S&P 500 Healthcare Sector SEC Filings — May 28, 2026

USA S&P 500 Healthcare

By Gunpowder Editorial ·

18 high priority 23 medium priority 41 total filings analysed

Executive Summary

The 41 filings from the S&P 500 Healthcare stream reveal a sector bifurcated between capital-intensive growth plays and mature, cash-generating incumbents.

Key themes include aggressive capital raising for development-stage assets (e.g., New Horizon Aircraft, ENDRA Life Sciences), proxy fights and activist engagement (Pacira BioSciences), and mixed operational performance where revenue growth is offset by margin compression and impairment charges (RCI Hospitality). Insider activity is sparse but notable, with a director resignation at Hanmi Financial and a CFO departure at Cineverse. Forward-looking data points to several high-impact catalysts, including a SPAC merger for Newcleo and a shareholder vote on a fund reorganization. The most critical development is the potential delisting risk for ENDRA Life Sciences, which overshadows its capital raise, while the Pacira proxy fight represents a high-conviction opportunity based on Glass Lewis's recommendation. Overall, the stream suggests a cautious but opportunistic stance, favoring companies with clear catalysts and strong governance over those with deteriorating fundamentals.

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

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

Tracking the trend? Catch up on the prior S&P 500 Healthcare Sector SEC Filings digest from May 27, 2026.

Investment Signals (10)

  • Glass Lewis recommends voting FOR all three of Pacira's director nominees and AGAINST activist DOMA's nominees, citing Pacira's 37% one-year total stockholder return and a 23.8% cumulative return since the 5x30 strategy launch. This is a strong endorsement of management's plan and a clear signal to vote with the board.

  • Closed a $25M registered direct offering to fully fund the Cavorite X7 prototype, with participation from the same institutional investors as a prior round. This shows strong investor confidence in the company's path to certification and commercial production.

  • Non-GAAP EPS improved 20% YoY to $0.78, and Adjusted EBITDA rose 9.9% to $15.6M, despite a GAAP net loss due to a $7.6M impairment charge. The core Nightclubs segment continues to generate strong cash flow, with free cash flow increasing to $8.4M from $6.9M.

  • Q3 FY2026 net sales grew 11.6% YoY to $69.15B, and diluted EPS rose 15.2% to $4.93. However, adjusted comparable sales (excluding gas and FX) slowed to 6.6% from the reported 9.8%, indicating that tailwinds from gasoline prices and foreign exchange may not persist. [MIXED/BEARISH]

  • Annual meeting results show strong shareholder support for management, with 93% approval for executive compensation and overwhelming defeat of all three shareholder proposals (each receiving less than 13% support). This signals a stable governance environment.

  • Promoted Taylor Patton to Chief Commercial and Marketing Officer, a leader with nearly two decades of experience who led the global launch of the Ion platform. This internal promotion signals strong bench depth and continuity in commercial strategy.

  • Raised $5M in a private placement at $27.36 per share and declared a regular monthly dividend of $0.24 per share. The ability to raise capital at a premium to book value and maintain a high dividend yield is a positive signal for income-focused investors.

  • Proposing to increase shares under its 2021 Stock Incentive Plan by 2,000,000 shares and to approve the exercise of warrants for up to 39,618,078 shares. This massive potential dilution (nearly 5x current shares outstanding) is a significant red flag for existing shareholders.

  • The proposed reorganization with MFS Municipal Income Trust is currently short of the required 50% majority, with only 48.4% of shares voted FOR. The meeting has been adjourned to June 9, 2026, creating a near-term catalyst for the fund's shares.

  • Appointed Timothy G. McHugh, Co-President and CFO of Welltower Inc., to its Board. This brings top-tier REIT leadership and capital markets expertise, signaling a commitment to scaling the platform and improving governance.

Risk Flags (9)

  • The company remains non-compliant with Nasdaq's minimum stockholders' equity requirement ($2.26M vs. $2.5M required). While the $3.8M private placement may bring it above the threshold, it is awaiting formal Nasdaq confirmation and faces delisting risk if the Panel disagrees.

  • GAAP net income swung to a loss of $0.3M in Q2 from a profit of $3.2M a year ago, driven by a $7.6M impairment charge. The Bombshells segment remains unprofitable with an operating loss of $267,000, and same-store sales declined, indicating a struggling business line.

  • Net cash from operations declined 19.2% to $17.7M for the six months ended March 31, 2026, while total debt increased to $248.7M from $235.8M at September 30, 2025. This combination of lower cash generation and higher leverage is a concern.

  • The company is seeking approval to exercise warrants for up to 39,618,078 shares, which would increase the share count by nearly 500% from the current 7,991,812 shares outstanding. This extreme dilution would severely impact existing shareholders.

  • Midwest Electric Cooperative provided a non-conditional two-year notice to withdraw, accounting for 1.9% of utility member revenue. The contract termination payment methodology remains subject to ongoing litigation, creating uncertainty around the financial impact.

  • Director Gideon Yu resigned from the Board effective May 22, 2026, just days before the Annual Meeting. While the company states it was not due to any disagreement, the timing is unusual and warrants monitoring for any underlying governance issues.

  • Director Robert J. Mitzman received a notable 21.4% withhold vote (1,356,673 votes), significantly higher than other nominees. This level of dissent suggests some shareholder dissatisfaction with his performance or board composition.

  • The 2026 Stock Incentive Plan received 2,757,137 votes against (about 8.0% of votes cast), indicating notable opposition to the compensation structure. This could signal future shareholder activism.

  • The company is effecting a 1-for-25 reverse stock split, effective May 29, 2026. Reverse splits are often viewed as a sign of financial distress and can lead to reduced liquidity and negative price momentum.

Opportunities (9)

  • With Glass Lewis recommending a vote FOR Pacira's nominees and AGAINST DOMA's, the June 9, 2026 Annual Meeting is a clear catalyst. A win for management would validate the 5x30 strategy and could drive a re-rating of the stock.

  • The business combination with Newcleo Ltd., a nuclear technology company, represents a high-risk/high-reward opportunity in the emerging nuclear energy space. The deal is subject to shareholder approval, and the registration statement on Form F-4 will provide key financial details.

  • The fund is just 1.6% short of the required 50% majority for the reorganization with MFS Municipal Income Trust. The adjourned meeting on June 9, 2026 creates a near-term catalyst. If the deal passes, shareholders benefit from lower expense ratios and enhanced diversification.

  • Despite slowing adjusted comps, Costco's balance sheet remains fortress-like, with cash and equivalents rising to $18.95B from $14.16B at fiscal year-end and long-term debt flat at $5.67B. This provides significant financial flexibility for buybacks, dividends, or strategic investments.

  • The fund declared a regular monthly dividend of $0.24 per share, which annualizes to $2.88, representing a yield of approximately 10.5% based on the recent private placement price of $27.36. This is an attractive income opportunity for yield-oriented investors.

  • All four proposals at the Annual Meeting passed with strong majority support, including the Amended 2025 Equity Incentive Plan and ratification of Ernst & Young. This stability, combined with a strong pipeline, makes it a solid long-term holding.

  • The promotion of Taylor Patton to Chief Commercial and Marketing Officer, a 20-year veteran who led the Ion platform launch, signals strong internal talent development and a clear succession plan. This reduces execution risk.

  • The appointment of Timothy G. McHugh, Co-President and CFO of Welltower, brings deep REIT and capital markets expertise. This could accelerate FrontView's growth and improve its access to capital.

  • The company held its Annual Meeting with strong support for directors and auditor ratification. As a renewable energy company, it benefits from secular tailwinds, and the relatively low withheld votes suggest stable governance.

Sector Themes (6)

  • Capital Raising for Development-Stage Assets

    Multiple filings show companies raising capital to fund development-stage projects, including ENDRA Life Sciences ($3.8M), New Horizon Aircraft ($25M), and Silver Point Specialty Lending Fund ($5M). This indicates a healthy appetite for risk capital in the healthcare and adjacent technology sectors, but also highlights the cash-burn nature of these businesses.

  • Mixed Operational Performance with Margin Pressure

    RCI Hospitality Holdings reported revenue growth of 4.3% YoY but a GAAP net loss due to impairment charges, while Costco showed strong top-line growth but slowing adjusted comps. This pattern suggests that companies are facing cost pressures and non-cash charges that are masking underlying profitability.

  • Activist Engagement and Governance Battles

    The Pacira BioSciences proxy fight is a clear example of activist engagement in the healthcare sector. The Glass Lewis recommendation in favor of management suggests that the board's strategy is credible, but the fight itself highlights the pressure on companies to deliver shareholder value.

  • SPAC Activity in Emerging Technologies

    The NewHold Investment Corp III merger with Newcleo Ltd. represents a continued trend of SPACs targeting high-growth, capital-intensive sectors like nuclear technology. This provides a public market entry for early-stage companies but carries significant execution risk.

  • Dividend Stability and Capital Return

    Several companies, including City Holding Company, TFS Financial Corporation, and Silver Point Specialty Lending Fund, declared or maintained dividends. This suggests that mature, cash-generating businesses are prioritizing shareholder returns, even as growth companies focus on reinvestment.

  • Governance and Shareholder Dissent

    Several filings show notable levels of shareholder dissent, including at Esquire Financial Holdings (21.4% withhold vote for a director) and OceanFirst Financial Corp (8% against a stock incentive plan). This indicates that shareholders are increasingly scrutinizing board composition and compensation practices.

Watch List (8)

  • The company is awaiting formal Nasdaq confirmation on its stockholders' equity position after the $3.8M private placement. Delisting would be a severe blow. Watch for an 8-K filing with Nasdaq's decision.

  • The June 9, 2026 Annual Meeting is a critical catalyst. The outcome of the proxy fight will determine the board's composition and the future of the 5x30 strategy. Watch for the final vote tally.

  • The adjourned Special Meeting on June 9, 2026 will determine whether the reorganization with MFS Municipal Income Trust proceeds. A 'For' vote would trigger a positive re-rating.

  • The company will file a Form F-4 registration statement, which will provide the first detailed financial information on Newcleo Ltd. Watch for the filing to assess the deal's valuation and risks.

  • The Bombshells segment remains unprofitable with declining same-store sales. Watch for any strategic updates or potential divestiture in future filings.

  • The contract termination payment methodology is subject to ongoing litigation at the U.S. Court of Appeals for the Tenth Circuit and the D.C. Circuit. A court decision could have a material financial impact.

  • The July 7, 2026 Annual Meeting will include a vote on massive warrant exercise (up to 39.6M shares). The outcome will determine the extent of dilution for existing shareholders.

  • The 1-for-25 reverse stock split takes effect May 29, 2026. Watch for the stock's trading pattern post-split, as reverse splits often lead to reduced liquidity and negative price momentum.

Filing Analyses (41)
ENDRA Life Sciences Inc. 8-K mixed materiality 8/10

28-05-2026

ENDRA Life Sciences Inc. entered into a securities purchase agreement on May 27, 2026, to raise approximately $3.8 million in gross proceeds through a private placement of 578,387 shares (or prefunded warrants) and warrants to purchase up to 1,156,774 shares at $6.57 per share. The company concurrently entered into a side letter agreement that restricts use of the proceeds and grants the investor board observer rights, while also requiring a cash balance equal to the purchase price in a segregated account until a strategic alternative is closed or a payment obligation is met. However, the company remains non-compliant with Nasdaq's minimum stockholders' equity requirement (reporting $2.26 million as of December 31, 2025), and while it believes the offering brings equity above $2.5 million, it is awaiting formal Nasdaq confirmation and faces delisting risk if the Panel disagrees.

  • · The private placement includes prefunded warrants exercisable at $0.0001 per share and common warrants exercisable at $6.57 per share.
  • · Exercisability of 324,372 prefunded warrant shares and all common warrants is contingent on stockholder approval.
  • · The side letter requires the company to maintain a cash balance equal to the purchase price in a segregated bank account until a strategic alternative closes or the payment obligation is paid.
  • · The company has granted the investor the right to designate one board observer.
  • · The company received a Nasdaq delisting notice on April 20, 2026, due to stockholders' equity of $2,260,120, below the $2.5 million minimum.
  • · The company has requested a hearing before the Nasdaq Hearings Panel, which stays delisting pending a decision.
Artificial Intelligence Technology Solutions Inc. 8-K neutral materiality 3/10

28-05-2026

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

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

28-05-2026

New Horizon Aircraft Ltd. announced the closing of a registered direct offering, raising gross proceeds of approximately $25 million through the sale of 9,960,160 Class A Ordinary Shares (or equivalents) to institutional investors. The net proceeds will be used to fully fund the completion of the Cavorite X7 prototype and advance the program toward testing, certification, and commercial production. The offering was led by Titan Partners, a division of American Capital Partners.

  • · The offering was conducted under a shelf registration statement on Form S-3 (File No. 333-285000) initially filed on February 14, 2025, and declared effective on March 25, 2025.
  • · The same institutional investors from the May 8, 2026 offering participated in this transaction.
  • · Titan Partners acted as the sole placement agent.
  • · The company is an emerging growth company and has elected not to use the extended transition period for complying with new or revised financial accounting standards.
NewHold Investment Corp. III 8-K neutral materiality 6/10

28-05-2026

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

  • · The Business Combination Agreement was entered into on May 26, 2026.
  • · The transaction involves two mergers: Merger Sub 1 merging into the SPAC, then the surviving company merging into Merger Sub 2, with Newcleo as the ultimate parent.
  • · NewHold and Newcleo intend to file a Registration Statement on Form F-4 with the SEC, including a proxy statement/prospectus.
  • · The combined company's securities are expected to trade on Nasdaq.
  • · The filing includes exhibits: an email from the SPAC CEO (Exhibit 99.1), a Wall Street Journal article (Exhibit 99.2), and LinkedIn posts from the SPAC (Exhibit 99.3), Newcleo (Exhibit 99.4), and Newcleo's Founder and CEO (Exhibit 99.5).
  • · No financial terms, valuation, or deal size were disclosed in this filing.
NewHold Investment Corp. III 425 neutral materiality 8/10

28-05-2026

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

  • · The Business Combination Agreement was entered into on May 26, 2026.
  • · The transaction structure involves two sequential mergers: first Merger Sub 1 merging into NewHold, then the surviving company merging into Merger Sub 2, with Merger Sub 2 as the surviving entity and wholly owned subsidiary of NewCleo.
  • · NewHold's securities trade on Nasdaq under symbols NHICU (units), NHIC (Class A ordinary shares), and NHICW (warrants).
  • · NewHold is an emerging growth company and has elected not to use the extended transition period for complying with new financial accounting standards.
  • · The filing includes exhibits: an email from the SPAC's CEO, a Wall Street Journal article, and LinkedIn posts from the SPAC, the Company, and the Company's Founder and CEO, all dated May 27, 2026.
  • · NewCleo is a private limited company incorporated in England and Wales, and will re-register as a public limited company.
  • · The securities to be issued by NewCleo in connection with the transaction have not been registered under the Securities Act, except pursuant to the Registration Statement once declared effective by the SEC.
NEWS CORP 8-K neutral materiality 3/10

28-05-2026

News Corp filed an 8-K to disclose daily repurchase transaction information provided to the ASX under its $1B stock repurchase program. The filing includes forward-looking statements regarding future repurchases, subject to market conditions and other risks.

  • · The repurchase program covers both Class A and Class B common stock.
  • · Disclosure to ASX is required on a daily basis for any transactions under the program.
  • · Exhibits 99.1 and 99.2 contain the ASX information provided on specific dates.
HANMI FINANCIAL CORP 8-K mixed materiality 5/10

28-05-2026

Hanmi Financial Corp (HAFC) held its 2026 Annual Meeting on May 27, 2026, where shareholders voted on four items, including the election of ten directors, an advisory vote on executive compensation, approval of the 2026 Employee Stock Purchase Plan (ESPP), and ratification of Crowe LLP as auditor. All proposals passed with strong support; however, director Gideon Yu resigned from the Board effective May 22, 2026, prior to the meeting, and did not stand for reelection. The resignation was not due to any disagreement with the company.

  • · Gideon Yu resigned from the Board of Hanmi Financial Corporation and Hanmi Bank effective May 22, 2026, and did not stand for reelection at the 2026 Annual Meeting.
  • · Yu had served on the Board since 2021 and was a member of the Nominating and Corporate Governance Committee and Risk, Compliance and Planning Committees at the time of his resignation.
  • · The 2026 Employee Stock Purchase Plan (ESPP) was approved by shareholders with 24,886,127 votes 'For', 12,400 'Against', and 5,448 'Abstain' (excluding broker non-votes).
  • · Advisory vote on executive compensation received 24,534,573 'For', 361,059 'Against', and 8,343 'Abstain' (excluding broker non-votes).
  • · Ratification of Crowe LLP as auditor for FY 2026 received 26,350,596 'For', 68,179 'Against', and 2,224 'Abstain' (no broker non-votes for this proposal).
FrontView REIT, Inc. 8-K positive materiality 5/10

28-05-2026

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

  • · McHugh has served as Co-President and CFO of Welltower, the largest REIT in the S&P 500 by market capitalization.
  • · He joined Welltower in 2016 and has held roles including Treasurer, SVP of Capital Markets, and EVP and CFO.
  • · FrontView's portfolio as of March 31, 2026, consisted of 309 direct frontage properties across 36 states, leased primarily to service and necessity-based tenants across 16 industries.
  • · The appointment is effective May 28, 2026.
FIRST BUSINESS FINANCIAL SERVICES, INC. 8-K positive materiality 4/10

28-05-2026

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

  • · Scott M. Ferris retired from BMO Financial Group in January 2025 after serving as Managing Director leading commercial banking within the Financial Institutions Group since November 2006.
  • · Mr. Ferris joined BMO in 1985 and held various roles in commercial and corporate banking before advancing to senior leadership.
  • · He brings expertise in credit, liquidity, market, and operational risk management, as well as experience with banking and market regulators.
NEUROCRINE BIOSCIENCES INC 8-K positive materiality 5/10

28-05-2026

Neurocrine Biosciences held its 2026 Annual Meeting on May 27, 2026, where stockholders elected three Class III directors (Kevin C. Gorman, Gary A. Lyons, Johanna Mercier) for terms expiring in 2029, approved the Amended 2025 Equity Incentive Plan, ratified Ernst & Young as independent auditor for FY2026, and approved executive compensation on an advisory basis. All four proposals passed with strong majority support, though director Johanna Mercier received the highest number of votes withheld (10,094,338) among the nominees.

  • · The Amended 2025 Plan was approved with 79,131,622 votes for, 5,568,926 against, and 65,732 abstentions.
  • · Ratification of Ernst & Young LLP received 83,880,185 votes for, 6,170,483 against, and 67,957 abstentions (no broker non-votes).
  • · Advisory vote on executive compensation passed with 78,993,894 for, 5,669,155 against, and 103,231 abstentions.
  • · Class I Directors (Rastetter, Morrow, Norwalk, Poon) continue until 2027; Class II Directors (Gano, Pops, Sharp, Sherwin) continue until 2028.
  • · The filing date is May 28, 2026, and the event date is May 27, 2026.
COSTCO WHOLESALE CORP /NEW 8-K mixed materiality 5/10

28-05-2026

Costco reported strong Q3 FY2026 results with net sales increasing 11.6% YoY to $69.15B and diluted EPS rising 15.2% to $4.93. Net income grew 15.2% to $2.19B. However, on an adjusted basis (excluding gas and FX impacts), total comparable sales growth slowed to 6.6% from the reported 9.8%, with U.S. adjusted comps at just 6.8% vs. reported 9.4%, indicating significant tailwinds from gasoline prices and foreign exchange that may not persist.

  • · Total assets increased to $86.43B as of May 10, 2026 from $77.10B at August 31, 2025.
  • · Cash and cash equivalents rose to $18.95B from $14.16B at fiscal year-end.
  • · Long-term debt was relatively flat at $5.67B vs $5.71B at fiscal year-end.
  • · Operating cash flow for the first 36 weeks was $11.13B, up from $9.47B in the prior year period.
  • · Capital expenditures for the first 36 weeks were $4.23B, up from $3.53B year-over-year.
  • · Share repurchases in the first 36 weeks totaled $603M, down from $623M in the prior year period.
  • · Dividend payments in the first 36 weeks increased to $1.15B from $1.03B.
  • · Net sales for the first 36 weeks increased 9.6% to $203.37B from $185.48B.
  • · Net income for the first 36 weeks was $6.23B ($14.01 diluted EPS) vs $5.49B ($12.34 diluted EPS).
  • · The company operates in 15 countries with 931 warehouses total.
  • · E-commerce sites operate in 9 countries/regions including the U.S., Canada, U.K., Mexico, Korea, Taiwan, Japan, Australia, and China.
  • · A
PROVIDENT FINANCIAL HOLDINGS INC 8-K neutral materiality 3/10

28-05-2026

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

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

28-05-2026

InPoint Commercial Real Estate Income, Inc. announced a distribution for its common stock classes with a record date of May 31, 2026, and a quarterly dividend on its 6.75% Series A Cumulative Redeemable Preferred Stock. The gross distribution for all common stock classes is $0.1042 per share, with net distributions ranging from $0.0944 (Class T) to $0.1042 (Classes A, I, P) after stockholder servicing fees. The preferred stock dividend is $0.421875 per share, payable on June 30, 2026. No period-over-period comparisons or performance metrics were provided, limiting assessment of trends.

  • · The stockholder servicing fee for Class D common stock is $0.0029 per share, reducing net distribution to $0.1013.
  • · The stockholder servicing fee for Class T common stock is $0.0098 per share, reducing net distribution to $0.0944.
  • · Distributions for common stock will be paid in cash on or about June 17, 2026.
  • · The preferred stock dividend record date is June 15, 2026, with payment on June 30, 2026.
STIFEL FINANCIAL CORP 8-K neutral materiality 3/10

28-05-2026

Stifel Financial Corp. disclosed selected operating results for April 30, 2026, via a press release on May 28, 2026, filed under Regulation FD. The filing does not include specific financial figures, so no performance trends can be assessed.

  • · The press release was furnished under Item 7.01 (Regulation FD) and is not deemed filed for SEC liability purposes.
  • · The filing includes Exhibit 99.1 (press release) and a Cover Page Interactive Data File (Inline XBRL).
  • · The report was signed by CFO James M. Marischen.
Merck & Co., Inc. 8-K mixed materiality 5/10

28-05-2026

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

  • · Director nominee Patricia F. Russo received the lowest support among all nominees with 1,636,745,520 votes for (about 88% of votes cast), while Douglas M. Baker, Jr. received the highest with 1,849,536,622 votes for (about 99.7%).
  • · Broker non-votes totaled 283,983,197 on all proposals except the auditor ratification, which had no broker non-votes.
  • · The shareholder proposal on political contributions received the most support among the three shareholder proposals, with 227,074,175 votes for (12.2% of votes cast excluding broker non-votes).
Ellington Financial Inc. 8-K neutral materiality 3/10

28-05-2026

Ellington Financial Inc. issued a press release on May 27, 2026, disclosing its estimated book value per share of common stock as of April 30, 2026. The filing is a Regulation FD disclosure and does not include any specific financial figures or comparisons.

  • · The estimated book value per share is as of April 30, 2026.
  • · The press release is furnished as Exhibit 99.1 and is incorporated by reference.
  • · The filing is not deemed 'filed' under Section 18 of the Exchange Act.
Sound Financial Bancorp, Inc. 8-K neutral materiality 3/10

28-05-2026

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

  • · The annual meeting was held on May 26, 2026, with shareholders of record as of March 31, 2026 entitled to vote.
  • · David S. Haddad, Jr. received 1,611,647 votes for and 89,116 withheld; Laura Lee Stewart received 1,350,298 votes for and 350,465 withheld.
  • · The advisory vote on executive compensation had 1,301,081 votes for, 119,353 against, and 280,329 abstentions, with 504,228 broker non-votes.
  • · Ratification of Baker Tilly, LLP as auditor passed with 2,135,877 votes for, 66,862 against, and 2,252 abstentions.
INTUITIVE SURGICAL INC 8-K positive materiality 5/10

28-05-2026

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

  • · Patton has held leadership positions in commercial, marketing, and clinical application engineering.
  • · Charlton has been with Intuitive since 2003.
  • · Patton will join Intuitive's Executive Leadership team.
  • · The transition is effective July 1, 2026.
Pacira BioSciences, Inc. DEFA14A positive materiality 8/10

28-05-2026

Pacira BioSciences announced that Glass Lewis recommends stockholders vote FOR all three of Pacira's director nominees (Christopher Christie, Samit Hirawat, MD, Thomas Wiggans) and AGAINST DOMA Perpetual Capital Management's nominees ahead of the June 9, 2026 Annual Meeting. Glass Lewis cited Pacira's 37% one-year total stockholder return for 2025 and 23.8% cumulative return since the 5x30 strategy launch, while noting that DOMA's nominees lack the skills to execute their proposed strategic review and that DOMA's critiques of the board are not well-founded.

  • · Glass Lewis noted that Pacira's 5x30 plan is 'actionable and reasonable' with goals designed to deliver substantial value by 2030.
  • · Glass Lewis stated that DOMA's nominees do not possess the skills necessary to execute a transformative strategic review.
  • · Glass Lewis found that Pacira's patent filings and disclosures regarding litigation and risks are in line with industry standards.
  • · The Annual Meeting is scheduled for June 9, 2026.
  • · Pacira's pipeline products PCRX-201 and PCRX-2002 are in Phase 2 development and expected to deliver topline accretion beyond 2030.
New ERA Energy & Digital, Inc. 8-K mixed materiality 7/10

28-05-2026

New Era Energy & Digital announced a pending settlement agreement with the United States Trustee for the bankruptcy estates of Acacia Resources LLC and Acacia Operating Company LLC, under which the Company will pay $1.0 million to resolve all claims brought by the State of New Mexico against the Company. However, the State continues to maintain three claims against CEO E. Will Gray II in his individual capacity, which he intends to continue to defend. The settlement is subject to Bankruptcy Court approval and does not constitute an admission of liability.

  • · The Company and certain related parties (New Era Defendants) will pay $1.0 million within five business days following Bankruptcy Court approval.
  • · The settlement resolves claims alleging violations of the Uniform Voidable Transactions Act by the Company and its CEO.
  • · New Era is developing Texas Critical Data Centers LLC (TCDC), a 438-acre AI/HPC data center campus in Ector County, Texas, master-planned for up to 1.4 GW capacity.
  • · The Company's common stock and warrants trade on Nasdaq under symbols NUAI and NUAIW.
  • · The Company was formerly known as New Era Helium Inc. (name change effective December 9, 2024) and Roth CH V Holdings, Inc. (name change effective June 25, 2024).
Cineverse Corp. 8-K neutral materiality 5/10

28-05-2026

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

  • · Separation letter signed May 21, 2026, dated as of May 8, 2026.
  • · Consulting agreement signed May 21, 2026, dated as of May 9, 2026.
  • · Consulting term ends September 13, 2027.
  • · Mr. Lindsey will provide senior financial consulting services in exchange for continued vesting of restricted stock units.
OCEANFIRST FINANCIAL CORP 8-K neutral materiality 5/10

28-05-2026

OceanFirst Financial Corp. held its 2026 Annual Meeting on May 27, 2026, where stockholders approved the 2026 Stock Incentive Plan and ratified Deloitte & Touche LLP as the independent auditor for fiscal year 2026. All 13 director nominees were elected, and the advisory vote on executive compensation passed. However, the 2026 Stock Incentive Plan received notable opposition with 2,757,137 votes against and 888,986 abstentions, representing about 8.0% of votes cast against the plan.

  • · The advisory vote on executive compensation passed with 42,473,812 votes for, 1,816,614 against, and 1,005,483 abstentions.
  • · Ratification of Deloitte & Touche LLP as independent auditor for fiscal year 2026 received 49,515,766 votes for, 205,551 against, and 1,040,969 abstentions.
  • · The 2026 Stock Incentive Plan was approved with 41,649,786 votes for, 2,757,137 against, and 888,986 abstentions.
  • · All 13 director nominees were elected with votes for ranging from 43,541,230 to 44,642,369.
  • · Broker non-votes totaled 5,466,377 on all director elections and matters 1-3, but were not applicable on matter 4 (auditor ratification).
Cellectar Biosciences, Inc. DEF 14A neutral materiality 5/10

28-05-2026

Cellectar Biosciences filed a definitive proxy statement (DEF 14A) for its 2026 Annual Meeting to be held on July 7, 2026. The meeting will include votes on electing two Class III directors, increasing shares under the 2021 Stock Incentive Plan by 2,000,000 shares, ratifying Deloitte as auditor, an advisory vote on executive compensation, and approving the exercise of warrants for up to 39,618,078 shares. The record date is May 19, 2026, with 7,991,812 shares outstanding.

  • · The annual meeting will be held virtually on July 7, 2026 at 10:00 AM local time.
  • · Stockholders of record as of May 19, 2026 are entitled to vote.
  • · The board recommends voting FOR all proposals.
  • · Proposal 5 seeks approval to exercise warrants for up to 39,618,078 shares of common stock.
  • · Proposal 6 is an adjournment proposal to solicit additional proxies if needed for Proposal 5.
Cellectar Biosciences, Inc. DEFA14A neutral materiality 5/10

28-05-2026

Cellectar Biosciences, Inc. filed definitive additional proxy materials (DEFA14A) for its 2026 Annual Meeting of Stockholders to be held virtually on July 7, 2026. The Board recommends voting FOR all six proposals, including the election of two Class III directors, an increase in shares under the 2021 Stock Incentive Plan, ratification of Deloitte & Touche as auditor, advisory approval of executive compensation, and approval of the exercise of warrants for up to 39,618,078 shares. The filing does not contain financial results or period-over-period comparisons.

  • · Annual Meeting date: July 7, 2026 at 10:00 a.m. Eastern Time, held virtually.
  • · Record date for stockholders: May 19, 2026.
  • · Registration deadline for virtual attendance: 11:59 p.m. Eastern Time on July 6, 2026.
  • · Proposal 5 seeks approval to exercise warrants for up to 39,618,078 shares of common stock under Nasdaq rules.
  • · Proposal 6 allows adjournment to solicit additional proxies if needed for the warrant exercise proposal.
  • · Proxy materials available online at https://web.viewproxy.com/clrb/2026.
  • · Paper/email copies must be requested by June 30, 2026.
Alto Neuroscience, Inc. 8-K neutral materiality 4/10

28-05-2026

Alto Neuroscience appointed Andrew Miller, Ph.D. to its Board of Directors on May 27, 2026, filling a vacancy created by increasing the board size from six to seven directors. Dr. Miller, founder of Karuna Therapeutics (acquired by Bristol Myers Squibb), will serve as a Class III director until the 2027 Annual Meeting and also join the Nominating and Corporate Governance Committee. The filing does not include any financial results or period-over-period comparisons.

  • · Dr. Miller was appointed as a Class III director with a term expiring at the 2027 Annual Meeting of Stockholders.
  • · He replaces Christopher Nixon Cox on the Nominating and Corporate Governance Committee.
  • · Dr. Miller is deemed independent under NYSE and SEC rules.
  • · He received a standard form indemnification agreement from the Company.
  • · The board committees post-appointment are listed in the filing.
CID Holdco, Inc. 8-K neutral materiality 6/10

28-05-2026

CID Holdco, Inc. filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation on May 27, 2026, effecting a 1-for-25 reverse stock split of its Common Stock, effective at 4:01 pm Eastern time on May 29, 2026. No fractional shares will be issued; holders otherwise entitled to a fractional share will receive a cash payment based on the fair value per share determined by the Board of Directors. The amendment was duly adopted by the board and stockholders under Delaware law.

  • · The reverse stock split is effective at 4:01 pm Eastern time on May 29, 2026.
  • · No fractional shares will be issued; cash payment in lieu of fractional shares is based on fair value per share determined by the Board of Directors.
  • · The amendment was adopted under Section 242 of the DGCL and approved by stockholders under Section 212 of the DGCL.
  • · All other provisions of the Certificate of Incorporation remain unchanged.
Montauk Renewables, Inc. 8-K positive materiality 3/10

28-05-2026

Montauk Renewables, Inc. held its 2026 Annual Meeting of Stockholders on May 26, 2026, where stockholders elected two director nominees and ratified the appointment of Grant Thornton LLP as the independent auditor for fiscal year 2026. Both proposals passed with strong support, though director Sean McClain received a notable 5.8 million withheld votes.

  • · The annual meeting was held on May 26, 2026.
  • · Both director nominees were elected for terms expiring at the 2029 annual meeting.
  • · Sean McClain received 5,757,891 withheld votes, significantly more than Jennifer Cunningham's 1,276,666 withheld votes.
  • · Ratification of Grant Thornton LLP as independent auditor for fiscal year ending December 31, 2026 passed with 96,949,187 votes for, 4,570,221 against, and 15,672 abstentions.
  • · There were no broker non-votes on the auditor ratification proposal.
CITY HOLDING CO 8-K neutral materiality 3/10

28-05-2026

City Holding Company announced the promotion of David L. Bumgarner, age 61, from Executive Vice President and Chief Financial Officer to Senior Executive Vice President and Chief Financial Officer, effective May 27, 2026. The change reflects a title upgrade with no material change in compensation or benefits, which will remain consistent with existing executive practices.

  • · Mr. Bumgarner has served as Executive Vice President and CFO since April 2019.
  • · The promotion is effective as of the close of business on May 27, 2026.
  • · Compensation and benefits will be materially similar to those disclosed in the Definitive Proxy Statement filed March 27, 2026.
abrdn National Municipal Income Fund 425 mixed materiality 7/10

28-05-2026

abrdn National Municipal Income Fund (VFL) adjourned its Special Meeting of Shareholders to June 9, 2026, to solicit additional proxies for a proposed reorganization with MFS Municipal Income Trust (MFM). Preliminary results show 48.4% of outstanding shares voted FOR, just short of the required 50% majority. The Board unanimously recommends approval, citing benefits like lower expense ratios and enhanced diversification.

  • · The special meeting was adjourned to June 9, 2026 at 5:00 pm Eastern Time.
  • · The Fund's governing documents require a 50% majority of outstanding shares to be voted in favor.
  • · Potential benefits include broader investment mandate, improved portfolio diversification, lower expense ratio, enhanced economies of scale, and higher daily trading volume.
  • · Aberdeen Investments had approximately $506 billion in assets under management as of March 31, 2026.
  • · Aberdeen and affiliates manage 26 closed-end funds totaling $25.6 billion in assets as of March 31, 2026.
Federal Home Loan Bank of Cincinnati 8-K neutral materiality 4/10

28-05-2026

Federal Home Loan Bank of Cincinnati filed an 8-K disclosing the issuance of four Consolidated Bonds on May 22, 2026, with a combined par value of $1.76B. Three are non-callable variable-rate single index floaters totaling $1.75B, and one is a $10M fixed-rate Bermudan callable bond. As a wholesale funding mechanism, these obligations are joint and several among the 11 FHLBs and are not guaranteed by the U.S. government, though the large issuance reflects ongoing capital market access.

  • · The bonds are joint and several obligations of all 11 Federal Home Loan Banks, not U.S. government-guaranteed.
  • · Three variable floaters (Series 3130BAV6, 3130BAV7, 3130BAV8) mature in ~8 months (Jan 2027 and Dec 2026).
  • · The $10M fixed-rate callable bond (3.850% coupon) matures May 2027 and is callable Bermudan-style from August 2026.
  • · Consolidated Discount Notes (≤360 days) are excluded from Schedule A.
  • · The par amounts do not account for discounts, premiums, or concessions and may differ from GAAP financial statements.
CITY HOLDING CO 8-K neutral materiality 3/10

28-05-2026

City Holding Company declared a quarterly dividend of $0.87 per common share, payable on July 31, 2026, to shareholders of record as of July 15, 2026. The dividend was approved by the Board of Directors on May 27, 2026, and represents a continuation of the company's regular dividend payments. No prior period comparison or change in dividend rate was provided in the filing.

  • · Dividend record date: July 15, 2026
  • · Dividend payment date: July 31, 2026
  • · Board declaration date: May 27, 2026
  • · No change in dividend rate or prior period comparison was disclosed
FULTON FINANCIAL CORP 8-K neutral materiality 3/10

28-05-2026

Fulton Financial Corporation held its 2026 Annual Meeting on May 28, 2026. Director George K. Martin retired from the Board after reaching age 72, in line with corporate governance guidelines. All 10 director nominees were elected, and shareholders approved executive compensation (non-binding) and ratified KPMG LLP as independent auditor for fiscal year 2026.

  • · Director George K. Martin retired due to age limit (72) per corporate governance guidelines.
  • · All 10 director nominees received substantial support; the lowest 'For' votes were for Denise L. Devine (137,102,206) and Curtis J. Myers (137,475,042).
  • · Advisory vote on executive compensation passed with 136,017,805 For, 2,704,141 Against, and 958,337 Abstain.
  • · Ratification of KPMG LLP as auditor was approved with 150,683,271 For, 2,191,088 Against, and 481,807 Abstain (no broker non-votes).
  • · Broker non-votes were 13,675,883 for director elections and the advisory compensation vote.
Tri-State Generation & Transmission Association, Inc. 8-K negative materiality 6/10

28-05-2026

Tri-State Generation & Transmission announced that member utility Midwest Electric Cooperative Corporation (Midwest) provided a non-conditional two-year notice to withdraw from membership, effective June 1, 2028. Midwest accounted for 1.9% of utility member revenue and 1.3% of operating revenue for FY2025. Tri-State cannot predict if Midwest will ultimately follow through, and certain elements of the contract termination payment methodology (Rate Schedule No. 281) remain subject to ongoing litigation.

  • · Midwest's withdrawal notice period is two years, with a withdrawal effective date of June 1, 2028.
  • · The contract termination payment methodology tariff (Rate Schedule No. 281) remains subject to ongoing proceedings at the U.S. Court of Appeals for the Tenth Circuit and the D.C. Circuit.
  • · Tri-State's exit payment mechanism is regulated by FERC.
Federal Home Loan Bank of New York 8-K neutral materiality 5/10

28-05-2026

On May 28, 2026, the Federal Home Loan Bank of New York disclosed via an 8-K filing the issuance of two callable consolidated obligations (bonds) with a combined par value of $200.0 million. A $150M Bermudan-style fixed-rate bond (coupon 4.03%) matures June 17, 2027 (first call Nov 17, 2026); a $50M American-style fixed-rate bond (coupon 4.15%) matures June 9, 2028 (first call June 9, 2027). This represents new direct financial obligations under the Bank's standard funding program.

  • · Trade date for both bonds: May 22, 2026
  • · Settlement date for CUSIP 3130BAVB0: May 26, 2026; for CUSIP 3130BAVK0: June 9, 2026
  • · Both bonds are Fixed Constant rate type with Optional Principal Redemption call type
  • · Next call date for the $150M bond: November 17, 2026; next call date for the $50M bond: June 9, 2027
  • · No period-over-period comparisons are applicable as this is a new issuance disclosure
Wells Fargo Commercial Mortgage Trust 2026-5C9 8-K neutral materiality 7/10

28-05-2026

Wells Fargo Commercial Mortgage Securities, Inc. issued $512,996,000 in Publicly Offered Certificates for the Wells Fargo Commercial Mortgage Trust 2026-5C9 securitization on May 28, 2026. The trust is backed by 29 fixed-rate mortgage loans secured by 138 commercial, multifamily, and manufactured housing properties. The Retaining Sponsor retained an eligible vertical interest of 2.07% and an eligible horizontal residual interest of $18,775,161 (2.96% of fair value) to satisfy credit risk retention requirements, while the total fair value of the horizontal residual interest needed to meet the 5.0% threshold would have been $31,687,842.

  • · The trust was formed on May 28, 2026 under New York law pursuant to a Pooling and Servicing Agreement dated May 1, 2026.
  • · The Underwriting Agreement for the Publicly Offered Certificates was dated May 8, 2026.
  • · No underwriting discounts and commissions or finder's fees were paid by the Registrant.
  • · The related registration statement (file no. 333-282099) was declared effective on December 2, 2024.
  • · The Retaining Sponsor used a combination of eligible vertical interest (2.07%) and eligible horizontal residual interest ($18,775,161) to satisfy credit risk retention, rather than solely relying on a horizontal residual interest.
  • · There are no material differences between the valuation methodology and key inputs used in the preliminary prospectus (May 5, 2026) and those used at closing.
  • · Legal and tax opinions were provided by Cadwalader, Wickersham & Taft LLP, dated May 28, 2026.
Wells Fargo Commercial Mortgage Trust 2026-5C9 8-K/A neutral materiality 2/10

28-05-2026

Wells Fargo Commercial Mortgage Trust 2026-5C9 (WFCM 2026-5C9) filed an amended Form 8-K/A on May 28, 2026, making clerical and minor revisions to the Pooling and Servicing Agreement originally filed as Exhibit 4.1 to the May 8, 2026 Form 8-K. The corrected agreement, dated May 1, 2026, replaces the prior version in its entirety, and no other changes are made; the filing is an administrative update with no new financial data or performance metrics reported.

  • · The original Form 8-K was filed on May 12, 2026, covering the event date of May 8, 2026.
  • · The amendment is limited to Exhibit 4.1 (Pooling and Servicing Agreement); no other exhibits or sections were changed.
  • · The agreement involves multiple parties including depositor, master servicer, special servicer, certificate administrator, trustee, operating advisor, and asset representations reviewer.
RCI HOSPITALITY HOLDINGS, INC. 8-K mixed materiality 8/10

28-05-2026

RCI Hospitality Holdings reported mixed fiscal 2Q26 results with total revenues increasing 4.3% YoY to $68.7M, driven by Nightclubs segment growth of 4.8% to $60.3M. However, GAAP net income attributable to common stockholders swung to a loss of $0.3M ($0.04 loss per share) from a profit of $3.2M ($0.36 EPS) in 2Q25, primarily due to a $7.6M impairment charge. Non-GAAP EPS improved to $0.78 from $0.65, and Adjusted EBITDA rose 9.9% to $15.6M, while free cash flow increased to $8.4M from $6.9M. The Bombshells segment remained unprofitable with an operating loss of $267,000, and same-store sales at Bombshells declined, though a strategic shift boosted same-store sales at one location by 3.6%.

  • · Nightclubs segment: 51 same-store clubs produced $54.5M in sales; five newly acquired/opened/reformatted clubs generated $4.8M; one club closed during the quarter.
  • · Bombshells segment: nine same-store locations generated $6.8M in sales; two newly opened locations contributed $1.6M.
  • · Corporate segment expenses increased to $6.6M from $5.9M, primarily due to higher insurance costs.
  • · Income tax benefit of $0.4M in 2Q26 vs expense of $1.1M in 2Q25.
  • · Net cash provided by operating activities for 2Q26 was $9.9M, up from $8.5M in 2Q25.
  • · Capital expenditures (property and equipment and intangible assets) were $1.9M in 2Q26, down from $2.9M in 2Q25.
  • · Share repurchases totaled $2.4M in 2Q26 and $12.3M in 6M26.
  • · Debt paydowns of $7.8M in 2Q26 contributed to the sequential debt reduction.
  • · No conference call was held for 2Q26 results; the company held a call on May 7, 2026 for delayed 1Q26 results.
TFS Financial CORP 8-K neutral materiality 5/10

28-05-2026

TFS Financial Corporation (NASDAQ: TFSL) declared a quarterly cash dividend of $0.2825 per share, payable June 24, 2026 to holders of record June 10, 2026. The mutual holding company MHC, which owns 81% of TFSL shares, has waived its right to receive this dividend, continuing a pattern of dividend waivers totaling $0.8475 per share over the prior three quarters. The MHC's waiver authority extends through July 8, 2026 for up to $1.13 per share in aggregate waivers.

  • · Dividend payable date: June 24, 2026; record date: June 10, 2026
  • · MHC owns 227,119,132 shares, representing 81% of outstanding common stock
  • · MHC waiver runs through July 8, 2026; remaining waiver capacity per share is approximately $0.2825 ($1.13 - $0.8475) if the next quarterly dividend is also waived
  • · Company assets totaled $17.48 billion as of March 31, 2026
  • · MHC received member approval for waiver on July 8, 2025 and non-objection from the Federal Reserve Bank of Cleveland
  • · Third Federal operates 21 branches in Northeast Ohio, 2 lending offices in Central/Southern Ohio, and 15 branches in Florida; lends in 28 states and DC
Esquire Financial Holdings, Inc. 8-K mixed materiality 4/10

28-05-2026

Esquire Financial Holdings, Inc. held its Annual Meeting of Stockholders on May 28, 2026, with 7,625,348 of the 8,637,034 outstanding shares present (88.3% quorum). All director nominees were elected, ratification of Crowe LLP as independent auditor for FY2026 was overwhelmingly approved (7,472,223 For; 98.0% of votes cast), and the advisory Say-on-Pay proposal passed with 6,055,238 For votes. However, director Robert J. Mitzman received a notable 21.4% withhold vote (1,356,673) compared to other nominees, and 1,395,317 broker non-votes were present on all director elections and Say-on-Pay.

  • · Director Robert J. Mitzman received 1,356,673 withheld votes (21.4% of votes cast), significantly more than other nominees.
  • · Broker non-votes of 1,395,317 were present on director elections and Say-on-Pay but not on the auditor ratification.
  • · All four director proposals and both ratification/Say-on-Pay proposals passed.
  • · The auditor ratification (Crowe LLP) was the only proposal without any broker non-votes, with 7,472,223 For, 17,282 Against, and 135,843 Abstain.
Silver Point Specialty Lending Fund 8-K positive materiality 6/10

28-05-2026

Silver Point Specialty Lending Fund issued and sold 182,749 unregistered common shares at $27.36 per share for aggregate proceeds of $5,000,000 in a private placement exempt from registration. The Board also declared a regular monthly dividend of $0.24 per share payable on or before June 30, 2026 to holders of record as of May 29, 2026.

  • · The share issuance was completed as of May 1, 2026, with final share count determined on May 22, 2026.
  • · The offering was made under subscription agreements and exempt under Section 4(a)(2) of the Securities Act, Regulation D, and/or Regulation S.
  • · The dividend record date is May 29, 2026, and payment date is on or before June 30, 2026.
RCI HOSPITALITY HOLDINGS, INC. 10-Q mixed materiality 8/10

28-05-2026

RCI Hospitality Holdings reported a net loss of $4.9M for the six months ended March 31, 2026, compared to net income of $12.3M in the prior year period, driven by a $9.9M non-operating loss on stock repurchases and higher impairment charges. Total revenues increased slightly by 1.6% to $139.6M, but the Bombshells segment posted a segment loss of $2.6M versus a profit of $0.9M a year ago, while the Nightclubs segment income declined 14.4% to $32.1M.

  • · Net cash provided by operating activities decreased 19.2% to $17.7M for the six months ended March 31, 2026 from $21.9M in the prior year period.
  • · Capital expenditures were $4.2M for the six months ended March 31, 2026, down 51.2% from $8.6M in the prior year period.
  • · Total debt (current and long-term) increased to $248.7M at March 31, 2026 from $235.8M at September 30, 2025.
  • · The company repurchased 998,061 shares of treasury stock during the six months ended March 31, 2026 for $24.4M, including $22.0M in debt incurred for stock repurchases.
  • · Dividends paid were $1.2M for the six months ended March 31, 2026, compared to $1.2M in the prior year period.
  • · Bombshells segment revenues (third party) declined 6.0% to $16.7M for the six months ended March 31, 2026 from $17.8M in the prior year period.
  • · Nightclubs segment revenues (third party) increased 2.8% to $122.6M for the six months ended March 31, 2026 from $119.3M in the prior year period.
  • · Impairments and other charges for the six months ended March 31, 2026 were $7.9M, compared to a gain of $0.1M in the prior year period.
  • · Unallocated corporate overhead increased 60.4% to $24.2M for the six months ended March 31, 2026 from $15.1M in the prior year period.
  • · The company had no acquisitions in the six months ended March 31, 2026, compared to $6.0M in the prior year period.

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