US Corporate Board Director Changes SEC Filings — July 31, 2026

31-07-2026

International Tower Hill Mines Ltd. (THM) announced the appointment of Shane Parrow as President and COO, effective July 27, 2026, with an annual base salary of $400,000 and eligibility for a target annual bonus of 50% of base salary. The Board also expanded from seven to nine directors, appointing Parrow and David Wiens to fill the vacancies. No financial results or period-over-period comparisons were provided in this filing.

• · Shane Parrow previously served as VP & General Manager of Kinross Gold Corporation (Jan 2026 – Jun 2026) overseeing Fort Knox and Manh Choh operations.
• · Parrow's employment agreement includes severance: one year's base salary plus prorated bonus at 100% upon termination without cause or with good reason.
• · In the event of termination without cause or with good reason within six months of a change in control, severance includes cash equal to one year's base salary plus prorated bonus at 100%, and automatic vesting of unvested Parrow Equity Award.
• · Parrow's employment agreement includes a one-year non-compete and non-solicitation covenant.
• · David Wiens was also appointed as a director effective as of the Wiens Start Date; neither Parrow nor Wiens will serve on any Board committees or receive additional compensation for Board service.
• · The Parrow Equity Award (312,500 RSUs) vests in three equal annual installments beginning on the first anniversary of the Parrow Start Date, subject to continued service.

31-07-2026

Arrive AI Inc. announced the resignation of its CFO Todd Pepmeier and director Laurie Tucker in late July 2026. The CFO departure effective August 10, 2026, removes a key executive; the director resignation was not due to any disagreement. These simultaneous departures may raise governance concerns. No revenue or financial metrics were disclosed in the filing.

• · CFO resignation effective August 10, 2026.
• · Director resignation not due to any disagreement with the company.
• · No successor named for either role at filing date.
• · Company is an emerging growth company.

31-07-2026

On July 29, 2026, the Compensation Committee of Tianci International, Inc. granted 100,000 shares of common stock under the 2024 Equity Incentive Plan. Of these, 85,000 shares were awarded to three officers: CEO Shufang Gao (45,000 shares), CFO Wei Fang (20,000 shares), and VP Ying Deng (20,000 shares). The remaining 15,000 shares were granted to an employee and a consultant. No financial terms or vesting conditions were disclosed, and no prior-period comparison is available.

• · The Compensation Committee authorized the grant on July 29, 2026.
• · The filing does not specify the vesting schedule, exercise price, or fair value of the shares granted.
• · No prior-period equity grants were disclosed for comparison.

31-07-2026

CO2 Energy Transition Corp. (NOEMR) announced the resignation of CEO and President Brady Rodgers on July 27, 2026, effective immediately, followed by the election of Chairman Charles Fox as his successor on July 29, 2026. Andrew Martin was also appointed to the Board of Directors. The departures and appointments signal a leadership reshuffle, though no disagreements with operations were cited.

• · Brady Rodgers resigned as CEO, President and director on July 27, 2026, with no disagreement regarding operations.
• · Charles Fox was elected CEO and President effective July 29, 2026, while remaining Chairman.
• · Charles Fox is CEO and co-founder of Windy Cove Energy II and Pure Earth Plasma Holdings, both investors in the sponsor entity.
• · Fox previously served as VP of operations and engineering for Kinder Morgan CO2 Company (2000–2013).
• · Andrew Martin was appointed to the Board effective July 29, 2026; he is Managing Partner of Challenge Group International and President of the sponsor entity CO2 Energy Transition, LLC.

31-07-2026

Quince Therapeutics announced conditional resignations of CEO/CMO Dirk Thye and COO/CBO/CCO Brendan Hannah, effective upon stockholder approval of three proposals at a Special Meeting on September 25, 2026. The Board conditionally appointed Brigette Roberts as CEO, John Militello as CFO, and Keith Fandrick as COO, and reduced the Board size from five to four directors. The resignations are tied to the approval of share issuances related to the Orphai acquisition and an increase in authorized shares from 250M to 275M.

• · The Special Meeting of Stockholders is anticipated on September 25, 2026.
• · The resignations are conditional on stockholder approval of three proposals: Conversion Proposal, Minimum Price Proposal, and Authorized Share Proposal.
• · The Board size will be reduced from five to four directors upon Dr. Thye's resignation.
• · The Board intends to appoint an independent director to fill the vacancy.
• · Dr. Roberts holds a B.A. in Physics and Chemistry from Harvard University and an M.D. from New York University.
• · Mr. Militello is a CPA and previously served as VP of Finance, Sr. Controller, Treasurer and PAO of Rocket Pharmaceuticals.
• · Dr. Fandrick holds a Ph.D. and A.M. in chemistry from Harvard, an MBA from UNC Chapel Hill, and a B.S. in chemistry from UC San Diego.

31-07-2026

Virtuix Holdings Inc. (VTIX) disclosed that Director Parth Jani will not stand for re-election at the 2026 Annual Meeting, with his term ending at that meeting. The departure is not due to any disagreement with the company regarding operations, policies, or practices. This is a routine board transition with no negative implications disclosed.

31-07-2026

ATN International, Inc. announced that Mary Mabey will step down as Senior Vice President and General Counsel effective October 31, 2026, under a Transition Agreement dated July 27, 2026. The separation is not due to any disagreement with the company. Ms. Mabey will continue to receive her base salary through the separation date and is eligible for a pro-rated 2026 annual incentive bonus (target 60% of base salary) based 50% on company performance and 50% on individual performance, subject to a release of claims and continued service.

• · Separation effective date: October 31, 2026
• · Transition Agreement dated July 27, 2026
• · Ms. Mabey's outstanding equity awards will continue to vest through the Separation Date under the ATN International, Inc. 2023 Equity Incentive Plan
• · Bonus payment will be made in 2027 when other employees receive their bonuses
• · Receipt of benefits subject to execution and non-revocation of a release and waiver of claims

31-07-2026

ChargePoint Holdings, Inc. announced a reorganization on July 29, 2026, including a 10% workforce reduction, with estimated restructuring costs of $6 million to be incurred primarily in Q2 and Q3 of fiscal 2027. The company also disclosed the departure of Chief Revenue Officer John “David” Vice, effective July 28, 2026, who will remain for a four-month transition period and is eligible for severance. While the company reaffirmed its Q2 FY2027 revenue guidance of $100M-$110M, the restructuring signals ongoing cost pressures and management changes.

• · The workforce reduction is approximately 10% of the current global workforce.
• · Restructuring costs of ~$6M include severance, employee benefits, and facility-related costs.
• · The reorganization is expected to be completed in Q3 of fiscal year 2027.
• · Mr. Vice's separation as CRO was effective July 28, 2026, with a four-month transition period.
• · Mr. Vice is eligible for severance under the Executive Severance Plan, subject to a release of claims.
• · The company reaffirmed prior Q2 FY2027 revenue guidance of $100M to $110M.

31-07-2026

Open Lending Corporation filed an 8-K on July 31, 2026, reporting that effective July 30, 2026, in connection with its merger into an indirect wholly-owned subsidiary of ANV Group Holdings Ltd., six directors (Jessica Buss, Abhijit Chaudhary, Eric A. Feldstein, Thomas K. Hegge, Blair J. Greenberg, and Todd C. Hart) ceased serving, and two new directors (Joseph Brecher and Jacob Decter) were appointed. The filing does not contain any financial results or period-over-period comparisons.

• · The merger was completed under Section 251(h) of the Delaware General Corporation Law.
• · The Merger Agreement was dated June 15, 2026.
• · Biographical details of the new directors were previously disclosed in the Schedule TO filed on June 29, 2026.

31-07-2026

Standex International reported strong Q4 FY26 results with sales of $228.3M (+7.7% organic YoY) and record adjusted EPS of $2.45 (+7.4% YoY). The Electronics segment led growth (+12.9% organic YoY) with a book-to-bill of 1.27, while the Engraving & Hydraulics segment declined 9.7% YoY due to market weakness. The company also completed the acquisition of the remaining 9.9% interest in Narayan for ~$64M in July 2026.

• · Record order intake of ~$270M in Q4 FY26 with a book-to-bill of 1.18.
• · Electronics segment book-to-bill of 1.27 with orders of ~$165M.
• · FY26 adjusted gross margin of 42.0% (record), adjusted operating margin of 19.4% (record).
• · FY26 GAAP EPS of $8.68; record adjusted EPS of $8.74.
• · FY27 outlook: mid-to-high single digit sales growth, high single-digit to low double-digit organic growth, >20 new products, fast growth market sales expected to grow ~20% to >$310M.
• · Q1 FY27 outlook: moderately higher revenue YoY, slightly higher revenue sequentially, slightly to moderately higher adjusted operating margin.
• · Aerospace & Defense segment expected moderately lower revenue and margin sequentially in Q1 FY27 due to project timing.
• · Engraving & Hydraulics segment declined 9.7% YoY due to general market weakness.
• · No share repurchases in Q4 FY26; ~$28M remaining on authorization.
• · FY27 capex expected between $45M and $55M, up from $28.6M in FY26, primarily for capacity expansion in Electronics Grid.
• · Dividend increased 6.3% YoY to $0.34 per share.
• · Net debt reduced to $339.2M from $448.0M a year ago (24.3% decrease).

31-07-2026

Tredegar Corporation announced the retirement of CFO, Treasurer, and Vice President Frasier W. Brickhouse II, effective September 1, 2026, after more than 30 years of service. The Board is actively evaluating transition options, but no successor has been named yet. The departure is a planned retirement and not a sudden resignation, but the lack of a named successor introduces near-term leadership uncertainty.

• · Brickhouse joined Tredegar in 1993, serving over 30 years.
• · His responsibilities included accounting, treasury, financial planning, and corporate governance.
• · The company operates manufacturing facilities in North America and Asia.
• · Tredegar has two primary businesses: custom aluminum extrusions and films for electronics and packaging.

31-07-2026

XPEL, Inc. announced the resignation of board member Mark Thornton, effective July 30, 2026. Thornton resigned due to a new policy by his employer prohibiting board service, not due to any disagreement with the company. The board thanked him for his service.

• · Resignation effective immediately on July 30, 2026
• · No disagreement with company operations, policies, or practices
• · Resignation triggered by employer's new policy prohibiting board service

31-07-2026

Pinnacle Financial Partners, Inc. amended its bylaws on July 29, 2026, to extend Vice Chairman and Chief Banking Officer Robert A. McCabe's service by an additional year. The amendment changes the Vice Chairman Succession Date from the first anniversary of the Effective Time to the second anniversary, and removes the one-year limitation on Mr. McCabe's service. This is a non-financial governance change that retains a key executive for a longer period.

• · The amendment extends Mr. McCabe's service as Vice Chairman of the Boards of Directors and as Chief Banking Officer of both the Corporation and Pinnacle Bank by one additional year.
• · The Board of Directors unanimously determined the amendment is in the best interests of the Corporation and its shareholders.

31-07-2026

J.W. Mays, Inc. entered into a transition agreement with CFO Ward Lyke, Jr., who will step down on September 25, 2026. The company will pay his $316,000 base salary through that date and offer separation benefits including six weeks of salary ($36,461.54), a company vehicle, and a cellphone. Controller Kevin Guptar will succeed him as Principal Financial and Accounting Officer.

• · Lyke's departure is not related to any disagreements with the company.
• · The separation benefits are contingent on Lyke signing a general release and remaining in good standing through the end date.
• · The transition agreement extends the prior employment agreement (dated August 1, 2023) through September 25, 2026.

31-07-2026

Wabash National Corporation announced the resignation of director Sudhanshu Priyadarshi, effective August 1, 2026. The resignation was not due to any disagreement with the company or its board. This is a routine board change with no financial impact disclosed.

• · Resignation accepted on July 27, 2026, effective August 1, 2026.
• · No disagreement cited for the resignation.

31-07-2026

The Timken Company appointed Stephen P. Ribaudo as Executive Vice President and Chief Operating Officer, effective September 1, 2026, and Timothy A. Graham as Executive Vice President and Chief Commercial Officer. Ribaudo will receive a base salary of $670,000 per year, a target short-term incentive of 80% of base salary, a long-term equity target of at least $1,794,000 for the first year, a $250,000 cash sign-on payment, and a $1,000,000 make-whole RSU award. The filing does not contain any financial results or period-over-period comparisons.

• · Stephen P. Ribaudo, age 41, previously served as Senior Vice President and General Manager of Commercial HVAC Americas at Carrier since April 2026.
• · Ribaudo's 2026 short-term incentive payout will be calculated as if he had been employed since January 1, 2026.
• · The 2026 long-term equity grant will consist of time-based RSUs vesting ratably over four years and target performance-based RSUs for the 2026-2028 performance period.
• · The $1,000,000 make-whole RSU award vests in one-third amounts on each of the first three anniversaries of the grant date.
• · Timothy A. Graham will lead enterprise-wide commercial strategy, marketing, and commercial sales excellence, including oversight of sales execution and revenue growth in each region.
• · Severance Agreement provides cash severance equal to base salary plus target annual incentive (plus up to one year benefits) for qualifying termination before a change in control, and two times that sum (plus up to two years benefits) for qualifying termination within two years after a change in control.

31-07-2026

Vistagen Therapeutics appointed Dr. Douglas J. Williamson to its Board of Directors, effective July 31, 2026. Dr. Williamson brings nearly three decades of neuroscience drug development and regulatory experience, having previously served as CMO of QurAlis, EVP of R&D at Acadia Pharmaceuticals, and in senior roles at Lundbeck, Avadel, Parexel, and Eli Lilly. The appointment adds deep regulatory and late-stage development expertise as Vistagen advances its pherine pipeline, including fasedienol (Phase 3 for social anxiety disorder), itruvone (Phase 2 for major depressive disorder), and refisolone (Phase 2 for menopausal hot flashes).

• · Dr. Williamson previously served on the board of Bright Minds Biosciences (Nasdaq: DRUG) and its Compensation, Audit, Nomination and Corporate Governance Committees.
• · He holds a medical degree from the University of Edinburgh.
• · Vistagen's pherine candidates are designed to achieve therapeutic benefits without requiring absorption into the blood or uptake into the brain.

31-07-2026

Mattel promoted Roberto Stanichi to President, Chief Marketing and Brand Officer, effective July 31, 2026. Stanichi, who previously served as Chief Global Brand Officer, will oversee the company’s iconic brand portfolio including Hot Wheels, Barbie, Fisher-Price, and UNO. The filing highlights his role in driving the company's brand-centric operating model and record-setting Hot Wheels growth, but does not disclose any changes in financial guidance or other material metrics.

• · Stanichi has over 20 years of experience at Mattel.
• · He previously led Hot Wheels' record-setting growth and the launch of Mattel Brick Shop.
• · No financial results, guidance, or quantitative metrics were disclosed in this filing.

31-07-2026

Milestone Scientific Inc. held its 2026 Annual Meeting on July 27, 2026, where stockholders elected five incumbent directors, approved an increase in authorized common shares from 125,000,000 to 135,000,000, and approved an amendment to the 2020 Equity Incentive Plan increasing available shares from 11,500,000 to 28,750,000. The Board also re-elected Kelly Ulto and Greg Shilling as directors and appointed them to committee roles. All proposals passed with strong shareholder support, though the equity plan amendment and say-on-pay votes saw notable opposition (19.17% and 16.44% against, respectively).

• · The Board re-elected Kelly Ulto and Greg Shilling as directors effective July 27, 2026, until the 2027 Annual Meeting.
• · Kelly Ulto was appointed Chair of the Audit Committee and member of Compensation and Nominating/Governance Committees.
• · Greg Shilling was appointed Chair of the Compensation Committee and member of Audit and Nominating/Governance Committees.
• · Authorized common shares increased from 125,000,000 to 135,000,000.
• · Equity incentive plan shares increased from 11,500,000 to 28,750,000.
• · Grassi & Co. was ratified as independent auditor for fiscal year ending December 31, 2026.
• · Broker non-votes were 20,989,503 on all director elections and most proposals.

31-07-2026

On July 29, 2026, Daniel Kasell resigned from the Board of Trustees of Diameter Credit Company effective immediately, with no disagreement with the company. The Board appointed Daniel Gish as an independent trustee effective July 30, 2026, and Steven Bossi was appointed Chairman of the Audit Committee. The filing contains no financial data or performance metrics.

• · Daniel Gish, 42, was appointed independent trustee and will serve on the Nominating and Governance Committee and the Audit Committee.
• · Gish was a Portfolio Manager at Marshall Wace from 2024 to 2026, previously at Verition Fund Management LLC and an Executive Director at UBS AG.
• · Gish earned a B.A. in Economics from Middlebury College in 2005.
• · Gish has no family relationships with other trustees or executive officers, and has not engaged in any transactions with the company since the beginning of the last fiscal year.

31-07-2026

The filing reports the departure of CEO Michael S. Welch and the appointment of James E. Cline as his successor, effective July 31, 2026. The company also amended its Articles of Incorporation to increase authorized common shares from 300 million to 600 million. No reason was given for the CEO departure, and no financial metrics, compensation details, or scheduled events were disclosed.

• · The filing does not state a reason for Michael S. Welch's resignation.
• · James E. Cline was previously a director of the company, indicating an internal appointment.
• · The amendment to increase authorized shares from 300M to 600M was approved by the board and shareholders.
• · No compensatory arrangements for the new CEO were disclosed in the filing.
• · No financial statements, guidance, or operational metrics were included.

31-07-2026

CarMax announced that Executive Vice President and Chief Innovation and People Officer Diane Cafritz will depart effective December 31, 2026. She will receive revised severance benefits (removing target bonus and replacing with actual FY2027 bonus) and enter a six-month consulting agreement starting January 1, 2027, for total compensation of $360,500. The departure is a planned executive transition and does not reflect any immediate financial impact on the company's performance.

• · The departure is effective December 31, 2026, with a consulting period from January 1, 2027 to June 30, 2027.
• · The amended severance removes the target annual bonus component (subpart y) and replaces it with the full-year actual FY2027 bonus under the Annual Performance-Based Bonus Plan.
• · The non-solicitation and non-competition covenants are extended by an additional six months, expiring two and a half years from the departure date.
• · No replacement for Ms. Cafritz was announced in the filing.

31-07-2026

Silexion Therapeutics Corp announced the resignation of Professor Amnon Peled from its Board of Directors, effective August 1, 2026, for personal reasons. The company stated that the resignation was not the result of any disagreement with the company regarding its operations, policies, or practices.

31-07-2026

On July 27, 2026, Shawn Matthews resigned from the Board of Directors of Terrestrial Energy Inc., effective immediately. The resignation was not due to any disagreement with the company's operations, policies, or practices. No replacement or further board changes were announced.

• · Shawn Matthews' resignation was effective immediately on July 27, 2026.
• · The resignation was not the result of any disagreement with the company's operations, policies, or practices.
• · No successor or interim board member was named in the filing.

31-07-2026

Direct Digital Holdings, Inc. held its 2026 Annual Meeting on July 31, 2026, where stockholders approved all three proposals: election of six directors, ratification of BDO USA, P.C. as independent auditor for FY2026, and an amendment to the 2022 Omnibus Incentive Plan to increase authorized Class A Common Stock by 1,200,000 shares. The meeting had a quorum of approximately 51% of eligible votes (425,635 out of 834,910 votes). Notably, Proposal 3 (Equity Plan Amendment) received only 171,930 votes in favor versus 24,036 against, with 229,257 broker non-votes, indicating relatively narrow support among votes cast.

• · Proposal 1 (Director Election): All six directors received between 187,568 and 188,791 votes for, with 7,587 to 8,810 votes withheld, and 229,257 broker non-votes each.
• · Proposal 2 (Auditor Ratification): 416,368 votes for, 8,509 against, 758 abstentions — strong approval.
• · Proposal 3 (Equity Plan Amendment): 171,930 votes for, 24,036 against, 412 abstentions, 229,257 broker non-votes — only 87.7% of votes cast (excluding broker non-votes) were in favor.
• · Record date for voting was June 18, 2026.
• · Annual Meeting was held virtually at 9:30 a.m. Central Time.

31-07-2026

Kyndryl Holdings held its 2026 annual meeting on July 30, 2026, where all director nominees were elected with ~90% support, and shareholders approved the Amended and Restated Kyndryl 2021 Long-Term Performance Plan (adding 7,600,000 shares) with 94% approval. The advisory vote on executive compensation passed with 75% support, while the ratification of PricewaterhouseCoopers as auditor received 97% approval. The filing also includes the appointment of Ann Schlaffman as Vice President, Associate General Counsel and Assistant Corporate Secretary.

• · Director nominees received ~90% support with votes for ranging from 131,463,668 to 133,130,682.
• · Advisory vote on executive compensation had 110,385,733 votes for and 35,738,773 against (75% approval).
• · Amended Plan approval had 139,325,459 votes for and 6,784,271 against (94% approval).
• · Auditor ratification had 176,123,580 votes for and 4,164,302 against (97% approval).
• · Broker non-votes were 34,094,713 for all proposals except auditor ratification.

31-07-2026

BorgWarner Inc. announced the appointment of Rajesh Kalathur to its Board of Directors, effective July 31, 2026. Mr. Kalathur brings extensive global leadership experience from Deere & Company, where he most recently served as President of John Deere Financial and Chief Information Officer, overseeing over $70 billion in assets. The filing contains only positive forward-looking information with no negative or flat metrics to report.

• · Mr. Kalathur retired from Deere & Company in 2026 after joining in 1996.
• · He previously served as Deere & Company's Chief Financial Officer for more than six years.
• · He holds a B.S. in Mechanical Engineering from the National Institute of Technology, Jamshedpur, India, an M.S. in Industrial Engineering from the University of Alabama, and an MBA from the University of Chicago Booth School of Business.

31-07-2026

Imperial Oil Ltd announced the resignation of director Neil Hansen from the board and its committees effective July 30, 2026. The board appointed Steven Abrahams, CFO of ExxonMobil Product Solutions, as a director effective the same date; he will not receive compensation due to his employment with Exxon Mobil Corporation.

• · Mr. Hansen resigned from the board's finance committee and safety and sustainability committee.
• · Mr. Abrahams will serve on the board's finance committee and safety and sustainability committee.
• · Mr. Abrahams will not receive director compensation because he is employed by Exxon Mobil Corporation.

31-07-2026

On July 29, 2026, Stanley J. Bradshaw retired from the board of directors of First Busey Corporation and its subsidiary Busey Bank, effective immediately. The retirement was not due to any disagreement with the board or management. Following his departure, the board reduced its size from 12 to 11 directors.

• · Stanley J. Bradshaw's retirement was effective immediately on July 29, 2026.
• · The board size was reduced from 12 to 11 directors.

31-07-2026

Lion Copper & Gold Corp. announced that Douglas Stiles has transitioned from his executive management role to a strategic advisor position, as he accepted the role of President at Silver Bow Mining Corp. The company emphasized that the permitting program for the Yerington Copper Project remains on schedule and uninterrupted, with the team fully engaged.

• · Douglas Stiles has accepted the position of President of Silver Bow Mining Corp.
• · The permitting team remains fully engaged and the permitting program continues on schedule and without interruption.
• · Mr. Stiles will continue to provide limited advisory support on strategic permitting, environmental and project development matters.