US Corporate Distress Financial Stress SEC Filings — May 26, 2026

26-05-2026

NOG announced a strategic entry into Canada with a CA$350 million (~US$259 million) acquisition of a 25% non-operated stake in light oil Duvernay Shale assets from Parallax Energy Operating Inc., with ~CA$113 million (~US$83.5 million) paid in NOG common stock and the remainder in cash. The assets include ~4,000 Boe/d of production (80% light oil) and 75,000 net acres with ~20 years of inventory and breakevens below $50 WTI. The transaction is expected to be leverage neutral and accretive to key valuation metrics, but NOG also updated its 2026 guidance with slightly higher production and oil output while keeping capital expenditures unchanged at $850–$900 million.

• · The effective date for the transaction is April 1, 2026, with closing expected late in Q2 2026.
• · NOG expects to incur up to $40–$45 million in capital expenditures on the assets post-closing in 2026, and $45–$50 million in 2027.
• · Operating costs on the acquired assets are expected to be less than $7.50 per Boe/d, below NOG's corporate average.
• · NOG intends to enter into derivatives transactions to hedge currency fluctuations related to operating costs on a multi-year basis.
• · NOG may repurchase a portion of the stock consideration in the open market depending on market conditions.
• · The contingent consideration of CA$25 million (~US$18.5 million) is payable in Q1 2028 if certain average oil prices are achieved through end of 2027.
• · Gas realization as a % of Henry Hub/MCF was revised downward from 70%–75% to 70.0%–72.5%, indicating slightly weaker gas pricing expectations.
• · Production taxes as a % of oil & gas sales were revised upward from 7%–8% to 7.5%–8.0%.

26-05-2026

Cartesian Therapeutics secured up to $150 million in non-dilutive financing from K2 HealthVentures, with an initial $50 million tranche funded, extending cash runway into 2028. The company expects topline data from the Phase 3 AURORA trial of Descartes-08 in myasthenia gravis in Q1 2027, with a BLA filing planned for mid-2027. However, Chief Medical Officer Miloš Miljković is stepping down for personal reasons, though the company expects continued support from Head of R&D Peter Traber.

• · Descartes-08 is an autologous anti-BCMA mRNA CAR-T designed for outpatient administration without preconditioning chemotherapy.
• · Phase 3 AURORA trial is randomized, double-blind, placebo-controlled with 1:1 randomization, six once-weekly outpatient infusions, and primary endpoint of proportion of patients with ≥3-point MG-ADL improvement at Month 4.
• · Phase 2 TRITON trial in myositis (dermatomyositis and antisynthetase syndrome) initiated April 2026; data from a subset expected in 1H27 to determine path to pivotal trial.
• · Phase 1/2 HELIOS pediatric trial in JDM initiated January 2026; FDA granted Rare Pediatric Disease Designation for Descartes-08 in JDM.
• · Morgan Stanley served as sole structuring agent for the credit facility.
• · Second tranche ($25M) requires achievement of specified clinical and financing milestones; third tranche ($25M) requires approval and sales milestones.

26-05-2026

Trinseo PLC and certain subsidiaries filed voluntary Chapter 11 petitions on May 26, 2026, to implement a prepackaged restructuring plan supported by a significant majority of its debt holders. The restructuring is expected to reduce total debt by approximately $2.0 billion and annual interest expense by approximately $140 million. However, existing equity holders are expected to receive no recovery, with their interests cancelled, and the company cautions that trading in its securities during the Chapter 11 cases is highly speculative.

• · The Chapter 11 cases were filed in the United States Bankruptcy Court for the Southern District of Texas, Houston Division.
• · The company commenced solicitation for approval of the plan on May 25, 2026, prior to filing the petitions.
• · The company filed customary 'first day' motions to continue paying employees, vendors, and customers in the ordinary course.
• · The filing of the Chapter 11 petitions constitutes an event of default under the company's prepetition funded debt agreements, including term loans, a super-priority revolving credit facility, a securitization program, and 7.625% second lien senior secured notes due 2029.
• · The automatic stay under the Bankruptcy Code prevents creditors from enforcing remedies, and supporting creditors have agreed to forbear under the Restructuring Support Agreement.
• · Court filings and information are available at a website maintained by Kroll Inc. (https://restructuring.ra.kroll.com/trinseo) and at www.StrengtheningTrinseo.com.

26-05-2026

Cycurion, Inc. announced the strategic acquisition of Halo Privacy and the full integration of HavenX, expected to close at the end of June 2026, creating a unified AI-driven platform for government-grade privacy, secure communications, and active defense. Halo Privacy generated $7 million in total revenue in 2025, including $5.5 million in high-quality ARR with strong gross margins, and approximately 95% of its business comes from U.S. government agencies. However, the acquisition is subject to closing risks and the company's forward-looking statements caution that actual results may differ materially from expectations.

• · Halo Privacy has been a trusted leader in secure communications since 2015.
• · Halo Privacy has preferred vendor status and an exceptional track record of renewals with U.S. government agencies.
• · A multi-year, multimillion-dollar government contract was awarded to Halo Privacy in March 2026.
• · Halo Privacy's solutions are built by former U.S. government field operators and communications specialists.
• · HavenX specializes in digital investigations, OSINT, attribution, cyber-harassment tracking, and threat actor identification.
• · Cycurion is accelerating expansion into the private sector targeting high-net-worth individuals, investment banks, healthcare, R&D-intensive enterprises, law firms, and C-suite executives.

26-05-2026

Octave Intelligence plc, a spin-off from Hexagon AB, announced the distribution of its shares to Hexagon shareholders and the commencement of trading on Nasdaq Stockholm (SDRs under 'OCTV SDB') and Nasdaq New York (class B ordinary shares under 'OCTV'), with the first day of regular-way trading on Nasdaq New York expected on May 28, 2026. The company also designated Ireland as its Home Member State for regulatory purposes. The filing highlights the successful separation from Hexagon and the dual listing, but notes forward-looking risks related to operating as an independent public company and market conditions.

• · Share distribution ratio: one class A ordinary share in Octave for every ten Series A shares held in Hexagon, and one class B ordinary share for every ten Series B shares held in Hexagon.
• · Record date for distribution: May 22, 2026.
• · SDRs trade on Nasdaq Stockholm under ticker 'OCTV SDB' with ISIN SE0028329433.
• · Class B ordinary shares trade on Nasdaq New York under ticker 'OCTV' with ISIN IE0003YHD8K8 and CUSIP G22845 104.
• · First day of regular-way trading on Nasdaq New York expected May 28, 2026.
• · SDR conversion to underlying class B ordinary shares is free of charge for the first six months from the first day of trading on Nasdaq Stockholm; thereafter a conversion fee applies.
• · Octave is an Irish company with registered office in Ireland and has chosen Ireland as its Home Member State.
• · Forward-looking statements caution about risks including separation from Hexagon, independent operations, market conditions, and competitive pricing.

26-05-2026

Odyssey Health, Inc. (ODYY) entered into Amendment No. 12 to its Convertible Promissory Note with LGH Investments, LLC, extending the maturity date from an unspecified prior date to September 30, 2026. The original note was dated April 5, 2021, with a loan amount of $1,050,000. This marks the twelfth amendment to the note, indicating repeated extensions and potential ongoing liquidity challenges.

• · The original Convertible Promissory Note was issued on April 5, 2021, for $1,050,000.
• · The maturity date has been extended to September 30, 2026, through this amendment.
• · This is the twelfth amendment to the note, suggesting a pattern of repeated extensions.
• · The amendment was effective as of April 30, 2026.

26-05-2026

Nuvve Holding Corp. received a Nasdaq notice on May 22, 2026, for failing to file its Q1 2026 Form 10-Q on time, violating Listing Rule 5250(c)(1). This adds a second delisting basis to an existing proceeding for the stock price falling below $1.00. The company has until May 29, 2026, to request a stay of suspension and intends to take all reasonable measures to regain compliance and remain listed.

• · The company is already before the Nasdaq Hearings Panel due to its common stock closing price falling below $1.00 per share for 30 consecutive trading days under Listing Rule 5550(a)(2).
• · The new delisting basis stems from failure to file the Quarterly Report on Form 10-Q for the period ended March 31, 2026.
• · If the company regains compliance before a scheduled hearing, the hearing may be mooted out.
• · The company issued a press release on May 22, 2026, regarding the notice, furnished as Exhibit 99.1.

26-05-2026

Encore Capital Group issued $750.0 million in 6.625% senior secured notes due 2032, with interest payable semi-annually starting December 1, 2026. The notes are secured by substantially all assets of the company and its guarantors, and are fully guaranteed by material subsidiaries. The filing does not disclose any negative or flat performance metrics, as it is a debt issuance event.

• · Interest on the notes is payable semi-annually on June 1 and December 1, beginning December 1, 2026.
• · The notes mature on June 1, 2032, unless earlier repurchased or redeemed.
• · The indenture includes subsidiary guarantors and is secured by substantially all assets of the company and guarantors.

26-05-2026

SharonAI Holdings appointed Mr. Andrew Penn AO as non-executive Chairman of the board, effective May 22, 2026. Mr. Penn brings extensive experience from Telstra, AXA Asia Pacific, and McKinsey, and is expected to guide the company's strategic growth. No financial figures or period-over-period comparisons were provided in this filing.

• · Mr. Penn was formerly CEO of Telstra (2015-2022) and CEO of AXA Asia Pacific Holdings (2006-2011).
• · He is currently a non-executive director and Chair of the Audit and Risk Committee of Coles Group, Chair of Visit Victoria, and a Senior Adviser with McKinsey & Company.
• · Mr. Penn was named an Officer of the Order of Australia (AO) in the 2023 Australia Day honours.
• · Sharon AI primarily uses its Investor Relations page for material disclosures and also uses X and LinkedIn for additional dissemination.

26-05-2026

Ares Strategic Income Fund entered into a Third Amended and Restated Senior Secured Credit Agreement dated May 21, 2026 with JPMorgan Chase Bank as Administrative Agent and seven other syndication agents, securing a $4.1 billion credit facility that amends and restates the prior $4.1 billion facility dated April 15, 2025. The facility is a senior secured revolving credit line that refinances existing commitments with largely the same bank syndicate and administrative agent, demonstrating continued strong lender support and access to institutional capital markets.

• · The facility size remains at $4.1 billion, unchanged from the prior Second Amended and Restated facility dated April 15, 2025, indicating stable credit capacity rather than an expansion.
• · The agreement includes multicurrency borrowing capabilities in AUD, CAD, CHF, EUR, GBP, SEK, and Yen, providing significant foreign currency flexibility.
• · The administration of the facility includes JPMorgan Chase as Administrative Agent and a syndicate of seven additional major banks as bookrunners and lead arrangers.
• · Interest rate options include Alternate Base Rate (ABR), Adjusted Term SOFR Rate, Adjusted EURIBOR Rate, Adjusted TIBOR Rate, Adjusted Daily Simple RFR (Sterling, CHF, USD, CAD), and Adjusted Term CORRA Rate, with floors applied to each.
• · The Borrower's outstanding unsecured notes (2028-2032 maturities) remain in place, totaling $4.9B in unsecured debt across eight tranches.

26-05-2026

Ares Capital Corporation (ARCC) entered into a Seventeenth Amended and Restated Senior Secured Credit Agreement dated May 21, 2026, increasing its revolving credit facility to $5.481 billion from the prior facility. The agreement involves a syndicate of major banks led by JPMorgan Chase as administrative agent and includes provisions for multi-currency borrowings, letters of credit, and swingline loans. The filing does not disclose any negative financial performance metrics, as it is a financing agreement update rather than an earnings report.

• · The agreement amends and restates the existing credit facility originally dated December 28, 2005, as last amended on April 15, 2025.
• · The facility includes multicurrency borrowing options in CAD, GBP, EUR, and potentially other foreign currencies.
• · Non-extending lenders identified include Bank of Communications (2024), Comerica Bank (2025), and Société Générale, Land Bank of Taiwan, First Commercial Bank (2026).
• · The agreement includes provisions for borrowing base calculations, financial covenants, and events of default.
• · The facility is secured and includes representations, warranties, and affirmative/negative covenants typical for such agreements.

26-05-2026

Wheels Up Experience Inc. announced that lead strategic investor Delta Air Lines has extended its lock-up restriction on all shares issued under the Investment and Investor Rights Agreement for an additional year through May 22, 2027. This extension covers more than 35% of the company's total outstanding shares as of May 22, 2026, and follows Delta's recent commitment for a $100 million term loan, signaling continued confidence in Wheels Up's transformation strategy.

• · Lock-up extension runs through May 22, 2027.
• · Delta's $100 million term loan was first announced on May 11, 2026.
• · Wheels Up provides on-demand private aviation and cargo services to individuals and government organizations.

26-05-2026

Cogent Communications Holdings, Inc. announced a definitive agreement to sell 10 data center facilities to a newly formed entity sponsored by I Squared Capital for $225 million in cash. The transaction is expected to close on or after June 12, 2026, subject to HSR Act waiting period expiration. The sale represents a strategic divestiture of non-core assets, but no financial impact or gain/loss details were disclosed.

• · The 10 facilities are located in Phoenix, AZ; Anaheim, CA; Burbank, CA; Stockton, CA; Atlanta, GA; Chicago, IL; Elkridge, MD; Kansas City, MO; Nashville, TN; and Houston, TX.
• · The transaction is expected to close on the later of June 12, 2026 and the expiration or termination of the HSR Act waiting period.
• · Cogent's all-optical IP network provides services in 306 markets globally.
• · No financial details on expected gain, loss, or use of proceeds were provided.

26-05-2026

Urban Outfitters, Inc. entered into a Fifth Amendment to its Credit Agreement on May 19, 2026, extending the Maturity Date, terminating the Canadian sub-facility, and releasing URBN Canada Retail, Inc. from its obligations and liens. The amendment requires the company to maintain at least $225 million in aggregate availability after giving effect to the amendment. No financial performance metrics or period-over-period comparisons are provided in this filing.

• · The amendment was dated May 19, 2026, and filed on May 26, 2026.
• · The original credit agreement was dated June 29, 2018, and had been amended four times previously.
• · The amendment includes the release of URBN Canada from all obligations and liens under the credit agreement.
• · Departing Canadian Lenders were paid in full for principal, accrued interest, and fees as of the effective date.
• · Conditions for effectiveness included delivery of legal opinions, secretary's certificates, good standing certificates, and lien search results.

26-05-2026

Assembly Biosciences announced a priced underwritten offering of 3,358,602 common shares at $26.50 per share and pre-funded warrants for 415,000 shares at $26.499 per warrant, expecting approximately $100M in gross proceeds. The offering includes participation from Gilead Sciences, Commodore Capital, and other healthcare investors. Proceeds will fund clinical development and general corporate purposes, but the offering significantly dilutes existing shareholders.

• · Offering price per common share: $26.50; per pre-funded warrant: $26.499
• · Pre-funded warrants have an exercise price of $0.001 per share
• · Underwriters have a 30-day option to purchase up to 566,040 additional shares
• · Shelf registration statement declared effective March 27, 2026
• · Expected closing date for the offering: May 26, 2026
• · Joint book-running managers: Guggenheim Securities, UBS Investment Bank, and Mizuho; Lead manager: H.C. Wainwright & Co.

26-05-2026

20/20 Biolabs, Inc. (AIDX) filed an 8-K on May 26, 2026, announcing an amendment to its Amended and Restated Bylaws, effective May 19, 2026. The amendment reduces the stockholder quorum requirement for meetings from a majority to one-third of outstanding shares entitled to vote. This change, adopted by the Board of Directors, aims to facilitate easier transaction of business at stockholder meetings.

• · The amendment modifies Section 2.5 of the Bylaws, reducing the quorum requirement from a majority to one-third of outstanding shares entitled to vote.
• · The amendment was adopted by the Board of Directors and is effective as of May 19, 2026.
• · All other terms of the Current Bylaws remain unchanged and in full force.

26-05-2026

Shimmick Corporation completed an underwritten public offering of 4,289,500 shares of common stock at $3.50 per share, raising net proceeds of approximately $14.0 million after underwriting discount and expenses. The offering was conducted via an underwriting agreement with Roth Capital Partners, LLC, and closed on May 26, 2026. The company granted the underwriter a 30-day option to purchase up to 559,500 additional shares, which was fully exercised.

• · The offering was made under the company's effective shelf registration statement on Form S-3 (Registration No. 333-288513), declared effective on July 10, 2025.
• · The underwriting agreement includes customary representations, warranties, conditions to closing, indemnification obligations, and termination provisions.
• · The company is an emerging growth company as defined under the Securities Act.

26-05-2026

BlackRock Monticello Debt Real Estate Investment Trust entered into a First Amendment to its Revolving Credit Agreement with JPMorgan Chase Bank, N.A. on May 21, 2026. The amendment extends the stated maturity date to May 20, 2027 (from the original May 22, 2025 date) and adjusts the applicable interest rate margins to 0.85% for ABR loans and 1.85% for Term Benchmark or Daily Simple SOFR loans. The amendment also includes a facility extension fee of [***] basis points per annum on the maximum commitment, prorated through the new maturity date.

• · The amendment was executed on May 21, 2026 and filed on May 26, 2026.
• · The original credit agreement was dated May 22, 2025.
• · The amendment includes a facility extension fee of [***] basis points per annum on the maximum commitment, prorated from the prior maturity date to the new stated maturity date.
• · The borrower represented that no event of default, potential default, or mandatory prepayment event exists as of the amendment date.
• · The extended maturity date is no later than 30 days prior to the termination of the borrower's ability to call capital commitments for repaying obligations.

26-05-2026

Topgolf Callaway Brands Corp. (MODG) held its 2026 Annual Meeting on May 21, 2026, where shareholders elected nine directors, ratified Deloitte & Touche LLP as the independent auditor for fiscal 2026, and approved executive compensation on an advisory basis. Following the election, the company entered into standard indemnification agreements with newly elected directors Thomas G. Dundon and Mark D. Mandel. While all proposals passed, director Adebayo O. Ogunlesi received a notable 9.7 million against votes (6.6% of votes cast), and the say-on-pay proposal saw 8.9 million against votes (6.1% of votes cast), indicating some shareholder dissent.

• · Director Adebayo O. Ogunlesi received the highest number of against votes among all director candidates at 9,691,484 (6.6% of votes cast).
• · The say-on-pay proposal passed with 136,918,067 for, 8,942,872 against, and 585,222 abstentions, representing 6.1% against votes (excluding broker non-votes).
• · Ratification of Deloitte & Touche LLP as auditor passed with 156,259,310 for, 3,553,082 against, and 561,077 abstentions.
• · Broker non-votes totaled 13,927,308 for all director elections and the say-on-pay proposal.
• · The company entered into standard indemnification agreements with new directors Thomas G. Dundon and Mark D. Mandel on May 21, 2026.

26-05-2026

Starwood Property Trust, Inc. closed a private offering of $600 million aggregate principal amount of 6.125% unsecured senior notes due 2031 on May 26, 2026. The company intends to use net proceeds to redeem or repay its $400 million outstanding 3.625% Senior Notes due 2026, fund eligible green/social projects, and for general corporate purposes. The notes are senior unsecured obligations and rank pari passu with existing and future senior unsecured debt.

• · The notes were issued in a private offering exempt from SEC registration under Rule 144A and Regulation S.
• · Interest on the notes will be paid semi-annually on June 1 and December 1, starting December 1, 2026.
• · The notes mature on June 1, 2031.
• · The indenture includes a Springing Guarantee Covenant that may require certain domestic subsidiaries to guarantee the notes under specific conditions.
• · Covenants limiting additional indebtedness and requiring a 120% unencumbered asset coverage ratio will terminate if the notes achieve investment-grade ratings and no default exists.
• · Prior to December 1, 2030, the company may redeem notes at a make-whole premium; on or after that date, at par plus accrued interest.
• · Upon a Change of Control Triggering Event, the company must offer to repurchase notes at 101% of principal plus accrued interest.

26-05-2026

World Acceptance Corporation entered into a Consent and Limited Modification to its Fixed Charge Coverage Ratio covenant with Bank of Montreal and required lenders on May 22, 2026. The modification temporarily lowers the required minimum ratio from 2.25x to 2.20x for Q1 FY26 (ending March 31, 2026), 2.10x for Q2 FY26 (ending June 30, 2026), and 2.15x for Q3 FY26 (ending September 30, 2026), before reverting to 2.25x from Q4 FY26 onward. This indicates the company is facing near-term financial pressure, though the covenant relief is limited and temporary.

• · The modification was entered into on May 22, 2026, and filed on May 26, 2026.
• · The Credit Agreement was originally dated July 22, 2025.
• · The modification is with the Required Lenders party to the Credit Agreement, not all lenders.
• · The original covenant level of 2.25x is restored starting Q4 FY26 (December 31, 2026).
• · Except for the modified covenant levels, the Credit Agreement remains in full force and effect.

26-05-2026

Future FinTech Group Inc. (FTFT) entered into Pre-Paid Purchase #3 with Avondale Capital, LLC on May 20, 2026, issuing a $2.16M principal Pre-Paid Instrument in exchange for $2.0M in cash proceeds, reflecting an 8% original issue discount. This is the third tranche under a $10M Pre-Paid Securities Purchase Agreement approved by shareholders in September 2025. The company has now raised a total of $3.8M in gross proceeds across three tranches, with the latest tranche being the largest at $2.0M, indicating increased reliance on dilutive financing.

• · The Pre-Paid Purchase #3 carries an 8% original issue discount ($160K) included in the initial principal balance and deemed fully earned and non-refundable.
• · The Pre-Paid Purchase #3 bears simple interest at 8% per annum, computed on a 360-day year.
• · Company may prepay any portion of the Outstanding Balance at 120% of the amount prepaid, with 10 Trading Days' prior written notice.
• · Investor has the right to convert the Outstanding Balance into Purchase Shares starting six months from the Purchase Price Date or upon effectiveness of the Registration Statement, whichever is earlier.
• · A 9.99% beneficial ownership limitation applies to the Investor and its affiliates.
• · If the Purchase Share Purchase Price falls below the Floor Price, Investor can demand cash payment instead of shares.
• · The Pre-Paid Purchase #3 is unsecured.
• · All shares issued under the Pre-Paid SPA are registered under an effective S-1 Registration Statement filed September 30, 2025.

26-05-2026

Editas Medicine announced the pricing of an underwritten public offering of 55,555,556 shares of common stock and accompanying warrants at a combined price of $2.25 per unit, expected to raise approximately $125.0 million in gross proceeds (before expenses), with potential additional proceeds of up to $194.4 million if all warrants are exercised. The offering is set to close on May 27, 2026, and is being managed by Cantor and Wells Fargo Securities. The company is a pioneer in CRISPR gene editing, but the offering significantly dilutes existing shareholders, and the warrants have a conditional expiration tied to clinical data for EDIT-401.

• · Each unit consists of one share of common stock and one warrant, priced at $2.25.
• · Warrant exercise price is $3.50 per share (or $3.4999 for pre-funded warrants).
• · Warrants expire 30 days after public announcement of Phase 1 data for EDIT-401 showing >80% LDL-C reduction in at least 3 patients with ≥1 month follow-up, or 3 years from issuance, whichever is earlier.
• · Pre-funded warrants issued upon exercise of common stock warrants have an exercise price of $0.0001 per share.
• · The offering is being made under an effective shelf registration statement (File No. 333-277471) filed in 2024 and amended in 2025.
• · The company is the exclusive licensee of Broad Institute's Cas12a and Cas9 patent estates for human medicines.

26-05-2026

LiqTech International issued $1.1 million in senior promissory notes with a 9.09% original issue discount, netting $1.0 million in proceeds for working capital and general corporate purposes. The notes rank senior to all other indebtedness except trade payables and purchase money debt. The filing does not disclose any comparative financial performance metrics, so no period-over-period analysis is possible.

• · The notes are senior obligations ranking first in right and priority of payment with all other indebtedness (except trade payables and purchase money indebtedness).
• · The Company represented it has not issued any capital stock since its Q1 2026 10-Q filing except for equity awards and consultant/employee issuances.
• · The Company is subject to SEC reporting requirements and has timely filed all required reports to maintain Form S-3 eligibility.
• · The Company represented no material adverse change has occurred since the 10-Q filing date.

26-05-2026

Kiniksa Pharmaceuticals International, plc filed an 8-K on May 26, 2026, reporting Item 1.01 (Entry into a Material Definitive Agreement) and Item 9.01 (Financial Statements and Exhibits). The filing indicates a material agreement was entered into, but no specific financial terms, counterparty, or strategic details are disclosed in the summary. The filing is timely and mandatory, but the lack of quantitative data limits assessment of materiality.

• · Filing date: May 26, 2026
• · Filing size: 241 KB
• · AccNo: 0001730430-26-000025
• · Sector: not specified

26-05-2026

Toppoint Holdings Inc. entered into a Securities Purchase Agreement on May 19, 2026, to issue and sell an aggregate of 5,000,000 shares of common stock at $0.83 per share for gross proceeds of $4,150,000. The private placement, expected to close on or around May 28, 2026, was conducted under exemptions from registration provided by Section 4(a)(2) of the Securities Act, Rule 506(b) of Regulation D, and/or Regulation S. The company intends to use the net proceeds for general corporate and working capital purposes.

• · The purchase price of $0.83 per share was the 'Minimum Price' as defined in Section 713 of the NYSE American LLC Company Guide as of May 18, 2026.
• · The shares were offered and sold in reliance on exemptions from registration under Section 4(a)(2) of the Securities Act, Rule 506(b) of Regulation D, and/or Regulation S.
• · Purchasers included both U.S. accredited investors and non-U.S. persons (offshore transactions under Regulation S).
• · The agreement includes customary representations, warranties, covenants, closing conditions, and termination provisions.
• · Closing is expected on or around May 28, 2026.

26-05-2026

Angel Oak Financial Strategies Income Term Trust (FINS) completed a $50M private placement of Series A Mandatorily Redeemable Preferred Shares (rated A3/Moody's) and a $40M private offering of Series C Senior Notes (rated A1/Moody's). The proceeds will refinance existing debt and support new investments. The Fund also set a record date of July 10, 2026 and an annual shareholder meeting for September 25, 2026, with proposals including trustee elections, a governance amendment to lower the trustee removal threshold, and ratification of the auditor.

• · MRPS due April 30, 2031; Series C Notes due July 8, 2030, Series B Notes due July 8, 2028.
• · Series C Notes are rated A1; MRPS rated A3 by Moody's.
• · Series C Notes will replace maturing Series A Senior Notes (2.35%, due July 8, 2026) in July 2026 via delayed draw.
• · Repurchase agreement leverage $75.5M (unrated in table).
• · Shareholders vote on six proposals: elect two Class II trustees, MRPS holders elect one Class III trustee, lower removal threshold from 75% to 66.67%, approve adjournments, ratify Cohen & Company as auditor, and other business.
• · Notice deadline for shareholder nominations/business: between 150th and 120th day prior to meeting, or 10 days after public announcement if later.

26-05-2026

Lincoln International, Inc. filed an 8-K on May 26, 2026, announcing the adoption of an Amended and Restated Certificate of Incorporation, effective May 19, 2026. The amendment reclassifies all existing shares into Class A Common Stock and establishes a multi-class capital structure with Class A (1 vote), Class B (1 vote), and Class C (10 votes per share), subject to a sunset provision converting Class C to Class B after 10 years or when LILP Controlling Partners' aggregate ownership falls below 20%. The filing also details restrictions on dividend rights (Class B and C generally non-dividend-bearing) and liquidation preferences favoring Class A holders.

• · The reclassification converts each share of Prior Stock into one share of Class A Common Stock automatically.
• · Class C Common Stock carries 10 votes per share, but converts to Class B (1 vote) on the earlier of 10 years after the IPO registration effective date or when LILP Controlling Partners' aggregate ownership falls below 20% of outstanding Common Stock.
• · Dividends may be declared only on Class A Common Stock (except in connection with a poison pill); Class B and C shares have no dividend rights.
• · Upon liquidation, Class B and C holders receive only $0.00001 per share, while Class A holders share ratably in remaining assets.
• · Class B shares may only be issued to holders of Common Units (excluding the Corporation) and their Permitted Transferees, with the number of shares equal to Common Units held less any Class C shares held.
• · Class C shares may only be issued to LILP Controlling Partners, their estate planning vehicles, or approved Permitted Transferees, with the number of shares equal to Common Units held less any Class B shares held.

26-05-2026

Vestand Inc. (VSTD) received a Staff Delisting Determination from Nasdaq on May 19, 2026, due to its failure to file its September 2025 Quarterly Report, 2025 Form 10-K, and March 2026 Quarterly Report (the 'Delinquent Reports'), violating Nasdaq Listing Rule 5250(c)(1). The company has appealed the determination and requested a hearing, which will stay any suspension for at least 15 days, but there is no assurance the stay will be extended or that the company will regain compliance. If delisted, shares may trade on the OTC market, but this outcome is uncertain.

• · The company had previously received notices of non-compliance on December 2, 2025, and April 29, 2026, and was granted an exception until May 18, 2026, to regain compliance.
• · The Staff Determination was issued on May 19, 2026, the day after the exception deadline.
• · The company submitted a hearing request on May 22, 2026, which automatically stays suspension for 15 days from that date.
• · Hearings are typically scheduled 30 to 45 days after the hearing request.
• · If delisted, shares may become eligible for trading on the OTC market, but this is not assured.

26-05-2026

IREN Ltd entered a $1.6bn purchase agreement with Dell for air-cooled Blackwell systems to service a $3.4bn AI cloud contract. The deployment at Childress, Texas is expected to increase ARR from $3.7bn to $4.4bn by early 2027, but the $4.4bn ARR target includes non-contracted revenue and is subject to risks.

• · Payment terms structured on a post-shipment basis.
• · IREN is advancing GPU financing for the agreement.
• · The $4.4bn ARR target includes $1.8bn from planned GPU deployments at British Columbia and Childress sites, which are not fully contracted.
• · Commissioning targeted for early 2027.

26-05-2026

Evolution Metals & Technologies Corp. (EMAT) received a Nasdaq deficiency notice on May 21, 2026 for failing to timely file its Q1 2026 Form 10-Q (Rule 5250(c)(1)). The company filed the delinquent report on May 22, 2026, and Nasdaq confirmed compliance on May 26, 2026, closing the matter. No financial impact or ongoing listing risk was associated with the event, though the late filing suggests potential internal administrative delays.

• · The company filed a Form 12b-25 on May 15, 2026, disclosing it could not file the Form 10-Q on time without unreasonable effort or expense.
• · EMAT's common stock trades under the symbol EMAT on The Nasdaq Stock Market LLC.
• · The company changed its name from Welsbach Technology Metals Acquisition Corp. (effective June 7, 2021).
• · The notice had no immediate effect on the listing of the company's common stock.
• · Principal executive offices are located at 4040 NE 2nd Ave, Suite 349, Miami, Florida 33137.

26-05-2026

Aspira Women's Health Inc. (OTCQX: AWHL) announced a Master Collaboration and License Agreement with Cleveland Clinic to advance AI-powered, noninvasive diagnostics in women's health. The collaboration focuses on biomarker discovery, translational research, and clinical validation of multiomic diagnostics, with joint leadership from both institutions. While the agreement expands Aspira's scientific capabilities and platform strategy, the company faces ongoing risks related to product development and commercialization as noted in forward-looking statements.

• · The agreement establishes a framework for future platform expansion including biomarker discovery, data generation, translational development, intellectual property collaboration, and clinical research initiatives.
• · The initiative will be jointly led by Kevin Elias, M.D. (Cleveland Clinic) and Todd Pappas, Ph.D. (Aspira Women's Health).
• · Aspira's in-development test pipeline aims to expand ovarian cancer portfolio and address non-invasive diagnostics for endometriosis.
• · Cleveland Clinic is a 6,725-bed health system with 23 hospitals and 300 outpatient facilities, recording 15.9 million outpatient encounters and 336,000 surgeries in 2025.
• · The filing is an 8-K dated May 26, 2026, under Items 1.01 (Material Agreement Entry) and 9.01.

26-05-2026

Allied Gaming & Entertainment Inc. (AGAE) announced a definitive agreement to acquire a 57.67% controlling interest in HyalRoute Fiber-Optic Communication Group for US$2.3068 billion, payable entirely in newly issued AGAE common shares at a reference price of US$10.00 per share, based on a US$4.0 billion valuation for HyalRoute. The acquisition transforms AGAE into a global AI optical network platform combining optical compute and optical transmission. While HyalRoute's revenue grew strongly from US$120 million in 2024 to US$219 million in 2025 and net income rose from US$60.2 million to US$108.5 million, the company experienced significant declines during the COVID-19 pandemic, with revenue falling from US$355 million in 2019 to US$135 million in 2021, and its current valuation of US$4.0 billion represents a 46%-57% discount to the US$8.0-$10.0 billion range estimated by major banks in 2019.

• · HyalRoute's revenue increased from approximately US$200 million in 2016 to US$355 million in 2019, with EBITDA of US$268 million in 2019.
• · During COVID-19, revenue declined to US$138 million in 2020 and US$135 million in 2021.
• · HyalRoute owns 85,000 km of pan-ASEAN fiber-optic network, including 35,000 km in the Philippines, 23,000 km in Cambodia (100% coverage of all 25 provinces), and 26,000 km in other ASEAN countries.
• · HyalRoute holds a 35-year telecommunications operating license in Cambodia and is the only owner of directly buried backbone and metropolitan optical networks there.
• · The company owns 1,700 Gbps of capacity in the AAE-1 submarine cable system spanning 25,000 km across Asia, Africa, and Europe, and wholly owns the Cambodia landing station.
• · A planned compute center in ASEAN will deploy NVIDIA Vera Rubin GPU clusters with 400 PFLOPS FP8 capacity, silicon photonics CPO interconnect, and immersion liquid cooling with target PUE of 1.08-1.10.
• · The transaction uses a phased payment mechanism with unregistered consideration shares tied to asset delivery milestones.
• · The acquisition resolves shareholder disagreements and addresses corporate governance and compliance risks after nearly three years of negotiations and due diligence.
• · HyalRoute's current US$4.0 billion valuation is below the independent appraised value of US$4.3 billion and represents a 46%-57% discount to the US$8.0-$10.0 billion range estimated by major banks in 2019.

26-05-2026

On May 22, 2026, Nocera, Inc. entered into an Equity Purchase Facility Agreement (EPFA) with an institutional investor, securing a committed equity facility of up to $100,000,000 over 24 months to sell newly issued common shares at the Company's discretion. Concurrently, the Company amended its existing Securities Purchase Agreement to redirect proceeds from senior secured convertible notes to general corporate purposes and acquisitions. While the facility provides substantial potential liquidity without mandatory advance requirements, it is subject to a 19.99% Exchange Cap pending stockholder approval and an ownership limitation of 4.99% (which can be increased to 9.99% with notice).

• · The EPFA includes a 24-month commitment period beginning May 22, 2026, with termination upon the earliest of (i) the 24-month anniversary, (ii) full utilization of the $100M commitment, or (iii) a material restatement of financials for two or more consecutive quarters.
• · The Company is not obligated to make any Advances and there is no mandatory minimum amount or non-usage fee.
• · During the Additional Issuance Restricted Period, the Investor has a right of first refusal on any Subsequent Placement, and the Company is prohibited from entering into any Variable Rate Transaction unless exceptions apply.
• · The shares issued under the EPFA were offered in reliance on Section 4(a)(2) of the Securities Act as transactions not involving any public offering, and the Investor represented itself as an 'accredited investor'.
• · The First Amendment to the Securities Purchase Agreement (Original SPA dated Oct 31, 2025) modifies the use of net proceeds from the sale of Notes to include general corporate purposes, working capital, acquisitions, and other lawful purposes, while still prohibiting repayment of debt, repurchases, related party payments, and litigation settlements.

26-05-2026

UGI Corp's subsidiaries, AmeriGas Partners and AmeriGas Finance Corp., announced early results of a tender offer to purchase up to $175 million of their 9.375% Senior Notes due 2028. As of the May 22, 2026 early tender deadline, $224.771 million in principal was validly tendered, exceeding the $175 million cap, resulting in a proration factor of approximately 77.9%. The offer was fully subscribed at the early deadline, so no late tenders will be accepted, with payment for accepted notes scheduled for May 27, 2026.

• · Withdrawal rights expired at 5:00 p.m. New York City time on May 22, 2026.
• · Initial settlement date for accepted notes is May 27, 2026.
• · The offer was fully subscribed at the early tender deadline; no notes tendered after that will be accepted.
• · AmeriGas Partners is the largest retail propane marketer in the U.S., selling ~800 million gallons annually to over 1 million customers from ~1,390 locations.

26-05-2026

Profusa, Inc. entered into a First Amendment to the Asset Purchase Agreement with Bio Insights LLC on May 22, 2026, deleting the provision for issuance of Management Shares (12% of fully diluted common stock) to the CEO and CFO. The amendment removes this retention incentive, but the core asset purchase for the PanOmics Assay platform remains unchanged at $30,000,000 in Series A Convertible Preferred Stock.

• · The Amendment deletes Section 4.6 (Management Shares) and all references to Management Shares in the Agreement.
• · The conforming amendment to Section 3.3(c) removes the requirement for Compensation Committee approval related to Section 4.6.
• · The Asset Purchase Agreement was originally dated April 21, 2026, and disclosed in an 8-K filed April 27, 2026.
• · The purchase consideration is $30,000,000 in Series A Convertible Preferred Stock, convertible into common stock.

26-05-2026

Lamb Weston Holdings, Inc. subsidiary Ulanqab Lamb Weston Food Co., Ltd. entered into a RMB-denominated term loan facility agreement dated May 19, 2026, with HSBC Bank (China) Company Limited as mandated lead arranger, coordinator, and facility agent, along with other original lenders. The facility has a 60-month term from the utilization date and replaces prior bilateral and syndicated facilities. The agreement includes standard representations, financial covenants, events of default, and provisions for tax gross-up, increased costs, and FATCA compliance.

• · The facility agreement replaces an existing bilateral facility agreement dated August 22, 2024, and an existing facility agreement dated February 18, 2022.
• · The loan is denominated in RMB (Chinese Yuan).
• · The agreement includes provisions for FATCA compliance and tax gross-up.
• · The borrower is a limited liability company incorporated under PRC law with registered address in Ulanqab, Inner Mongolia.
• · The facility agent is HSBC Bank (China) Company Limited, Shanghai Branch.

26-05-2026

P3 Health Partners Inc. received a letter from Nasdaq on May 20, 2026, confirming that it has regained compliance with Nasdaq Listing Rule 5550(b)(2) regarding the market value of listed securities, resolving a prior deficiency first disclosed in November 2025. The company had previously failed to meet at least one of the alternative standards under Rule 5550(b): $2.5 million stockholders' equity, $35 million market value of listed securities, or $500,000 of net income from continuing operations. This positive development removes the immediate delisting risk, though the filing does not provide specific financial figures or details on the company's current market value.

• · The initial non-compliance notice was disclosed in an 8-K filed on November 28, 2025.
• · The compliance determination was based on the company's Form 8-K filed on May 15, 2026.
• · The specific standard now satisfied is Nasdaq Listing Rule 5550(b)(2) (market value of listed securities).
• · The company's Class A common stock trades under ticker PIII and warrants under PIIIW on The Nasdaq Stock Market LLC.

26-05-2026

Viridian Therapeutics entered into a commercial manufacturing services agreement with WuXi Biologics to secure long-term supply of veligrotug drug substance and product for commercial use, if approved. The agreement has a five-year initial term with automatic renewals, volume-based pricing fixed through December 31, 2026, and allows Viridian to use alternate manufacturers. The filing does not disclose any financial terms or performance metrics, so no positive or negative financial trends are reported.

• · WuXi Biologics will be a non-exclusive supplier; Viridian may procure from alternate manufacturers.
• · The Company provides rolling monthly forecasts; a portion of each forecast is binding and non-cancellable.
• · Product service fee fixed until December 31, 2026, then annually adjustable based on volume.
• · Initial term is five years with automatic five-year renewals unless either party gives 24 months' non-renewal notice.
• · Viridian can terminate with 30 days' notice if law changes materially and adversely affect WuXi's ability to perform.
• · Either party may terminate for uncured material breach or insolvency/bankruptcy of the other.

26-05-2026

TEN Holdings, Inc. (XHLD) raised $500,000 in gross proceeds through a private placement of 500,000 common shares on May 22, 2026, under Regulation S. However, on May 26, 2026, the Company received a Nasdaq deficiency letter for failing to meet the $2.5 million minimum stockholders' equity requirement (Listing Rule 5550(b)(1)), creating significant risk of delisting if compliance is not regained.

• · The private placement was exempt from registration under Regulation S of the Securities Act, and the investor represented they are not a U.S. person.
• · A registration rights agreement requires the Company to file a resale registration statement with the SEC within 30 days of the Purchase Agreement.
• · If Nasdaq does not accept the Company's compliance plan, the Company can request a hearing and appeal to a Nasdaq Hearings Panel.
• · The Company's stock continues to trade on the Nasdaq Capital Market pending the compliance process.

26-05-2026

Motorsport Games Inc. filed a Certificate of Amendment to its Certificate of Incorporation, effective May 24, 2026, which eliminates the ability of stockholders to act by written consent and requires all stockholder actions to be taken at duly called annual or special meetings. The amendment also clarifies that the Board may amend the Bylaws with a majority vote, while stockholders need the affirmative vote of holders of more than 50% of voting power to do so. These changes centralize governance control with the Board and may reduce stockholder flexibility.

• · The amendment was adopted under Sections 228 and 242 of the Delaware General Corporation Law.
• · The Certificate of Incorporation was originally filed on January 8, 2021.
• · The amendment deletes Section C of Article VII, which previously allowed stockholder action by written consent.
• · The Board can now alter, amend, or repeal Bylaws with approval of a majority of authorized directors.

26-05-2026

Senti Holdings, Inc. issued a Senior Secured Convertible Note with an original principal amount (unspecified). The note carries a 200% principal repayment at maturity, default interest at 12% per annum, and allows exchange into common stock at a conversion price determined by dividing the outstanding amount by the exchange price. The filing details exchange mechanics, including DTC participation and registration requirements, and includes provisions for events of default and cure periods. No specific financial figures or performance metrics are provided in this exhibit.

• · Original Principal Amount is unspecified in the exhibit.
• · Maturity Date is blank, subject to extension upon Event of Default or Change of Control.
• · Default Interest accrues at 12% per annum only after an Event of Default occurs.
• · Exchange Right allows conversion into Issuer Common Stock at any time before Maturity Date.
• · Exchange mechanics require DTC participation or physical certificate delivery if registration is not effective.
• · Issuer must deliver shares within specified Trading Days after Exchange Notice; failure triggers Event of Default and Holder may void exchange.
• · Transfer Agent must participate in DTC Fast Automated Securities Transfer Program while Notes are outstanding.