US Corporate Distress Financial Stress SEC Filings — May 29, 2026

29-05-2026

Cycurion, Inc. (CYCU) announced the acquisition of Secuvant, LLC for approximately $2.875 million in cash and preferred stock, with additional earn-out payments through 2028. The deal is expected to contribute $3 million in annualized revenue and $1.5 million in EBITDA for FY2026, and will enhance Cycurion's AI-driven cybersecurity platform, HavenX, with automated threat defense capabilities. However, the acquisition carries integration risks and forward-looking uncertainties typical of such transactions.

• · Secuvant was founded in 2014 and specializes in managed security services, threat and vulnerability management, and compliance.
• · Performance-based earn-out payments are tied to gross profit from certain revenue streams and will be paid 50% in cash and 50% in Cycurion common stock.
• · The acquisition targets mid-market and enterprise clients in construction, agriculture, financial services, utilities, manufacturing, and critical infrastructure.
• · Cycurion's stock trades on NASDAQ under ticker CYCU.

29-05-2026

Ashland Inc. entered into a Second Amended and Restated Credit Agreement dated May 28, 2026, amending and restating its existing credit facility. The new agreement provides a revolving credit facility with commitments from a syndicate of lenders, including The Bank of Nova Scotia as administrative agent, and features pricing tiers based on the company's Consolidated Net Leverage Ratio. The filing does not disclose the total commitment amount or any specific financial metrics, but the agreement includes standard representations, covenants, and events of default.

• · The agreement amends and restates the prior Amended and Restated Credit Agreement dated July 22, 2022.
• · The pricing grid includes four tiers based on Consolidated Net Leverage Ratio: Tier I (<1.5x), Tier II (1.5x to <3.0x), Tier III (3.0x to <3.5x), and Tier IV (>3.5x).
• · Initial Applicable Rates (until first Compliance Certificate) are: 0.375% for Base Rate Loans, 1.375% for Term SOFR/Adjusted Eurocurrency Rate and Letter of Credit Fees, and 0.175% for the Applicable Fee Rate.
• · The agreement includes provisions for Benchmark Replacement Setting, Limited Condition Acquisitions, and Swiss Non-Bank Rules.
• · The filing does not specify the total commitment amount or any financial covenants thresholds.

29-05-2026

Silexion Therapeutics Corp (SLXNW) announced a 1-for-10 reverse share split, effective May 28, 2026, to maintain compliance with Nasdaq's minimum bid price requirement. The consolidation reduces the number of outstanding shares from 59,000,000 to 5,900,000 and increases the par value from $0.0135 to $0.135 per share. The split was authorized by shareholders at an extraordinary general meeting on May 5, 2026, and is subject to board confirmation to ensure sufficient publicly held shares under Nasdaq rules.

• · The reverse split ratio is 1-for-10, subject to reduction to maintain sufficient publicly held shares per Nasdaq listing rules.
• · The authorized share capital remains at US$796,500, while par value per share increases from US$0.0135 to US$0.135.
• · The number of issued shares will decrease from 4,074,710 to 407,471 based on April 7, 2026 holdings.
• · The resolution was passed as an ordinary resolution at an extraordinary general meeting on May 5, 2026, effective May 28, 2026.

29-05-2026

Runway Growth Finance Corp. issued $50 million aggregate principal amount of 7.00% Notes due 2029, priced at par, under an underwriting agreement with Oppenheimer & Co. Inc. and Runway Growth Capital LLC. Proceeds will be used to repay outstanding borrowings under the KeyBank Credit Facility and for general corporate purposes.

• · The Notes mature on December 1, 2029, unless earlier redeemed or repurchased.
• · Interest is payable semi-annually on June 1 and December 1, beginning December 1, 2026.
• · The Notes are unsecured obligations ranking pari passu with existing unsecured debt, senior to future preferred stock, effectively subordinated to secured indebtedness (including the KeyBank Credit Facility), and structurally subordinated to subsidiary obligations.
• · The Company may redeem the Notes prior to June 1, 2029 (Par Call Date) at a make-whole redemption price equal to the greater of (i) present value of remaining payments discounted at Treasury Rate plus 50 bps, less accrued interest, or (ii) 100% of principal, plus accrued interest.
• · On or after the Par Call Date, the Company may redeem at 100% of principal plus accrued interest.
• · Holders have a put option upon a change of control repurchase event at 100% of principal plus accrued interest.
• · The Indenture includes covenants requiring compliance with Section 18(a)(1)(A) or (B) as modified by Section 61(a)(2) of the 1940 Act, subject to exemptions and exceptions.
• · The offering was registered under the Securities Act via Form N-2 (Registration No. 333-284781) and related prospectus supplements dated May 27, 2026.
• · The transaction closed on May 29, 2026.

29-05-2026

Xylem Inc. completed a public offering of $1.0 billion aggregate principal amount of senior notes, consisting of $500 million of 5.200% Senior Notes due 2033 and $500 million of 5.450% Senior Blue Notes due 2036. The company intends to use the net proceeds from the 2033 Notes to repay or redeem its existing $500 million 3.250% Senior Notes maturing November 2026, and to allocate an amount equal to the net proceeds from the 2036 Blue Notes to eligible blue projects. The offering was underwritten by a syndicate led by BNP Paribas, Citigroup, ING, J.P. Morgan, and Wells Fargo.

• · The notes are senior unsecured obligations ranking equally with all other unsecured and unsubordinated debt.
• · Interest on the notes is payable semiannually on June 1 and December 1, beginning December 1, 2026.
• · The company may redeem the notes at any time at specified redemption prices plus accrued interest.
• · Covenants limit incurrence of secured debt, sale and leaseback transactions, and mergers/asset transfers above certain thresholds.
• · A change of control accompanied by a rating downgrade would trigger an offer to repurchase the notes at 101% of principal plus accrued interest.
• · The 2036 Blue Notes are designated as 'blue' notes, with proceeds allocated to eligible blue projects; pending allocation, proceeds will be held in treasury liquidity portfolio or short-term instruments.
• · The offering was made under an existing shelf registration statement (Form S-3) dated August 3, 2023.

29-05-2026

Treasure Global Inc (TGL) entered into a Subscription Agreement with Legacy Trustee Berhad on May 26, 2026, for a private placement of $1.2M in common stock, structured as four equal tranches of $300,000 each due by June 23, 2026. The shares are priced at the greater of $3.88 per share or the closing price prior to each tranche's completion date, and the company must file a resale registration statement within 60 days. The agreement is governed by Malaysian law and includes binding, irrevocable commitments from the investor with no financing contingencies.

• · The shares are 'restricted securities' under the Securities Act and subject to Rule 144 resale limitations.
• · The company must use commercially reasonable efforts to maintain the registration statement's effectiveness for up to two years or until all shares are sold or can be sold under Rule 144 without limitations.
• · Each party has agreed to indemnify the other for losses arising from breaches of warranties or misrepresentations.
• · If the investor fails to pay, the company can terminate the agreement and cancel all issued shares; if the company fails to transfer shares, the investor can terminate.
• · The agreement is governed by Malaysian law with jurisdiction in Malaysian courts.

29-05-2026

LyondellBasell Industries N.V. (LYB) entered into the Eighth Amendment to its Receivables Purchase Agreement, effective June 26, 2026, which refinances the facility by paying off MUFG Bank, Ltd. and Gotham Funding Corporation, replacing SMBC Nikko Securities America, Inc. with Sumitomo Mitsui Banking Corporation as Purchaser Agent, and amending the agreement terms. The amendment maintains the existing facility structure with Mizuho Bank, Ltd. as Administrator and LC Bank, and no termination events or defaults were reported.

• · The amendment is effective June 26, 2026, though signed on May 29, 2026.
• · MUFG Bank, Ltd. and Gotham Funding Corporation are being paid off and removed from the agreement.
• · SMBC Nikko Securities America, Inc. assigns its role as Purchaser Agent to Sumitomo Mitsui Banking Corporation.
• · No Termination Event or Unmatured Termination Event exists before or after the amendment.
• · The original Receivables Purchase Agreement was dated September 11, 2012, and this is the eighth amendment.

29-05-2026

Fathom Holdings Inc. (FTHM) received a Nasdaq notification on May 22, 2026, for non-compliance with Listing Rule 5250(c)(1) due to the delayed filing of its Quarterly Report on Form 10-Q for the period ended March 31, 2026. The company has 60 days (until July 21, 2026) to submit a compliance plan, and if accepted, Nasdaq may grant an exception until November 11, 2026. While the notice has no immediate effect on trading, failure to regain compliance could lead to delisting, and the company has not yet filed the Form 10-Q, indicating ongoing reporting delays.

• · The notification letter was received on May 22, 2026, and the 8-K was filed on May 29, 2026.
• · The company's common stock continues to trade on the Nasdaq Capital Market under symbol FTHM with no immediate impact on listing.
• · If Nasdaq rejects the compliance plan, the company can appeal to a Nasdaq hearings panel under Listing Rule 5815(a).
• · Any subsequent periodic filing due within the exception period must also be filed by the end of that period.

29-05-2026

Navient Corporation completed a public offering of $500,000,000 aggregate principal amount of 9.375% Senior Notes due 2031, issued under an Underwriting Agreement with BofA Securities, Barclays Capital, J.P. Morgan Securities, and RBC Capital Markets. The notes bear a 9.375% interest rate, mature in 2031, and were issued under a base indenture (2014) with a seventeenth supplemental indenture dated May 29, 2026.

• · The offering was made under Navient's shelf registration statement on Form S-3 (Registration No. 333-286944) filed May 2, 2025.
• · Underwriters have customary representations, warranties, and indemnification provisions.
• · The notes are governed by a base indenture dated July 18, 2014, supplemented by the seventeenth supplemental indenture dated May 29, 2026.
• · The notes trade on The Nasdaq Global Select Market under the symbol JSM.

29-05-2026

Avalanche Treasury Corp filed an 8-K with unaudited financial statements for the three months ended March 31, 2026, showing a net loss of $139,635 and no revenue. The company had no cash on hand, a working capital deficit of $285,017, and management has expressed substantial doubt about its ability to continue as a going concern. The company is dependent on completing a Business Combination Agreement with Mountain Lake Acquisition Corp. and raising additional capital to continue operations.

• · The company was incorporated on September 22, 2025 and has not generated any revenue since inception.
• · As of March 31, 2026, the company had no cash or cash equivalents and a working capital deficit of $285,017.
• · Deferred transaction costs increased 36.5% to $2,224,203, primarily related to the pending Business Combination Agreement.
• · Accounts payable and accrued expenses surged 520.5% to $447,662 from $72,161.
• · The company's net loss per share for the quarter was $(139.64) based on 1,000 weighted-average shares outstanding.
• · Management has concluded that substantial doubt about the company's ability to continue as a going concern is not alleviated.
• · The Business Combination Agreement is subject to shareholder approval of Mountain Lake Acquisition Corp. and other closing conditions.
• · If the transactions are not consummated, deferred transaction costs would be expensed in the period abandoned.
• · The company has no derivative financial instruments as of the balance sheet dates.

29-05-2026

Aditxt, Inc. (ADTX) received a Nasdaq Staff letter on May 27, 2026, notifying it of non-compliance with the minimum stockholders' equity requirement of $2.5 million, reporting negative equity of $(35,174,386) as of March 31, 2026. This adds to a prior delisting determination based on the minimum bid price rule, with a hearing scheduled for June 11, 2026. The company also acknowledges it is currently not in compliance with the minimum Market Value of Publicly Held Shares requirement of $1,000,000, though no formal notification has been received yet.

• · The company's stockholders' equity was $(35,174,386) as of March 31, 2026, far below the $2.5 million minimum.
• · The company also fails the alternative listing standards: market value of listed securities of $35 million or net income from continuing operations of $500,000 in the most recent fiscal year or two of the last three.
• · A prior delisting determination was received on May 6, 2026, for failure to comply with the minimum bid price requirement and ineligibility for a compliance period due to reverse stock split history.
• · The hearing before the Nasdaq Hearings Panel is scheduled for June 11, 2026.
• · The company is also currently not in compliance with the minimum Market Value of Publicly Held Shares of $1,000,000, though no formal notification has been received yet.
• · The Panel has broad discretion to delist the company based on factors including reverse stock split history, financial condition, going concern, capital structure, and capital-raising activities.

29-05-2026

Boston Properties Limited Partnership (BPLP) and its parent BXP, Inc. announced the planned sale of the Sumner Square property in Washington, DC for a gross price of $63 million, with a non-refundable $6 million deposit received. The company expects to recognize a non-cash impairment loss of approximately $18 million (BXP) and $17 million (BPLP) in Q2 2026, reducing net income by about $0.10 per diluted share/unit, but with no impact on Funds from Operations (FFO).

• · The property consists of three buildings in Washington, DC: 1615 M Street, NW; Magruder Building (1625 M Street, NW); and Sumner Annex (1215 17th Street, NW).
• · The buyer has paid a non-refundable cash deposit of approximately $6 million that will be credited toward the purchase price at closing.
• · There is no assurance that the sale will be consummated on the current terms or at all.
• · The impairment will have no impact on Funds from Operations (FFO).
• · The sale is consistent with the strategic asset sales plan outlined at BXP's September 2025 Investor Day.

29-05-2026

SkyAI, Inc. (formerly Sharps Technology Inc.) entered into a definitive employment agreement with Arthur Levine, appointing him as Chief Financial Officer effective May 22, 2026. Mr. Levine, who had been serving as interim CFO since February 2026, will receive an annual base salary of $400,000 and an annual cash bonus of 50% of base salary, with severance provisions including 1x salary for termination without cause and 3x salary in a change-in-control scenario. The filing reflects a key executive appointment but provides no financial performance data or period-over-period comparisons.

• · Mr. Levine has been serving as interim CFO since February 2026.
• · He previously served as CFO of NextNRG, Inc. (NASDAQ: NXXT) from March 2021 to July 2023 and CFO of Sensus Healthcare (NASDAQ: SRTS) from 2014 to 2020.
• · Mr. Levine holds a Bachelor of Science from The Wharton School and is a Certified Public Accountant.
• · The non-competition and non-solicitation covenants apply during employment and for 18 months post-termination.
• · The company changed its name from Sharps Technology, Inc. to SkyAI, Inc. and is now listed on Nasdaq Capital Market under symbols SKYA (common stock) and SKYAW (warrants).

29-05-2026

Onfolio Holdings Inc. received a Nasdaq notice on May 26, 2026, for non-compliance with the minimum stockholders' equity requirement of $2,500,000, reporting only $1,216,603 in equity as of March 31, 2026. The company also fails alternative listing standards based on market value of listed securities ($35 million) or net income from continuing operations ($500,000). The company has until July 10, 2026, to submit a compliance plan, but there is no assurance of acceptance or ability to regain compliance, posing a material risk of delisting.

• · The company also fails alternative continued listing standards: market value of listed securities of $35 million and net income from continuing operations of $500,000 in the most recently completed fiscal year or in two of the last three years.
• · If the compliance plan is not accepted or compliance is not regained, the company has the right to request a hearing before an independent Nasdaq hearings panel, which would stay any suspension or delisting action pending the hearing process.
• · The notice and non-compliance do not have an immediate effect on the trading of the company's common stock under the symbol 'ONFO'.

29-05-2026

AMASS Brands Inc. entered into a Warrant Amendment with Streeterville Capital, LLC on May 29, 2026, reducing the exercise price of an existing warrant to $5.00 per share for a 90-day period (the Reduced Exercise Price Period), after which the price reverts to $16.00 per share. The Company may terminate the reduced-price period early with two trading days' notice. This amendment modifies the warrant originally issued under a Securities Purchase Agreement dated March 17, 2026, as previously amended.

• · The original warrant was issued under a Securities Purchase Agreement dated March 17, 2026, which was previously amended by a Global Amendment dated April 7, 2026.
• · The Company can terminate the Reduced Exercise Price Period at any time upon two trading days' prior written notice.
• · All other terms and conditions of the Warrant remain unchanged and in full force and effect.

29-05-2026

Gulf Resources, Inc. (GURE) received a Nasdaq delisting notice on May 26, 2026 for failing to timely file its Form 10-Q for Q1 2026 and remaining delinquent on its Form 10-K for FY2025, violating Nasdaq Listing Rule 5250(c)(1). The company must submit a compliance plan by June 22, 2026; if accepted, Nasdaq may grant an extension until October 12, 2026. While the notice has no immediate effect on trading, the company faces significant regulatory risk and has not yet filed either delinquent report.

• · The company remains delinquent in filing its Annual Report on Form 10-K for FY2025 (the Initial Delinquent Filing).
• · If Nasdaq does not accept the compliance plan, the company may appeal to a Nasdaq Hearings Panel.
• · The company operates through three wholly-owned subsidiaries: SCHC, DCHC, and SHSI.
• · The company's common stock has a par value of $0.0005 per share and trades under the symbol GURE on the Nasdaq Capital Market.

29-05-2026

Solana Company entered into an Amended and Restated Sales Agreement with Clear Street LLC and Maxim Group LLC to increase the maximum aggregate gross sales price of its at-the-market offering from $92.8 million to $250 million. As of May 29, 2026, the company has raised $24.7 million in gross proceeds under the prior agreement, and the new agreement allows for further sales with a 3.00% commission to the agents. However, there is no obligation to sell any shares, and no assurance can be given regarding future sales.

• · The Registration Statement (File No. 333-290429) was initially effective on September 22, 2025, and was amended by Post-Effective Amendment No. 1 (effective March 30, 2026) and Post-Effective Amendment No. 2 (effective April 8, 2026).
• · The prior Sales Agreement was dated September 15, 2025, and the prior prospectus supplement was dated September 15, 2025, covering up to $92.8 million of Shares.
• · The Company will not make any further offers or sales under the Prior Sales Agreement and Prior Prospectus Supplement.
• · The Agents may sell Shares by any method deemed an 'at the market offering' under Rule 415(a)(4), including negotiated transactions or block trades.
• · The Company or the Agents may suspend or terminate the Offering upon notice to the other parties.
• · The Company has agreed to provide the Agents with customary indemnification and contribution rights.

29-05-2026

Cardiff Oncology (CRDF) disclosed that on May 27, 2026, it received written notice from Nerviano Medical Sciences S.r.l. (NMS) terminating the License Agreement dated March 13, 2017, alleging material breach by Cardiff for failing to name an NMS employee as a joint inventor on certain patents and for failing to use commercially reasonable efforts in developing onvansertib. Cardiff has responded that the termination notice is legally ineffective and factually unsupported, and the company will continue to perform under the agreement. The dispute follows a lawsuit Cardiff filed against NMS on May 19, 2026, seeking injunctive relief and a declaratory judgment that it did not breach the agreement.

• · The License Agreement was originally dated March 13, 2017.
• · NMS alleges breach of Sections 7.3, 7.5, 7.9 (regarding commercially reasonable efforts) and Section 10.2(c) (inventorship) of the Agreement.
• · The disputed Cardiff Patents are U.S. Pat. Nos. 12,144,813 and 12,263,173.
• · The lawsuit was filed in the United States District Court for the Southern District of California.
• · Cardiff Oncology stated it will continue to perform under the Agreement despite the termination notice.

29-05-2026

Clean Energy Technologies, Inc. (CETY) received a Nasdaq notice on May 26, 2026, for failing to timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026, violating Listing Rule 5250(c)(1). The company has 60 days to submit a compliance plan, with a possible extension until November 16, 2026, but faces delisting risk if it fails to regain compliance, which could harm liquidity, market price, and financing ability.

• · The notice was received on May 26, 2026, and the filing date of the 8-K is May 29, 2026.
• · If Nasdaq does not accept the compliance plan, the company can appeal to a Nasdaq hearings panel.
• · Potential negative impacts of delisting include reduced liquidity, lower market price, fewer investors, impaired equity financing, loss of access to public capital markets, and inability to provide equity incentives to employees.

29-05-2026

Kennedy-Wilson Holdings, Inc. completed the issuance and sale of $1.8 billion in senior notes, consisting of $1.1 billion of 7.000% notes due 2031 and $700 million of 7.250% notes due 2033. The proceeds will be used to redeem existing notes and fund a merger with an affiliate led by Chairman William McMorrow and Fairfax Financial Holdings. The notes are subject to special mandatory redemption if the merger is not consummated by November 16, 2026.

• · Interest on the Notes is payable semiannually on June 1 and December 1, commencing December 1, 2026.
• · The Issuer may redeem up to 40% of the Notes with net cash proceeds from certain equity offerings at 107.000% (2031) and 107.250% (2033) of principal.
• · Fairfax has committed to fund any shortfall between escrow funds and the special mandatory redemption price if the merger fails.
• · The Merger Agreement is dated February 16, 2026, as amended March 15, 2026.
• · The notes are initially unguaranteed; guarantees from the Company and subsidiaries will apply after the first escrow release date.

29-05-2026

Encore Capital Group issued €325.0 million aggregate principal amount of senior secured floating rate notes due 2033, with interest at three-month EURIBOR (0% floor) plus 3.250% per annum, payable quarterly. The notes are fully and unconditionally guaranteed on a senior secured basis by substantially all material subsidiaries and secured by substantially all assets of the company and guarantors. The notes mature on July 15, 2033, unless earlier repurchased or redeemed.

• · The notes are issued under an indenture dated May 28, 2026, with GLAS Trust Company LLC as trustee and Truist Bank as security agent.
• · Interest is reset quarterly and payable quarterly in arrears on January 15, April 15, July 15, and October 15, beginning July 15, 2026.
• · The notes are senior secured obligations, ranking equally with other senior secured indebtedness of the company.
• · The indenture includes guarantees from substantially all material subsidiaries of Encore Capital Group.

29-05-2026

Cloudastructure, Inc. (CSAI) received a Nasdaq notice on May 26, 2026, for failing to timely file its Form 10-Q for the period ended March 31, 2026, due to a review of accounting treatment for its Series 2 Convertible Preferred Stock. The company has 60 days (until July 25, 2026) to submit a compliance plan, with a potential extension to November 16, 2026, if accepted. While the notice has no immediate effect on trading, there is no assurance Nasdaq will accept the plan or that compliance will be regained, and the company faces risks of delisting if it fails.

• · The non-compliance is specifically with Nasdaq Listing Rule 5250(c)(1) regarding timely filing of periodic financial reports.
• · The company requires additional time to review and confirm accounting treatment for its outstanding shares of Series 2 Convertible Preferred Stock.
• · If Nasdaq does not accept the compliance plan, the company can appeal to a Nasdaq hearings panel.
• · The company issued a press release on May 29, 2026, announcing receipt of the notice.

29-05-2026

Lisata Therapeutics, Inc. entered into an amendment to its merger agreement with Kuva Labs Inc. and its acquisition subsidiary, modifying the offer price to $4.00 per share plus one contingent value right (CVR) per share, and extending the outside date for the merger to July 6, 2026. The amendment also updates the form of the CVR agreement and extends the deadline for commencing the tender offer to 60 business days after the original merger agreement date.

• · The amendment restates the second recital of the original merger agreement to include the $4.00 per share cash component plus one CVR per share as the offer price.
• · The form of Contingent Value Rights Agreement attached to the merger agreement is replaced with a new version attached as Exhibit A to the amendment.
• · The commencement of the tender offer is conditionally extended to 60 business days after the original merger agreement date (March 6, 2026), instead of the prior 59 business days.
• · The outside date for completing the merger is extended from July 1, 2026, to July 6, 2026.

29-05-2026

Momentus Inc. announced a $25 million private placement of 2,942,000 shares of common stock (or equivalents) with existing institutional investors, priced at-the-market under Nasdaq rules. The offering is expected to close on May 28, 2026, and net proceeds will be used for working capital, R&D, and strategic initiatives. Following the offering, the company projects approximately $76 million in cash, cash equivalents, and short-term investments, but the reliance on additional capital raises and the dilutive nature of the placement highlight ongoing cash needs.

• · The offering is being conducted under Section 4(a)(2) of the Securities Act and/or Regulation D, meaning the securities are not initially registered.
• · The company has agreed to file a resale registration statement with the SEC covering the shares sold in the offering.
• · The placement agent is A.G.P./Alliance Global Partners.
• · The company's forward-looking statements include risks related to customary closing conditions and use of proceeds.

29-05-2026

NeoVolta Inc. announced a proposed underwritten public offering of shares of its common stock or pre-funded warrants, with a 30-day underwriter option to purchase up to 15% additional securities. Lake Street Capital Markets is acting as sole book-running manager. The offering is subject to market conditions, and there is no assurance of completion, size, or terms.

• · The offering is made pursuant to an effective shelf registration statement on Form S-3 (File No. 333-280400) filed June 21, 2024 and declared effective June 28, 2024.
• · Preliminary prospectus supplement and accompanying base prospectus will be filed with the SEC and available on the SEC's website.
• · Copies of the preliminary prospectus supplement may be obtained from Lake Street Capital Markets, LLC at 121 South Eighth Street, Suite 1000, Minneapolis, MN 55402, or e-mail at prospectus@lakestreetcm.com.
• · The press release contains forward-looking statements regarding the offering's completion, timing, and terms, subject to risks discussed in the Company's most recent Form 10-K and subsequent filings.

29-05-2026

Healthy Choice Wellness Corp. (HCWC) has entered into a definitive Agreement and Plan of Merger to acquire Host Digital Infrastructure LLC, a Delaware limited liability company, through a merger of its wholly-owned subsidiary, Healthy Choice Wellness II Corp., into Host Digital Infrastructure. The transaction is structured as a tax-free reorganization under Section 351(a) of the Code, with Host Digital Infrastructure becoming a wholly-owned subsidiary of HCWC. The merger consideration will consist of shares of HCWC common stock (and potentially pre-funded warrants) issued to Host Digital Infrastructure's members, with the exchange ratio to be determined based on a capitalization certificate. The closing is subject to customary conditions including HSR clearance, stockholder/member approval, listing of the shares, and tax opinions.

• · The merger is intended to qualify as a tax-free reorganization under Section 351(a) of the Internal Revenue Code.
• · The surviving entity will be Host Digital Infrastructure LLC, which will become a wholly-owned subsidiary of Healthy Choice Wellness Corp.
• · No fractional shares of HCWC common stock will be issued; fractional interests will be rounded up to one whole share.
• · The merger agreement includes voting and restriction agreements from certain HCWC stockholders, directors, and officers listed in Exhibit B.
• · Post-closing, the directors and officers of HCWC will be designated by Host Digital Infrastructure LLC as provided in Section 5.11 of the agreement.
• · The agreement contains customary termination provisions, including a reverse termination fee (Section 9.3).

29-05-2026

Calidi Biotherapeutics issued an amended and restated warrant to purchase up to 17,391,304 shares of common stock at $0.23 per share to an accredited investor in a private placement. The warrant amends a prior May 6, 2026 warrant, conditioning exercise on stockholder approval, increasing the minimum vesting acquisition amount from $500,000 to $1,000,000, and extending the vesting termination date from July 8, 2026 to September 30, 2026.

• · The warrant was issued in a private placement under Section 4(a)(2) and Rule 506(b) of the Securities Act.
• · The holder is an accredited investor.
• · The warrant is an amendment and restatement of a warrant originally dated May 6, 2026.
• · Exercise of the warrant is conditioned on stockholder approval.
• · The vesting termination date was extended from July 8, 2026 to September 30, 2026.

29-05-2026

Edible Garden AG Inc. received a Nasdaq delisting notice on May 27, 2026, for failing to meet the minimum $1 bid price requirement for 30 consecutive business days. Due to prior reverse stock splits, the company is ineligible for a standard compliance period and faces suspension on June 5, 2026, unless it successfully appeals. The company intends to request a hearing by June 3, 2026, which would temporarily stay the suspension, but there is no assurance of a favorable outcome.

• · The company has effected a reverse stock split in the prior one-year period or cumulative reverse splits greater than 250:1 in the last two years, making it ineligible for a compliance period.
• · The suspension is scheduled for the opening of business on June 5, 2026, unless a hearing is requested by June 3, 2026.
• · While the appeal is pending, common stock and warrants will continue trading under symbols EDBL and EDBLW.
• · The company's common stock has a par value of $0.0001 per share.

29-05-2026

Virtuix Holdings Inc. (VTIX) announced a collaboration with Rutgers University to deploy its Omni One omni-directional treadmill platform for research into AI-assisted neurodivergent therapy, including autism therapy for children. This expands Virtuix's applications beyond its primary consumer and defense markets into healthcare, though the initiative is exploratory and early-stage. The company notes the global autism treatment market is projected to grow from $9.2B in 2026 to $18B by 2034, but no immediate revenue impact or financial terms were disclosed.

• · The collaboration is focused on research and development, not commercial deployment, and no financial terms or revenue projections were provided.
• · Virtuix's primary focus remains on consumer entertainment and defense applications; healthcare is an emerging but non-core area.
• · The press release includes cautionary forward-looking statements regarding risks including ability to integrate new applications and market uncertainties.

29-05-2026

Actinium Pharmaceuticals (ATNM) received a delisting notice from NYSE American on May 27, 2026, for failing to meet minimum stockholders' equity of $4.0 million, reporting only ~$2.3 million as of March 31, 2026, with net losses in the last five fiscal years. The company must submit a compliance plan by June 26, 2026, and has until November 27, 2027 to regain compliance. However, the company simultaneously announced a positive program update for its ATNM-400 radioconjugate with three presentations at the SNMMI 2026 conference, highlighting its potential as a mutation-agnostic pan-tumor therapy.

• · The company must submit a compliance plan by June 26, 2026, and has until November 27, 2027 to regain compliance.
• · If the plan is not accepted, delisting proceedings will commence.
• · ATNM shares will trade with a '.BC' indicator denoting below compliance.
• · ATNM-400 data to be presented at SNMMI 2026 (May 31-June 2) for prostate cancer and NSCLC models, plus a third poster on radioconjugate optimization.
• · The company holds ~250 patents and patent applications, including cyclotron-based Ac-225 production IP.
• · Net losses reported in each of the last five fiscal years ended December 31, 2025.

29-05-2026

Wellgistics Health, Inc. (WGRX) entered into a material Securities Purchase Agreement on May 27, 2026, issuing $21.1M in convertible promissory notes and warrants to accredited investors for net proceeds of approximately $16.9M (after a 20% original issue discount). The offering includes mandatory conversion provisions, stockholder approval requirements, and lock-up agreements covering a majority of outstanding shares. A portion of proceeds will repay ~$1.77M in outstanding obligations to Marco Capital, Inc.

• · Notes bear 0% interest and mature 12 months from issuance unless earlier converted or repaid; prepayment requires holder consent.
• · Conversion price initially set at lesser of $6.00 or 100% of prior day's close, subject to a $1.00 floor; after mandatory conversion to Series A Preferred, resets to lesser of $50.00 or 100% of prior day's close.
• · Mandatory Conversion Date triggers automatic conversion into Series A Preferred Stock ($1,000 stated value per share) upon satisfaction of four conditions including SEC registration effectiveness and stockholder approval.
• · Series A Preferred accrues 10% annual dividends after six months, added to stated value; ranks pari passu with Common Stock on liquidation.
• · PIPE Warrants expire May 27, 2031; exercise price $7.50 per share (subject to adjustment).
• · Company may force exercise of PIPE Warrants if VWAP >= 150% of exercise price for 5 consecutive trading days, subject to conditions.
• · Lock-up period ends on earliest of: 90 days after registration statement effective, 180 days after Closing, or earlier consent by Placement Agent.
• · Company must file proxy statement within 20 calendar days after Closing to seek Required Stockholder Approval; certificate of designation to be filed within 3 business days after approval.
• · Variable rate transaction prohibition applies for up to 7 months from agreement date or 30 days after registration effectiveness.
• · There is no assurance that any warrants will be exercised for cash.

29-05-2026

GrafTech International Ltd. entered into an Equity Distribution Agreement with Evercore Group L.L.C. on May 29, 2026, allowing the company to sell up to $50,000,000 of its common stock through an at-the-market offering. The company intends to use net proceeds for general corporate purposes, including operating activities, refinancing debt, capital expenditures, or strategic opportunities. However, the company cannot provide any assurances that it will issue any shares under the agreement, and the offering is subject to market conditions and termination by either party at any time.

• · The Equity Distribution Agreement was filed as Exhibit 1.1 to the 8-K.
• · The offering is made under the company's effective shelf registration statement on Form S-3 (File No. 333-296171), filed May 22, 2026 and declared effective May 27, 2026.
• · A prospectus supplement was filed with the SEC on May 29, 2026.
• · The legal opinion of Jones Day regarding the legality of the issuance and sale is attached as Exhibit 5.1.
• · The agreement may be terminated at any time by either party upon written notice.
• · The offering will terminate upon the earlier of settlement of $50,000,000 in sales or termination of the agreement.

29-05-2026

American Airlines, Inc. entered into a Twelfth Amendment to its Amended and Restated Credit and Guaranty Agreement on May 29, 2026, refinancing $1,146,800,000 of existing term loans with 2026 Replacement Term Loans and incurring $703,200,000 of new 2026 Incremental Term Loans. The refinancing extends the company's debt maturity profile and provides additional liquidity, but increases total debt outstanding by $703,200,000.

• · The Twelfth Amendment was entered into on May 29, 2026.
• · The amendment refinances $1,146,800,000 of existing term loans and adds $703,200,000 of incremental term loans.
• · The 2026 Replacement Term Loans are provided by a group of lenders including Morgan Stanley Bank, N.A. as Designated 2026 Replacement Term Lender.
• · The 2026 Incremental Term Loans are provided by Morgan Stanley Bank, N.A. as 2026 Incremental Term Lender.
• · The amendment includes a waiver of any applicable notice period for the incremental term loan request.
• · Existing term loans held by non-converting lenders are repaid in full in cash.
• · Converting lenders' existing term loans are automatically converted into 2026 Replacement Term Loans.
• · New replacement term loans are funded in cash by new lenders and converting lenders with excess commitments.
• · Interest periods and Term SOFR Reference Rate for existing term loans continue for the converted replacement term loans.
• · The amendment designates multiple joint lead arrangers and bookrunners for the transaction.

29-05-2026

HWH International Inc. received a Nasdaq deficiency notice on May 29, 2026, for failing to meet the minimum stockholders' equity requirement of $2.5 million, reporting only $2,078,220 in its Q1 FY26 10-Q. The company has 45 days (until July 13, 2026) to submit a compliance plan, and if accepted, Nasdaq may grant up to 180 additional days (until November 25, 2026) to regain compliance. While the stock continues trading for now, there is no assurance the plan will be accepted or compliance regained, posing a material risk to the company's listing status.

• · The deficiency is under Nasdaq Listing Rule 5550(b)(1) for minimum stockholders' equity.
• · The company also did not meet the alternatives of market value of listed securities or net income from continuing operations as of May 29, 2026.
• · If Nasdaq rejects the compliance plan, the company has the right to appeal to a Nasdaq hearings panel.
• · The letter does not immediately affect the company's business, operations, or SEC reporting requirements.

29-05-2026

America's Car-Mart (CRMT) announced the retention of Houlihan Lokey as financial advisor and the formation of a Special Committee to evaluate strategic alternatives, including financing, recapitalization, mergers, and acquisitions. The Board also appointed Adam Paul as an independent director and Chair of the Special Committee, increasing board size to ten members. The filing does not disclose any financial results or performance metrics, so no period-over-period comparisons are available.

• · The Special Committee is composed of Adam Paul (Chair), Joshua Welch, and Jonathan Buba.
• · Adam Paul's Independent Director Agreement is terminable upon ten days' notice by either party.
• · The Board retains authority to approve any transaction following a recommendation by the Special Committee.
• · Houlihan Lokey has been retained as financial advisor to advise the Company and the Special Committee.

29-05-2026

XCF Global, Inc. (SAFX) announced an additional private placement of 26,666,680 shares of common stock for gross proceeds of $4,000,002, and reported that its New Rise Renewables Reno facility is in the final phase of a planned upgrade, with production restart expected in early June 2026. The company highlighted progress on the facility conversion but also disclosed ongoing risks, including disputes with its landlord and primary lender, and the need to regain Nasdaq compliance.

• · The private placement was conducted under exemption from registration under the Securities Act of 1933.
• · XCF agreed to register the resale of the shares with the SEC in the future.
• · The facility restart is subject to catalyst receipt, final commissioning, and standard start-up procedures.
• · XCF is working to advance expansion opportunities in Nevada, North Carolina, and Florida.
• · The company faces ongoing disputes with its landlord regarding the ground lease for the Reno facility and with its primary lender regarding outstanding loans.
• · XCF is at risk of not meeting Nasdaq continued listing standards.
• · The business combination agreement with DevvStream Corp. and Southern Energy Renewables Inc. is binding but does not obligate consummation; closing conditions remain.

29-05-2026

CoStar Group announced a definitive agreement to acquire Zonda, a leader in new home data, analytics, and online marketplaces, for $800 million in cash. The acquisition is expected to be accretive to adjusted EPS in the first full year of ownership and close in the second half of 2026, subject to regulatory approvals. While Zonda boasts strong subscription-based revenue with 104% net customer retention and serves over 3,000 customers, the deal carries integration risks and requires regulatory clearance.

• · Zonda's platform includes Envision visualization and digital merchandising capabilities that will be paired with Matterport's spatial technology.
• · The acquisition is expected to close in the second half of 2026, subject to customary closing conditions and regulatory approvals.
• · BofA Securities is serving as financial advisor and Latham & Watkins LLP as legal advisor to CoStar Group.
• · CoStar Group's websites attracted 131 million average monthly unique visitors in Q1 2026.

29-05-2026

Blackstone Private Equity Strategies Fund (TE) L.P., through its borrower BXPE US Aggregator (CYM) L.P., entered into a Second Amendment and Lender Joinder to its existing Credit Agreement dated October 3, 2024, with Wells Fargo as Administrative Agent and a syndicate of lenders including Citibank, RBC, Morgan Stanley, Barclays, Goldman Sachs, Nomura, MUFG, Bank of America, Santander, BNP Paribas, UniCredit, and Mizuho. The amendment also adds Commerzbank AG, Coöperatieve Rabobank U.A., Deutsche Bank AG, and Sumitomo Mitsui Banking Corporation as new Additional Lenders to the facility. The filing reflects a routine expansion and modification of the fund's credit facility, with no disclosed material changes in financial terms or performance metrics.

• · The original Credit Agreement was dated October 3, 2024.
• · Borrowers reaffirmed the validity of all Liens granted under the Loan Documents, which remain unimpaired by the amendment.
• · The amendment is governed by New York law.
• · No Event of Default or Default existed on the Effective Date (May 27, 2026).

29-05-2026

KIDZ AI Inc. (formerly Classover Holdings) announced an amendment to its $500 million secured convertible financing facility, broadening permitted use of proceeds to support acquisitions, investments, partnerships, and infrastructure in AI, data centers, robotics, and related sectors. Simultaneously, the company sold an additional $600,000 of notes under the facility. The amendment is part of a strategic transformation into an AI-native technology and infrastructure platform, with a focus on AI compute, GPU cloud, robotics, and intelligent tutoring. However, the company's departure from its core K-12 education business and entry into capital-intensive AI infrastructure carries significant execution and dilution risks, while the forward-looking statements caution that actual results may differ materially from projections.

• · The company sold an additional $600,000 of notes simultaneously with the amendment.
• · The facility broadens capital allocation for acquisitions, investments, and partnerships across high-growth global technology sectors.
• · KIDZ AI intends to pursue a NeoCloud and GPU-as-a-Service infrastructure platform, focusing on leasing, management, optimization, and deployment of GPU compute clusters.
• · The company identifies educational robotics, companion robotics, and AI-powered interactive systems for K-12 students as core opportunities in the robotics sector.
• · KIDZ AI aims to leverage GPU compute infrastructure to support robotics AI training, simulation, and data processing.
• · The company plans to invest in AI agents and intelligent tutoring systems for K-12 students, educators, administrators, and families.
• · KIDZ AI acknowledges risks including the ability to execute its business model and the volatility of crypto assets (referencing SOL) that could impact financial condition.
• · The company's stock trades under tickers KIDZ and KIDZW on Nasdaq.

29-05-2026

Tyler Technologies, Inc. entered into a $1,000,000,000 amended and restated credit agreement dated May 28, 2026, with Wells Fargo Bank as administrative agent and a syndicate of lenders, replacing its prior credit facility. The agreement provides a revolving credit facility with pricing tied to the company's consolidated total net leverage ratio, ranging from 1.125% to 1.750% over Term SOFR plus a commitment fee of 0.125% to 0.250%. The filing does not disclose any negative or flat performance metrics, as it is a financing agreement update rather than an earnings report.

• · The credit agreement includes a swingline loan subfacility and a letter of credit subfacility, with Wells Fargo acting as swingline lender and issuing lender.
• · Pricing is determined quarterly based on the consolidated total net leverage ratio, with five pricing levels ranging from Level I (leverage < 1.00x) to Level V (leverage >= 3.25x).
• · The agreement contains customary representations, warranties, affirmative and negative covenants, including a financial covenant (Section 9.13) and limitations on subsidiary indebtedness, liens, investments, and asset dispositions.
• · The facility matures on May 28, 2026 (the closing date), but the filing does not specify a maturity date for the revolving credit facility beyond the closing date.
• · The agreement amends and restates a prior credit facility, with no novation, meaning the existing obligations are continued under the new terms.

29-05-2026

Carvana Auto Receivables Trust 2026-P2 closed a $16.5M Class N Notes issuance and a securitization of auto receivables on May 27, 2026, with multiple classes of asset-backed notes offered under a final prospectus dated May 19, 2026. The transaction involved the sale of Carvana and FAC receivables to the depositor and issuing entity, with 5% of the Certificates and Class N Notes initially retained by Carvana or affiliates. The filing includes 12 material agreements governing the securitization structure, servicing, and backup arrangements.

• · The closing date for the transaction was May 27, 2026.
• · The final prospectus was dated May 19, 2026.
• · The Certificates were sold to Qualified Institutional Buyers (QIBs) under Rule 144A.
• · The Class N Notes were also sold to QIBs under Rule 144A.
• · The receivables include both used car contracts (Carvana Receivables) and new car contracts (FAC Receivables).
• · Bridgecrest Credit Company, LLC will act as servicer, with Vervent Inc. as backup servicer.
• · Clayton Fixed Income Services LLC will perform asset representations reviews upon trigger events.
• · Carvana will act as administrator for the issuing entity and grantor trust.

29-05-2026

Otter Tail Corporation entered into settlement agreements on May 28, 2026, with two of three putative classes in the consolidated PVC Pipe Antitrust Litigation, agreeing to pay a total of $73.5 million to resolve claims by Direct Purchaser and Non-Converter Seller Purchaser classes. The settlement does not include the End-User class, which remains pending, and the company does not admit any wrongdoing. The company expects to fund the payments from available cash and does not anticipate a material adverse effect on its financial position or liquidity.

• · The settlement agreements were entered into on May 28, 2026, and are subject to preliminary and final court approval.
• · Settlement payments are due approximately 21 days after preliminary court approval.
• · The company does not admit any wrongdoing, fault, or liability in the settlement agreements.
• · The company intends to continue defending against the End-User Purchaser class claims and other ongoing antitrust investigations.
• · The company expects to use available cash to fund the settlement payments and does not expect a material adverse effect on financial position or liquidity.
• · The ultimate outcome of the litigation remains uncertain, and there is no guarantee the settlements will receive court approval.

29-05-2026

Nuveen Churchill Private Capital Income Fund reported an aggregate NAV of approximately $1.5 billion as of April 30, 2026, with a fair value investment portfolio of $2.5 billion and $1.3 billion in secured borrowings. The Fund entered into an incentive fee waiver agreement with its adviser, waiving 50% of the incentive fee based on income for April 2026. While Class I shares posted a 1-year return of 6.83% and a 3-year return of 10.77%, Class S shares had a lower 1-year return of 5.83% and Class D shares returned 6.62% over the same period.

• · The Fund entered into an incentive fee waiver agreement on May 28, 2026, waiving 50% of the incentive fee based on income for the period April 1, 2026 through April 30, 2026.
• · The Board declared regular distributions on May 29, 2026: Class I $0.170, Class S $0.153 (net after $0.017 servicing fee), Class D $0.165 (net after $0.005 servicing fee), payable on June 29, 2026 to shareholders of record as of May 31, 2026.
• · The Fund's portfolio companies had a weighted average reported EBITDA of $87.4 million (excluding quoted assets) and $183.4 million (including quoted assets).
• · Top industry exposures: Services: Business 18.07%, Healthcare & Pharmaceuticals 14.03%, High Tech Industries 9.77%, Capital Equipment 8.20%, Construction & Building 6.29%.
• · Top portfolio company: Healthspan Buyer, LLC (Thorne HealthTech) at 1.21% of fair value.

29-05-2026

Ivanhoe Electric Inc., through its subsidiary Mesa Cobre Holding Corporation, entered into a $64.7 million Purchase Agreement with Global TBM Company (Robbins) for a Tunnel Boring Machine (TBM) for the Santa Cruz Copper Project. The agreement includes milestone payments, a commissioning deadline of July 30, 2027, and liquidated damages of $50,000 per day for delays caused by Robbins. However, the company faces significant financial commitments and execution risks, including a $5.8 million assembly cost and potential tariff reimbursement obligations.

• · The Purchase Agreement was entered into on May 28, 2026, through wholly owned subsidiary Mesa Cobre Holding Corporation.
• · Title to the TBM and equipment transfers to Mesa Cobre upon delivery at the project site.
• · Commissioning must occur by July 30, 2027, or another date agreed in writing.
• · Robbins' aggregate liability is capped at 10% of the total purchase price, with carve-outs for gross negligence, willful misconduct, fraud, certain termination defaults, third-party indemnification, and warranty obligations.
• · Mesa Cobre may terminate the agreement for convenience on five days' notice, including if the Santa Cruz Copper Project is suspended or terminated.
• · Robbins may suspend for non-payment and terminate after specified cure periods for continued non-payment.
• · Certain appendices and exhibits have been omitted or redacted pursuant to Regulation S-K.

29-05-2026

Vireo Growth Inc. completed the acquisition of its Johnstown, New York cannabis facility (389,000 sq ft) from an Innovative Industrial Properties subsidiary for $88.5 million. The purchase was financed through $49 million in seller financing from IIP at 15% interest (maturing May 2027, with two one-year extension options) and a $41.0 million loan from Chicago Atlantic Financial Services. While the acquisition secures a key cultivation and production asset, the company takes on significant debt with high interest costs and a short-term maturity profile.

• · The Seller Note matures on May 25, 2027, with two one-year extension options.
• · The Seller Note is secured by a first priority mortgage on the Property and guaranteed by the Company.
• · The Chicago Atlantic Loan is secured by a second priority mortgage on the Property, subordinate to the Seller Note.
• · The Chicago Atlantic Loan is guaranteed by Vireo Health, Inc., a subsidiary of the Company.
• · The acquisition was completed on May 26, 2026.

29-05-2026

Fidus Investment Corporation announced the partial redemption of $125,000,000 in aggregate principal amount of its 3.50% Notes due 2026, with a redemption date of June 29, 2026. The redemption price includes 100% of principal plus accrued interest of approximately $534,722.22 and a make-whole premium based on the Treasury Rate plus 50 basis points. This action reduces the company's outstanding debt and interest obligations.

• · Redemption date is June 29, 2026.
• · The make-whole premium is calculated using the Treasury Rate plus 50 basis points, discounted semi-annually assuming a 360-day year.
• · Interest on the redeemed Notes ceases to accrue on and after the redemption date.
• · Holders must surrender their Notes to the Trustee to receive payment; book-entry holders will be paid via DTC procedures.
• · Backup withholding of 24% may apply to holders who do not provide a valid taxpayer identification number or appropriate W-8/W-9 form.

29-05-2026

Faraday Future Intelligent Electric Inc. filed a Tenth Certificate of Amendment to its Third Amended and Restated Certificate of Incorporation on May 27, 2026, increasing the total authorized capital stock to 487,740,421 shares, comprising 452,813,887 shares of common stock (448,384,199 Class A and 4,429,688 Class B) and 34,926,534 shares of preferred stock. The amendment reflects the company's ongoing capital structure adjustments, including multiple prior amendments and designations of preferred stock series. No financial performance data is provided in this filing.

• · The amendment is the tenth amendment to the Third Amended and Restated Certificate of Incorporation, adopted under Section 242 of the DGCL.
• · The company has filed 24 prior amendments to the Third Amended and Restated Certificate, including multiple designations and eliminations of Series A, B, and C Preferred Stock.
• · The par value for both common and preferred stock remains $0.0001 per share.

29-05-2026

CERO THERAPEUTICS HOLDINGS, INC. issued a $750,000 convertible promissory note to SRX Health Solutions, Inc., with a principal face value of $937,500, bearing 10% annual interest and maturing on May 28, 2027. The note is convertible into common stock at a price equal to the lesser of $0.05 or 80% of the average of the five lowest intraday trading prices over the prior 20 days, subject to a 4.99% beneficial ownership limitation. The company must file a registration statement covering the resale of conversion shares.

• · The note's conversion price includes a 4.99% beneficial ownership limitation.
• · The company must file a resale registration statement with the SEC.
• · The note was unregistered and issued under Rule 506(b) of Regulation D and Section 4(a)(2).
• · The form of the Note was previously filed on February 13, 2026.
• · The company is an emerging growth company.

29-05-2026

TAP Real Estate Technologies, Inc. (formerly HUMBL, INC.) entered into an Option to Purchase Agreement on March 24, 2026, with Wasatch Springs Management Holdings, LLC for the potential acquisition of the Zermatt Resort in Midway, Utah. The initial 60-day option period was extended by an additional 90 days via an addendum signed on May 22, 2026. No financial terms or purchase price were disclosed in the filing.

• · The option agreement was originally entered into on March 24, 2026.
• · The addendum extending the option was signed on May 22, 2026.
• · The registrant's name changed from HUMBL, INC. to TAP Real Estate Technologies, Inc. (ticker: RWAX, traded on OTCID).
• · The company is an emerging growth company and has not elected the extended transition period for complying with new financial accounting standards.