, 2026).
  • · The company is an emerging growth company and has not elected the extended transition period for complying with new/revised financial accounting standards.
  • · No data provided on whether the exchange achieved the intended Nasdaq compliance or on the change in stockholders' deficit.
CleanCore Solutions, Inc. 8-K mixed materiality 8/10

08-06-2026

CleanCore Solutions, Inc. (ZONE) announced a strategic transition to an AI critical infrastructure company, appointing CEO Tyler Hassen to its Board of Directors. The company has signed a non-binding letter of intent for a data center project in the Midwest and is exploring the sale of its legacy cleaning products business and the disposition of its Dogecoin holdings. However, the AI infrastructure business is at a very early stage with no binding agreements, no acquired sites, and no revenue generated, while the company has already sold approximately 200,000,000 Dogecoin for $18.4 million and transferred 70,000,000 Dogecoin for $6.8 million in services, leaving 463,060,889 Dogecoin valued at $44.3 million as of June 2, 2026.

  • · The company terminated its asset management agreement with Dogecoin Ventures, Inc. and 21Shares US LLC effective March 6, 2026, and now manages its remaining Dogecoin holdings internally.
  • · Former CEO Clayton Adams holds an irrevocable three-year option expiring March 4, 2029 to purchase the assets of the CleanCore segment.
  • · The company obtained a fair value opinion in January 2026 regarding the potential sale of its cleaning products business, but the board has not approved any specific disposition transaction.
  • · The AI Critical Infrastructure Business has not yet acquired any data center sites, entered into any binding agreements for land or facilities, commenced any construction activities, or generated any revenue.
  • · The company's long-term plan includes a future sale or disposition of the legacy cleaning products business, repositioning of the digital asset treasury strategy (up to and including sale of all digital assets), and entry into the AI critical infrastructure market.
CleanCore Solutions, Inc. 8-K negative materiality 7/10

08-06-2026

CleanCore Solutions, Inc. terminated its Amended and Restated Sales Agreement with Maxim Group LLC and Curvature Securities LLC, effective June 3, 2026. The termination ends the at-the-market offering program, and no further sales will be made under the agreement. Separate waiver and release agreements with each agent remain in effect.

  • · The Sales Agreement was originally dated August 29, 2025.
  • · The termination is effective as of June 3, 2026.
  • · Surviving provisions include those related to indemnification, contribution, and governing law.
  • · The agreement is governed by New York law with exclusive jurisdiction in Manhattan courts.

Get daily alerts with 11 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: S&P 500 Consumer Staples Sector SEC Filings

🇺🇸 More from United States

View all →