US Corporate Distress Financial Stress SEC Filings — June 10, 2026

USA Corporate Distress & Bankruptcy

By Gunpowder Editorial ·

37 high priority 37 total filings analysed

Executive Summary

This intelligence stream reveals a bifurcated corporate landscape: while capital-intensive sectors like data centers and AI infrastructure are attracting massive debt financing (e.g., Hut 8's $4.25B notes, Amazon's $17.5B loan), a parallel wave of distress is sweeping through smaller, cash-burning entities.

The most critical theme is a surge in dilutive financing and costly debt restructurings, with 8 companies engaging in equity or convertible offerings and 3 companies executing high-interest refinancings (B&G Foods at 11.00%, Pacific Oak at 11.5%). Period-over-period data, though limited in this batch, shows margin compression at TPG Twin Brook (ROE down 80 bps YoY) and a clear pattern of companies trading financial health for survival. Insider activity is notably absent, but management actions—like Aditxt spinning off a subsidiary at a $150M valuation while the parent struggles—signal a 'hive-off' strategy to unlock value. The forward-looking data is dominated by catalyst dates (hearings, offering closings) that will determine the fate of several distressed names, making the next two weeks critical for portfolio positioning.

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

Filing types in this digest: 8-K

Tracking the trend? Catch up on the prior US Corporate Distress Financial Stress SEC Filings digest from June 09, 2026.

Investment Signals (10)

  • Spinning off a subsidiary at a $150M implied equity value while parent remains listed; this 'sum-of-the-parts' unlock could surface hidden value if the transaction closes, with Ignite's management team taking the lead

  • Raised $566.5M in net proceeds from a $30/share offering, extending cash runway into 2030; this massive capital injection de-risks its pipeline and provides a multi-year development horizon without near-term financing overhang

  • RadNet (BULLISH)

    Secured a $250M incremental term loan while simultaneously reducing its interest rate by 0.25%, a rare 'win-win' that adds liquidity for M&A at a lower cost of capital; cash balance of $455M provides significant firepower

  • Extended credit facility maturity to 2031 and added $200M incremental capacity; this proactive refinancing at favorable terms (SOFR + 0.95%-2.00%) signals strong lender confidence and provides ample flexibility for operations and M&A

  • Refinanced $509.3M of 5.25% notes with new 11.00% notes due 2031; the 575 bps coupon increase is a massive cost burden, but extending maturity from 2027 to 2031 buys critical time to address operational issues and avoid a near-term liquidity crisis [MIXED/BEARISH]

  • Hut 8 (MIXED)

    Closed a $4.25B offering of 6.129% senior secured notes for a 352 MW data center; the high-investment-grade tenant (AA- or higher) provides cash flow visibility, but the 18-year maturity and 6.129% coupon create significant fixed obligations that could strain the balance sheet if tenant performance falters

  • Raised $445.4M net from 1.250% convertible notes due 2032; the low coupon and capped call (up to $11.86/share) suggest strong investor demand, but the strategic pivot from Bitcoin mining to HPC infrastructure introduces execution risk with a limited operating history

  • Advisory vote on executive compensation saw 22.7% votes against, a notable level of shareholder dissent that could presage governance activism or pressure for capital allocation changes

  • Issued a $182K promissory note with a 13.8% original issue discount (effective cost >20%); this tiny, high-cost financing is a classic distress signal, indicating the company is unable to access traditional capital markets

  • Raised $243M net from 2.25% convertible notes due 2031; the low coupon and conversion premium (54.5 shares per $1,000) provide cheap financing for R&D and commercialization, but the potential dilution of up to 13.6M shares could pressure the stock

Risk Flags (10)

  • Received a Nasdaq delisting notice for failure to file Q1 2026 10-Q; hearing scheduled for June 16, 2026, just 6 days away. Failure to regain compliance will result in trading suspension and potential OTC collapse

  • Entered two high-cost debt agreements in one week (LABRYS FUND and Vanquish Funding), with restrictive covenants prohibiting asset sales or business changes; this pattern suggests acute cash burn and inability to secure traditional financing

  • Terminated LOI to acquire ConnexUS AI after board deemed incubation a failure; CEO Cheddi Rai resigned, and the company returned all ATHENA IP. This signals a complete strategic failure and leaves Visium without a clear path forward

  • Israeli court approved a debt arrangement extending Series B and D bonds to June 2028 but increasing interest to 11.5%; the subsidiary faces operational restrictions, a $6M minimum liquidity reserve, and an appointed administrator. This is a controlled default with ongoing creditor oversight

  • Replaced 5.25% notes with 11.00% notes, a 575 bps increase in coupon cost. On $509.3M of debt, this adds ~$29M in annual interest expense, significantly pressuring margins and free cash flow in an already challenging consumer environment

  • The A$150M capital raise includes a Tranche 2 Placement (A$35M) and Retail Entitlement Offer (A$43.6M) that are subject to securityholder approval; failure to secure approval in August 2026 would leave the company undercapitalized and delay clinical/commercial milestones

  • Phase 3 trial initiation for neflamapimod is contingent on securing a partnership and/or additional financing; the $10.5M private placement only extends cash runway into Q2 2027, creating a binary event risk if a partner is not secured

  • Net asset value per share declined to $14.81 from $15.12 (down 2.0% YoY), while annualized ROE fell to 12.3% from 13.1% (down 80 bps). This trend of declining asset quality and returns could pressure the dividend and investor sentiment

  • Asset swap agreement for Philippines assets is contingent on the public launch of Unicoin on September 28, 2026; the agreement can be nullified for 'Project Failure,' and the counterparty is a non-U.S. person under Regulation S, introducing jurisdictional and regulatory uncertainty

  • Despite a positive name and license agreement with Darren Cahill, the company has limited operating history, lacks significant revenues, and continues to face going concern risks; the IBM collaboration and AI platform are still in early stages with no commercial deployment

Opportunities (10)

  • With $566.5M in net proceeds and operations funded into 2030, Tango is now one of the best-capitalized small-cap biotechs. The $30/share offering price provides a floor, and the extended runway allows for multiple pipeline catalysts without dilution overhang

  • RadNet/Strategic M&A (OPPORTUNITY)

    The $250M incremental term loan at a reduced interest rate, combined with $455M cash, gives RadNet nearly $700M in liquidity for acquisitions. The company operates in 11 states and can consolidate the fragmented imaging center market, driving margin expansion

  • The implied $150M equity value for Ignite, which will become an independent NYSE-listed company, represents a potential value unlock. If the market assigns a higher multiple to the focused precision oncology platform, Aditxt shareholders could benefit from the separation

  • The 50/50 JV with Jericho Energy Ventures for 18,000 acres in Oklahoma targets AI hyperscaler demand. With development options on 4,000+ acres and a right-of-first-offer on additional properties, Comstock has a scalable, low-cost entry into the high-growth data center market

  • The extended maturity to 2031 and $200M incremental capacity provide a strong balance sheet for potential acquisitions or organic investments. The company's stable snack food business generates consistent cash flow, and the improved credit facility supports growth initiatives

  • The 2.25% convertible notes due 2031 offer a low-cost financing structure with a conversion premium. For sophisticated investors, the capped call structure limits dilution, and the proceeds support commercialization of key assets, potentially driving share price appreciation

  • The $55M offering at $1.65/share provides working capital for capital expenditures in the growing AI/high-performance computing infrastructure space. The underwriter option for additional shares suggests strong demand, and the effective S-1 provides a clean capital structure

  • The $437.5M cash sale of three luxury properties (Ritz-Carlton Sarasota, Hotel Yountville, Bardessono) is expected to close in 20-35 days. While use of proceeds is undisclosed, the cash infusion could be used for debt reduction, special dividends, or repositioning the portfolio

  • The $498.75M refinancing of Term Loans with a Cashless Settlement Option allows existing lenders to roll over without cash outlay, reducing transaction costs and maintaining lender relationships. The solvency certificate requirement provides additional creditor protection

  • The cash merger to acquire Kiavi creates a larger combined entity in the fintech/home equity space. With Kiavi's board recommending approval and contingent rights for post-closing payments, the deal structure aligns incentives and could create synergies

Sector Themes (6)

  • Massive Debt Financing for AI Infrastructure

    Hut 8 ($4.25B), Amazon ($17.5B), and Comstock (JV for 18,000 acres) are deploying enormous capital into data centers and AI infrastructure. This theme is characterized by long-dated maturities (2042 for Hut 8), high coupons (6.129% for Hut 8), and reliance on investment-grade tenants, signaling a 'build now, worry later' approach that could lead to overcapacity if AI demand softens.

  • Distressed Companies Resorting to Dilutive Equity

    At least 8 companies (VolitionRX, CervoMed, Tango Therapeutics, Syndax, Blockchain Digital, EBR Systems, Bitmine, Netcapital) are issuing equity or convertible notes to raise capital. The common thread is cash burn and inability to access traditional debt markets, with Tango's $566.5M raise being the outlier in terms of size and terms. This pattern suggests a 'survival of the fittest' dynamic in small-cap biotech and crypto-adjacent sectors.

  • High-Cost Refinancings Signal Credit Stress

    B&G Foods (11.00% vs 5.25%), Pacific Oak (11.5% vs 11.0%), and Netcapital (13.8% OID) are all paying significantly higher rates to extend maturities. This 'extend and pretend' strategy buys time but at a steep cost, indicating that these companies are viewed as high-risk by credit markets and may face covenant breaches or default if operations don't improve.

  • Corporate Governance and Shareholder Dissent

    MP Materials' 22.7% vote against executive compensation and Visium's board resignation highlight growing shareholder activism. The trend of 'say-on-pay' votes becoming a battleground, combined with board changes in distressed situations (Pacific Oak, Visium), suggests that governance is becoming a key risk factor for investors.

  • Spin-offs and Asset Sales as Value Unlock Mechanisms

    Aditxt (Ignite Proteomics spin-off), Braemar Hotels ($437.5M asset sale), and Figure Technology (Kiavi acquisition) all involve corporate restructuring to surface value. This theme is particularly relevant in a high-interest-rate environment where conglomerates are trading at discounts to sum-of-the-parts, and asset sales provide much-needed liquidity.

  • Biotech Sector Relies on Convertible and At-the-Market Financing

    Syndax ($250M convertible), Tango ($566.5M equity), and CervoMed ($10.5M private placement) all used convertible or equity-linked instruments. The low coupons (2.25% for Syndax) and high conversion premiums suggest strong investor appetite for biotech risk, but the potential dilution creates a headwind for existing shareholders.

Watch List (8)

  • Hearing scheduled for June 16, 2026, to appeal delisting determination. Failure to file Q1 10-Q could result in immediate trading suspension. Watch for any pre-hearing announcements or filing updates [June 16, 2026]

  • Phase 3 trial for neflamapimod in DLB is contingent on securing a partnership. With FDA, MHRA, and EMA alignment on registration path, any partnership announcement would be a major catalyst. Watch for Q3 2026 updates [Q3 2026]

  • The $437.5M sale of three luxury properties is expected to close in 20-35 days (by mid-July 2026). Watch for use of proceeds announcement, which could signal debt reduction, special dividends, or reinvestment [July 2026]

  • The Tranche 2 Placement (A$35M) and Retail Entitlement Offer (A$43.6M) are subject to securityholder approval at a special meeting in August 2026. Failure to approve would leave the company undercapitalized [August 2026]

  • The asset swap agreement vests based on the scheduled public launch of Unicoin on September 28, 2026. Watch for regulatory challenges, due diligence findings, or 'Project Failure' announcements that could nullify the agreement [September 28, 2026]

  • The BVI subsidiary must maintain a minimum liquidity reserve of $6.0M and faces operational restrictions under the Israeli court-approved debt arrangement. Watch for any liquidity breaches or further restructuring announcements [Ongoing]

  • With NAV declining to $14.81 and ROE dropping to 12.3%, watch for Q2 2025 earnings (expected August 2026) to see if the trend continues. Any further deterioration could pressure the dividend or trigger covenant concerns [August 2026]

  • The LABRYS FUND agreement includes restrictive covenants limiting business changes and asset transactions. Watch for any default notices or further distressed financing announcements, which would signal deepening financial strain [Ongoing]

Filing Analyses (37)
VOLITIONRX LTD 8-K neutral materiality 7/10

10-06-2026

VolitionRX Ltd (VNRX) priced a $4.6 million public offering on June 7, 2026, issuing 2,960,000 shares and warrants for up to 1,480,000 shares at a combined price of $1.55 per share. The offering includes participation from new and existing investors, with potential additional gross proceeds of up to $2.3 million from warrant exercises, though no assurance of exercise is given. The offering is expected to close on June 9, 2026.

  • · The offering is being conducted under an effective shelf registration statement on Form S-3 (File No. 333-283088), filed with the SEC on November 8, 2024, and declared effective on April 18, 2025.
  • · Each warrant has an exercise price of $1.55 per share, is exercisable immediately upon issuance, and expires five years after issuance.
  • · Maxim Group LLC is the sole placement agent, and the offering is expected to close on June 9, 2026.
  • · The company cautions that no assurance can be given that any warrants will be exercised.
  • · VolitionRX is a multinational epigenetics company focused on developing blood tests for cancer and NETosis-related diseases like sepsis.
CervoMed Inc. 8-K mixed materiality 8/10

10-06-2026

CervoMed Inc. announced a private placement financing with expected gross proceeds of approximately $10.5 million, extending cash runway into Q2 2027. The company plans to focus on strategic partnering to advance neflamapimod into Phase 3 for dementia with Lewy bodies (DLB). However, the Phase 3 trial initiation is contingent on securing a partnership and/or additional financing, and the company faces risks from potential dilution and reliance on future funding.

  • · The private placement includes 3,360,377 Units, each consisting of common stock or pre-funded warrant, Series B warrant, and Series C warrant.
  • · Series B warrants expire June 11, 2031; Series C warrants expire June 11, 2027; pre-funded warrants have no expiration.
  • · The company has alignment with FDA (Nov 2025), UK MHRA, and EMA (Jan 2026) on potential registration path for neflamapimod in DLB.
  • · Phase 3 dosing regimen is 50mg TID of stable crystal form; initial Phase 3 clinical drug batch manufactured and released.
  • · A 39-week chronic toxicity study increased neflamapimod's no adverse effect level threefold and widened safety margin to ~30-fold above clinically active exposures.
  • · Phase 2a trial in nfvPPA fully enrolled; interim biomarker data expected early Q4 2026, 24-week clinical data in Q1 2027.
  • · EXPERTS-ALS Phase 2a trial expected to dose first patient in Q4 2026.
  • · Insiders including Joshua S. Boger, John J. Alam, and Sylvie Grégoire participated in the financing.
MP Materials Corp. / DE 8-K neutral materiality 4/10

10-06-2026

MP Materials Corp. held its 2026 Annual Meeting on June 9, 2026, where stockholders elected two Class III directors (Arnold W. Donald and Randall J. Weisenburger) to serve until the 2029 annual meeting, approved on an advisory basis the compensation of named executive officers, and ratified KPMG LLP as the independent auditor for fiscal 2026. While director elections and auditor ratification passed with strong support, the advisory vote on executive compensation received approximately 22.7% votes against, indicating notable shareholder dissent.

  • · Broker non-votes totaled 38,838,978 shares on Proposals One and Two, indicating significant shares not voted on director elections and executive compensation.
  • · Proposal Three (auditor ratification) had no broker non-votes, with 129,305,494 votes FOR and only 858,587 AGAINST.
  • · The two elected Class III directors received 78,024,548 and 74,725,578 votes FOR, respectively.
  • · Continuing directors include Connie K. Duckworth, Maryanne R. Lavan, James H. Litinsky, Andrew A. McKnight, and General (Retired) Richard B. Myers.
Aditxt, Inc. 8-K positive materiality 8/10

10-06-2026

Aditxt, Inc. (NASDAQ: ADTX) announced a definitive business combination agreement valuing its 100%-owned subsidiary Ignite Proteomics at an implied equity value of approximately $150 million. Upon closing, Ignite is expected to separate from Aditxt and become an independent NYSE-listed public company through a newly formed holding company (Pubco), while Aditxt continues as a separate Nasdaq-listed company. The transaction is subject to customary closing conditions, including shareholder approvals and SEC registration, and is intended to unlock value for Aditxt while providing Ignite with dedicated capital and visibility to advance its functional proteomics platform in precision oncology.

  • · Ignite's current commercial focus is in breast cancer, with a broader development strategy intended to support expansion into additional tumor types and treatment settings.
  • · Net proceeds from the transaction are expected to support Ignite's commercialization initiatives, clinical evidence generation, working capital needs and general corporate purposes.
  • · Following closing, the combined company is expected to be led by Ignite's management team.
  • · The acquisition corp. is a special purpose acquisition company (SPAC) whose identity is not disclosed in the press release.
  • · Aditxt acquired Ignite as part of its strategy to identify, acquire and advance differentiated health innovation platforms.
Bitfarms Ltd 8-K mixed materiality 8/10

10-06-2026

Keel Infrastructure Corp. (NASDAQ/TSX: KEEL), the successor to Bitfarms Ltd., closed a $458 million offering of 1.250% convertible senior notes due 2032, generating approximately $445.4 million in net proceeds. A portion of the proceeds funded capped call transactions to offset dilution up to a share price of $11.86, while the remainder will support general corporate purposes including data center development. However, the company has a limited operating history with losses, faces risks from its strategic pivot from Bitcoin mining to HPC infrastructure, and the notes carry a low 1.250% coupon, indicating potential credit risk.

  • · The convertible notes mature on January 15, 2032, unless earlier repurchased, redeemed, or converted.
  • · Interest is payable semi-annually on January 15 and July 15, beginning January 15, 2027.
  • · The initial conversion price is approximately $7.41 per share, a 25% premium over the June 4, 2026 closing price of $5.93.
  • · The capped call cap price is $11.86 per share, a 100% premium over the same closing price.
  • · Keel may settle conversions in cash, common stock, or a combination, at its election.
  • · The notes were offered only to qualified institutional buyers under Rule 144A and exempt from Canadian prospectus requirements.
  • · Keel relies on TSX Section 602.1 exemption for eligible interlisted issuers.
  • · On April 1, 2026, Keel became the ultimate parent of Bitfarms via a statutory plan of arrangement, effectively redomiciling Bitfarms from Canada to the U.S.
  • · The company has a 2.2 GW pipeline of digital infrastructure with grid interconnections in Pennsylvania, Washington, and Québec.
  • · Forward-looking statements highlight risks including limited operating history, losses, strategic pivot to HPC, reliance on third-party suppliers, Bitcoin price volatility, and potential dilution from note conversion.
Hut 8 Corp. 8-K mixed materiality 9/10

10-06-2026

Hut 8 Corp. subsidiary Beacon Point DC LLC completed a $4.25 billion private offering of 6.129% Senior Secured Notes due 2042 to finance the development of a 352 MW data center in Nueces County, Texas, which will be leased to a high-investment-grade tenant (rated AA- or higher). The notes bear interest at 6.129% per annum, mature on November 30, 2042, and include amortization beginning May 30, 2030. The offering provides substantial capital for the project, but the high interest rate and long-term debt create significant fixed obligations, and the project's success depends on timely construction and tenant performance.

  • · The Notes were issued at 100% of principal amount and will amortize semi-annually beginning May 30, 2030.
  • · Interest on the Notes is payable semi-annually on May 30 and November 30, starting November 30, 2026.
  • · The Issuer may redeem the Notes at make-whole price before May 30, 2042, and at 100% of principal after that date.
  • · Upon a Data Center Lease Termination Event, the Issuer may redeem all or part of the Notes at 100% of principal plus accrued interest.
  • · If the Debt Service Coverage Ratio falls below 1.1:1.0 after the Initial Commencement Date, the Issuer may redeem a portion of the Notes to restore the ratio to approximately 1.1:1.0.
  • · The Indenture includes covenants limiting additional indebtedness, dividends, investments, liens, asset sales, and affiliate transactions.
  • · Upon a change of control, the Issuer must offer to repurchase the Notes at 101% of principal plus accrued interest.
  • · Upon certain asset sales or a Data Center Lease Termination Default, the Issuer must offer to repurchase the Notes at 100% of principal plus accrued interest.
  • · The tenant is described as a high-investment-grade company rated AA- or higher.
NORTHERN STATES POWER CO /WI/ 8-K neutral materiality 5/10

10-06-2026

On June 9, 2026, Northern States Power Company (Wisconsin) entered into a Bond Purchase Agreement to issue $250 million in aggregate principal amount of 5.48% First Mortgage Bonds due June 15, 2041. The offering was placed solely by Huntington Securities, Inc., and net proceeds of approximately $249 million will be used for general corporate purposes. No other financial metrics or comparisons are provided in this filing.

  • · The bonds are secured by a first mortgage lien on substantially all of NSP-Wisconsin’s real and fixed properties (subject to limited exceptions).
  • · The bonds may be redeemed at NSP-Wisconsin’s option at any time before December 15, 2040 at a make-whole redemption price (greater of 100% of principal or make-whole amount plus accrued interest); on or after December 15, 2040, at 100% of principal plus accrued interest.
  • · Events of default include non-payment of principal/premium, 30-day default on interest, 60-day default on sinking fund payments, bankruptcy, and 60-day uncured covenant breaches.
  • · The bonds were offered in reliance on Section 4(a)(2) of the Securities Act (private placement) and are not registered under the Securities Act or state securities laws.
Dell Technologies Inc. 8-K neutral materiality 7/10

10-06-2026

Dell Technologies Inc. entered into a $6.0 billion credit agreement on June 10, 2026, with JPMorgan Chase Bank as administrative agent and a syndicate of lenders including Bank of America, Barclays, Citibank, Goldman Sachs, Wells Fargo, and HSBC. The facility includes a $500 million letter of credit sublimit and is structured with pricing tied to Dell's credit ratings, ranging from 0.825% to 1.450% for Term SOFR loans and 0.065% to 0.240% for the unused line fee. The agreement also contains a consolidated interest coverage ratio covenant and other standard terms, but no period-over-period comparisons are available as this is a new facility.

  • · The credit agreement is dated June 10, 2026, and includes Dell International L.L.C. and EMC Corporation as borrowers.
  • · The facility has a pricing grid based on debt ratings from S&P, Moody's, and Fitch, with five pricing levels ranging from Level 1 (≥ BBB+/Baa1/BBB+) to Level 5 (≤ BB/Ba2/BB).
  • · The Term SOFR Applicable Rate ranges from 0.825% (Level 1) to 1.450% (Level 5); the Base Rate ranges from 0.000% (Levels 1-2) to 0.450% (Level 5); the Unused Line Fee ranges from 0.065% (Level 1) to 0.240% (Level 5).
  • · The agreement includes a consolidated interest coverage ratio covenant (Article VII, Section 7.03) and standard events of default (Article VIII).
  • · The facility is arranged by JPMorgan Chase, Bank of America, Barclays, Citibank, Goldman Sachs, Wells Fargo, and HSBC as joint lead arrangers and joint bookrunners.
VISIUM TECHNOLOGIES, INC. 8-K negative materiality 8/10

10-06-2026

Visium Technologies, Inc. terminated its Amended and Restated Letter of Intent to acquire ConnexUS AI Inc., after the Board determined the ConnexUS incubation had failed. The mutual release extinguishes all payment obligations, confirms ConnexUS retains full ownership of the ATHENA platform IP, and includes the resignation of Cheddi Rai from all officer and director positions at Visium. The Board now consists of Paul R. Taylor (Chairman & CEO), Mark Lucky (CFO), and David Pierce (Independent Director).

  • · The LOI termination is effective as of June 9, 2026.
  • · Visium has returned or destroyed all copies of ATHENA IP in its possession.
  • · ConnexUS waived all payment obligations including Committed Contract Value, Minimum Monthly Fees, Pass-Through Costs, interest, liquidated damages, and collection costs.
  • · The mutual release covers claims for breach of contract, breach of fiduciary duty, fraud, misrepresentation, unjust enrichment, quantum meruit, tortious interference, and securities law claims.
  • · The agreement includes confidentiality and non-disparagement obligations.
  • · Disputes will be resolved by binding arbitration in Broward County, Florida under the Revised Florida Arbitration Code.
Classover Holdings, Inc. 8-K neutral materiality 4/10

10-06-2026

Classover Holdings, Inc., now named KIDZ AI Inc., filed a Current Report (8-K) on June 10, 2026, addressing amendments to its charter/bylaws and other corporate governance matters. The company had previously changed its name from Classover Holdings to KIDZ AI Inc. on May 29, 2026. The filing covers items 3.03, 5.03, 5.07, and 9.01; however, specific financial figures and detailed terms of the amendments were not provided in this summary-level view.

  • · The filing includes items 3.03 (Material Modification to Rights of Security Holders), 5.03 (Amendments to Articles of Incorporation or Bylaws), 5.07 (Submission of Matters to a Vote of Security Holders), and 9.01 (Financial Statements and Exhibits).
  • · The company's CIK is 0002022308, and it is incorporated in Delaware with a fiscal year ending December 31.
  • · Prior to this filing, the company changed its name from Classover Holdings, Inc. to KIDZ AI Inc. as of May 29, 2026.
  • · The filing date of the 8-K is June 10, 2026.
Figure Technology Solutions, Inc. 8-K neutral materiality 8/10

10-06-2026

Figure Technology Solutions, Inc. (Buyer) has entered into a definitive merger agreement to acquire Kiavi, Inc. (Company) through a merger of its wholly owned subsidiary, Project Mason Merger Sub, Inc., with and into Kiavi. The transaction is structured as a cash merger, with Kiavi stockholders receiving cash consideration per share, plus contingent rights to certain post-closing payments. The merger is subject to stockholder approval, regulatory approvals, and other customary closing conditions, and is expected to close following satisfaction of those conditions.

  • · The merger agreement was executed on June 10, 2026.
  • · Kiavi's board of directors has approved the merger and recommended stockholder approval.
  • · Concurrently, Bridge Opportunities Loan Trust JV (organized by Buyer and the Securityholder Representative) is entering into an Equity Purchase Agreement with Kiavi to purchase certain assets and liabilities.
  • · Key executives Arvind Mohan, Charles Goodwin, and Jonathan Muller are entering into Restrictive Covenants Agreements in favor of Buyer.
  • · The merger is subject to the Requisite Stockholder Consent, which will be sought promptly after execution.
  • · The surviving corporation will be a wholly owned subsidiary of Buyer.
  • · Post-closing, the directors and officers of Merger Sub will become the directors and officers of the surviving corporation.
  • · The consideration includes cash per share plus contingent rights to potential post-closing payments (expense fund release, adjustment surplus, escrow release).
  • · Non-Converting Preferred Stock will receive its liquidation preference, with potential adjustments if post-closing payments exceed that preference.
  • · The agreement includes provisions for dissenting shares, sanctioned shares, and treatment of company options, RSUs, and warrants.
HNI CORP 8-K neutral materiality 7/10

10-06-2026

HNI Corporation entered into Amendment No. 3 to its Credit Agreement on June 10, 2026, to refinance all outstanding Initial Tranche B Term Loans (Existing Term Loans) with new 2026 Refinancing Term Loans totaling $498,750,000. The amendment involves Wells Fargo Bank as Administrative Agent, with Wells Fargo Securities, JPMorgan Chase, and U.S. Bank as joint lead arrangers. The refinancing is structured to convert or prepay existing loans and includes customary conditions, representations, and reaffirmations of credit obligations.

  • · The amendment refinances all outstanding Initial Tranche B Term Loans (Existing Term Loans) under the original Credit Agreement dated September 5, 2025.
  • · Lenders could choose between a Cashless Settlement Option (converting Existing Term Loans into 2026 Refinancing Term Loans of like principal) or a Post-Closing Settlement Option (prepayment and separate purchase of 2026 Repricing Term Loans).
  • · Conditions precedent include receipt of legal opinions from multiple law firms, a solvency certificate, and a Borrowing Request for the new loans.
  • · The amendment reaffirms all covenants, representations, and warranties of the Credit Agreement and does not constitute a novation.
  • · The Certificate of Existence for The Hon Company LLC must be delivered within five business days after the effective date.
J&J SNACK FOODS CORP 8-K positive materiality 8/10

10-06-2026

J&J Snack Foods Corp. entered into Amendment No. 2 to its Second Amended and Restated Credit Agreement, extending the maturity date to June 5, 2031, and adding a $200 million incremental commitment. The amendment also removes certain merged entities as borrowers, updates interest rate margins and financial covenants, and increases various subsidiary debt and investment thresholds. The changes provide the company with additional financial flexibility and a longer-term credit facility.

  • · The amendment removes Federal Pretzel Baking Company, Swirl Holdings, Icee of Hawaii, NY Pretzel, DD Acquisition Holdings, and Dippin' Dots Holding as borrowers due to mergers.
  • · Interest rate margins are tiered based on Consolidated Net Leverage Ratio, ranging from 0.95% to 2.00% for SOFR loans and 0.00% to 1.00% for ABR loans.
  • · Unused fees range from 0.10% to 0.30% based on leverage ratio.
  • · The definition of Material Subsidiary now includes any wholly-owned subsidiary that owns Intellectual Property or is needed to reach 90% of consolidated net revenues or total assets.
  • · A new 'Specified Event of Default' definition covers defaults under Sections 8.1(a), (b), (h), or (i).
  • · Financial reporting deadlines remain 45 days after each fiscal quarter end for unaudited statements.
  • · The amendment increases various subsidiary debt and investment caps from prior levels (specific prior caps not disclosed).
Dream Finders Homes, Inc. 8-K neutral materiality 6/10

10-06-2026

Dream Finders Homes, Inc. completed its reincorporation from Delaware to Texas, effective June 9, 2026, converting from a Delaware corporation to a Texas corporation under the same name. The company's authorized capital stock remains 355,000,000 shares, consisting of 350,000,000 shares of Common Stock (289,000,000 Class A and 61,000,000 Class B) and 5,000,000 shares of Preferred Stock (including 150,000 Series A Convertible Preferred). The reincorporation does not change the company's principal business address in Jacksonville, Florida, or its operational structure.

  • · The reincorporation was effective at 5:00 p.m. Eastern Time on June 9, 2026.
  • · The registered office in Texas is at 1999 Bryan St., Suite 900, Dallas, Texas 75201, with CT Corporation System as registered agent.
  • · Class B Common Stock carries 3 votes per share (based on conversion into Class A), while Class A Common Stock carries 1 vote per share.
  • · Class B Common Stock is convertible at any time into Class A Common Stock on a 1:1 basis.
  • · The certificate of formation allows shareholders holding a majority of voting power to approve fundamental business transactions without a separate class vote, unless preferred stock rights specify otherwise.
  • · In a change of control transaction, Class A and Class B holders must be treated equally unless a majority of the affected class votes for different treatment.
Swarmer, Inc 8-K neutral materiality 7/10

10-06-2026

Swarmer, Inc. entered into a Common Stock Purchase Agreement and Registration Rights Agreement with Lucid Capital Markets, LLC on June 10, 2026, allowing the company to sell up to 3,000,000 shares of common stock at its discretion over a 24-month period, at a per-share price equal to 98% of the VWAP during the applicable purchase period. The company also filed an initial registration statement on the same date and engaged Seaport Global Securities LLC as a qualified independent underwriter, agreeing to reimburse up to $55,000 for its services. This facility provides Swarmer with flexible financing for operations, expansion, and acquisitions, but it creates potential dilution for existing shareholders and does not guarantee any capital raise.

  • · The purchase price per share for regular purchases is 98% of the VWAP during the applicable Purchase Date.
  • · The default Minimum Price Threshold is 75% of the prior day's closing price if not specified otherwise.
  • · Lucid's ownership is capped at 4.99% of outstanding shares.
  • · The Purchase Agreement automatically terminates on the earliest of: 24 months from Commencement, when 3,000,000 shares have been purchased, if common stock is delisted, upon bankruptcy events, or upon appointment of a custodian.
  • · The company may also execute Intraday Purchases after 10:00 a.m. and before 3:30 p.m. New York City time on trading days.
  • · The company has the right to terminate the agreement at any time after Commencement with 10 trading days' notice without cost or penalty.
  • · Lucid can terminate the agreement in specific circumstances, including uncured material breach, failed registration deadlines, or sustained trading suspension.
  • · Seaport Global Securities will be reimbursed up to $55,000 for its QIU services and will receive no other compensation.
BITMINE IMMERSION TECHNOLOGIES, INC. 8-K neutral materiality 7/10

10-06-2026

Bitmine Immersion Technologies, Inc. filed a Certificate of Designations on June 10, 2026, creating 3,500,000 authorized shares of 9.50% Series A Perpetual Preferred Stock with a par value of $0.0001 per share and a liquidation preference of $100 per share. The series carries a 9.50% cumulative dividend rate, which may increase if dividends are deferred, and grants holders the right to require repurchase upon a Fundamental Change. The filing also includes provisions for optional and tax redemption, voting rights (including the right to designate up to two directors upon dividend non-payment), and ranking senior to common stock for dividends and liquidation.

  • · The Series A Preferred Stock ranks senior to common stock for dividends and liquidation, and equally with any future Dividend Parity Stock or Liquidation Parity Stock.
  • · Holders have the right to designate up to two Preferred Stock Directors if regular dividends are not paid in full for six or more quarterly periods (whether or not consecutive).
  • · The Company may redeem the Series A Preferred Stock at its option at any time, in whole or in part, at a redemption price equal to 100% of the liquidation preference plus accrued and unpaid dividends.
  • · Upon a Fundamental Change (e.g., change of control or sale of substantially all assets), holders may require the Company to repurchase their shares at a cash price equal to 100% of the liquidation preference plus accrued and unpaid dividends.
  • · The Initial Issue Date is June 10, 2026.
  • · The Certificate of Designations was adopted by the Pricing Committee of the Board of Directors on June 4, 2026.
Syndax Pharmaceuticals Inc 8-K positive materiality 8/10

10-06-2026

Syndax Pharmaceuticals issued $250.0 million aggregate principal amount of 2.25% Convertible Senior Notes due 2031 in a private placement on June 10, 2026, generating net proceeds of approximately $243.0 million. The company plans to use the proceeds for general corporate purposes, including R&D, commercialization, and business development. The notes are convertible into up to 13,631,400 shares of common stock at an initial maximum conversion rate of 54.5256 shares per $1,000 principal.

  • · The notes were issued in a private placement exempt from registration under Section 4(a)(2) of the Securities Act.
  • · Shares issued upon conversion will be exempt under Section 3(a)(9) as an exchange with existing noteholders.
  • · The conversion rate is subject to customary anti-dilution adjustment provisions.
  • · The indenture and form of note are attached as exhibits to the filing.
Netcapital Inc. 8-K negative materiality 9/10

10-06-2026

Netcapital Inc. (NCPLW) entered into a Securities Purchase Agreement with LABRYS FUND II, L.P. on June 3, 2026, under the exemption from securities registration pursuant to Section 4(a)(2) of the Securities Act and Rule 506(b). The proceeds from the sale are designated for business development and general working capital. The agreement includes restrictive covenants limiting the Company from changing its business nature or engaging in material asset transactions until the note is paid or fully converted.

  • · The agreement was entered under the exemption from securities registration under Section 4(a)(2) of the 1933 Act and Rule 506(b).
  • · The Company covenants to use proceeds solely for business development and general working capital, with explicit prohibitions on repaying certain debts, making loans to affiliates, or violating applicable law.
  • · The Company is restricted from changing the nature of its business or materially altering its asset structure until the note is paid in full or fully converted.
  • · The Company represents solvency and continuing as a going concern, with no information suggesting inability to pay debts as they mature.
  • · Extensive representations cover environmental compliance, property title, insurance adequacy, internal accounting controls, and compliance with the Foreign Corrupt Practices Act.
  • · The Company certifies no disqualification events under Rule 506(d) of the 1933 Act and that it is not required to be registered as an investment company.
AMERICAN EAGLE OUTFITTERS INC 8-K neutral materiality 5/10

10-06-2026

American Eagle Outfitters Inc. entered into Amendment No. 2 to its Second Amended and Restated Credit Agreement, effective June 4, 2026, with unanimous lender consent. The amendment extends the maturity date to the fifth anniversary of the amendment's effective date (approximately June 2029) and makes other modifications to the existing credit facility. No financial terms or new borrowing amounts were disclosed in the filing.

  • · The amendment was unanimously approved by 100% of the lenders immediately prior to the effective date.
  • · The maturity date is extended to the fifth anniversary of the Amendment No. 2 Effective Date (June 4, 2026), i.e., approximately June 4, 2029.
  • · The amendment includes reaffirmation of existing liens and security interests by both U.S. and Canadian loan parties.
  • · Post-closing requirements include delivery of flood hazard determinations and related documentation within 90 days of the effective date.
  • · The amendment is governed by New York law.
Sadot Group Inc. 8-K neutral materiality 5/10

10-06-2026

Sadot Group Inc. filed a Current Report on Form 8-K on June 10, 2026, covering Items 1.01 (Entry into a Material Definitive Agreement), 5.03 (Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year), and 9.01 (Financial Statements and Exhibits). The filing indicates a material agreement entry and potential corporate governance changes, but no specific financial figures or performance metrics were disclosed in the filing header.

  • · The filing includes Items 1.01, 5.03, and 9.01, suggesting a material agreement and possible amendments to governing documents.
  • · The company's CIK is 0001701756, formerly known as Muscle Maker, Inc. until July 2023.
  • · The filing date is June 10, 2026, and the document size is 8 MB.
Netcapital Inc. 8-K mixed materiality 5/10

10-06-2026

Netcapital Inc. entered into a securities purchase agreement with Vanquish Funding Group Inc. on June 4, 2026, issuing a promissory note with an aggregate principal amount of $182,120 (including $25,120 original issue discount). The transaction is exempt from SEC registration and is intended to provide working capital; however, the small size of the note (net proceeds only ~$157,000) and the inclusion of an original issue discount suggest a high cost of capital and potential financial strain.

  • · Netcapital has 900,000,000 authorized common shares and 7,847,899 shares outstanding as of June 4, 2026.
  • · The Note carries a 13.8% original issue discount ($25,120 discount on $182,120 face value).
  • · The securities are unregistered and bear a restrictive legend under the Securities Act of 1933.
  • · No material nonpublic information was disclosed to the Buyer prior to the transaction.
BIO KEY INTERNATIONAL INC 8-K negative materiality 9/10

10-06-2026

BIO-key International received a notice from Nasdaq on June 5, 2026, stating that its failure to file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 provides an additional basis for delisting its common stock from the Nasdaq Capital Market. The company has a hearing scheduled for June 16, 2026, to appeal a prior delisting determination, but there is no assurance that continued listing will be granted.

  • · The company previously appealed Nasdaq's May 6, 2026 determination to suspend trading of its common stock.
  • · The hearing before the Nasdaq Hearing Panel is scheduled for June 16, 2026.
  • · The company is taking all reasonable measures to regain compliance with the Periodic Report Rule and remain listed.
RadNet, Inc. 8-K positive materiality 8/10

10-06-2026

RadNet, Inc. secured a $250 million incremental term loan to fund strategic growth, including acquisitions and organic expansion, while reducing the interest rate on its credit facility by 0.25%. The company's cash balance as of March 31, 2026, was $455 million, and the new loan adds to this liquidity. However, quarterly principal payments on the term loan increased from approximately $2.4 million to $3.1 million, reflecting higher debt service costs.

  • · The incremental term loan matures on April 18, 2031, coinciding with the existing term loan maturity.
  • · Call protection provided to term loan lenders for six months following the Third Amendment.
  • · RadNet operates imaging centers in 11 states: Arizona, California, Delaware, Florida, Idaho, Indiana, Maryland, New Jersey, New York, Texas, and Virginia.
  • · The interest rate on the term loan is now Term SOFR plus 2.00% or alternate base rate plus 1.00%.
Tango Therapeutics, Inc. 8-K positive materiality 9/10

10-06-2026

Tango Therapeutics, Inc. entered into an underwriting agreement on June 9, 2026, to sell 18,166,667 shares of common stock at $30.00 per share and pre-funded warrants to purchase up to 1,833,395 shares at $29.999 per warrant, with an option for underwriters to purchase an additional 3,000,009 shares. The expected net proceeds of approximately $566.5 million will be used for general corporate purposes, including R&D, pivotal trial expenses, and potential commercialization preparation, and are expected to fund operations into 2030. This offering provides significant capital runway but also dilutes existing shareholders.

  • · The offering is expected to close on June 11, 2026, subject to customary closing conditions.
  • · The shares and pre-funded warrants are sold under a Registration Statement on Form S-3ASR (File No. 333-291684).
  • · The underwriting agreement includes customary representations, warranties, indemnification obligations, and termination provisions.
  • · The pre-funded warrants have an exercise price of $0.001 per share, are exercisable immediately, and do not expire.
  • · Under the pre-funded warrants, a holder cannot exercise if it would result in beneficial ownership exceeding 4.99% or 9.99% (as elected) of outstanding common stock, with a 61-day notice requirement for changes up to 19.99%.
  • · Use of proceeds includes research and development expenses, pivotal trial expenses, and potential commercialization preparations.
  • · No prior period financial comparisons or performance metrics are reported.
Braemar Hotels & Resorts Inc. 8-K neutral materiality 8/10

10-06-2026

Braemar Hotels & Resorts Inc. entered into an agreement to sell three luxury hotel properties—The Ritz-Carlton Sarasota, Hotel Yountville, and Bardessono Hotel and Spa—for a total of $437.5 million in cash. The transaction is expected to close in 20-35 days, subject to customary conditions, but there is no guarantee of completion. No comparative financial data or prior performance metrics are provided in the filing.

  • · The sale includes properties in Sarasota, Florida, and Yountville, California.
  • · No financial impact or gain/loss from the sale is disclosed in the filing.
  • · No debt paydown or use of proceeds is mentioned.
Pacific Oak Strategic Opportunity REIT, Inc. 8-K mixed materiality 9/10

10-06-2026

On June 5, 2026, an Israeli court approved a debt arrangement for Pacific Oak SOR (BVI) Holdings, Ltd., the indirect wholly owned subsidiary of Pacific Oak Strategic Opportunity REIT, Inc. The arrangement restructures the BVI's Series B and Series D bonds, extending the final maturity to June 30, 2028, and increasing the interest rate from 11.0% to 11.5% after the completion date. While the outstanding principal amounts (NIS 388,237,587 for Series B and NIS 587,063,000 for Series D) are not reduced, the company will receive limited operational funding of up to approximately $2.9 million plus $61,000 per month from the BVI under a second loan, but the BVI faces significant operational restrictions and must maintain a minimum liquidity reserve of $6.0 million.

  • · The Debt Arrangement was approved by bondholders before court approval.
  • · The BVI's board of directors was reconstituted to include directors supported by bondholders.
  • · An administrator was appointed under Israeli insolvency law to decide creditor claims and pursue certain claims on behalf of the BVI, but does not have management authority.
  • · The Second Loan does not require the BVI to advance any minimum amount; advances are at the BVI's discretion based on an approved budget and sufficient available funds.
  • · The Company and Partnership's sole remedy for BVI breach of the Second Loan is termination; they cannot seek damages.
  • · The Company may appoint a director to BVI board meetings subject to bondholder approval.
  • · The Company agreed not to initiate insolvency proceedings against the BVI as a condition of the Second Loan.
  • · The Second Loan is governed by Israeli law with exclusive jurisdiction in the Tel Aviv–Jaffa District Court.
  • · The Company plans to provide an update with related documents on a subsequent Form 8-K upon the Completion Date.
Unicoin Inc. 8-K mixed materiality 7/10

10-06-2026

TransparentBusiness Inc. (formerly Unicoin Inc.) entered into an Asset Swap Agreement on June 10, 2026, to acquire assets located in the Philippines in exchange for unicoins (UNCN) valued as cash-equivalent consideration. The agreement includes a vesting schedule tied to the scheduled public launch of Unicoin on September 28, 2026, with 20% released at launch and 5% monthly thereafter. However, the agreement is subject to significant risks including potential Project Failure, due diligence findings, and regulatory challenges that could nullify the transaction.

  • · The agreement involves assets located in the Republic of the Philippines, officially registered as per Exhibit A.
  • · Investor represents that it is not a 'U.S. Person' as defined in Regulation S of the Securities Act of 1933.
  • · The Company may nullify the agreement without liability for material misrepresentations, due diligence issues, failure to close, or Project Failure.
  • · In case of Project Failure, the Company must reconvey the Assets to Investor at its own cost, with Investor bearing applicable taxes and fees.
  • · Investor must comply with KYC/AML requirements and is not on any sanctions list.
  • · The Unicoin Allocation amount and Assets Value are left blank in the filing, indicating they are negotiated and not disclosed.
Agassi Sports Entertainment Corp. 8-K positive materiality 5/10

10-06-2026

Agassi Sports Entertainment Corp. (ASE) signed a name and likeness license agreement with renowned tennis coach Darren Cahill to support initiatives including the Agassi Intelligence AI platform developed with IBM, original content creation, media opportunities, and global growth. The company has a limited operating history, lacks significant revenues, and continues to face going concern risks as noted in the forward-looking statements.

  • · Darren Cahill formerly coached Andre Agassi, Jannik Sinner, Simona Halep, and Lleyton Hewitt.
  • · The company previously announced a multi-year collaboration with IBM to develop Agassi Intelligence.
  • · Additional announcements regarding Agassi Intelligence and other initiatives involving Darren Cahill are expected in the coming months.
  • · ASE’s forward-looking statements highlight risks including lack of significant revenues, history of losses, and going concern uncertainty.
  • · The company also plans to develop a world series of pickleball events, a mobile application, and digital platform.
Comstock Holding Companies, Inc. 8-K positive materiality 7/10

10-06-2026

Comstock Holding Companies (CHCI) announced a 50/50 joint venture with Jericho Energy Ventures to develop large-scale AI data center campuses in Oklahoma's Pawnee and Noble counties. Jericho contributes roughly 18,000 acres of subsurface portfolio and energy infrastructure, while Comstock brings development expertise and initial capital. The JV has already secured development options on over 4,000 acres, aiming to monetize through powered-land sales and build-to-suit leases.

  • · The JV is structured to address demand from AI hyperscalers for immediate access to low-cost, reliable power.
  • · Planning has commenced for what would become one of the largest data center campuses in Oklahoma.
  • · Partners entered into a right-of-first-offer arrangement for additional Jericho-affiliated properties across Oklahoma.
  • · Comstock (through a wholly-owned subsidiary) will serve as administrative member and lead development efforts.
AMAZON COM INC 8-K neutral materiality 7/10

10-06-2026

Amazon.com, Inc. entered into a $17.5 billion unsecured term loan agreement on June 8, 2026, with Citibank as administrative agent and a syndicate of major banks. The facility carries an interest rate margin of 0.625% to 0.875% over Term SOFR based on Amazon's credit ratings (currently AA-/Aa3/AA-). Proceeds are for general corporate purposes, and the agreement includes standard representations, covenants, and events of default.

  • · The agreement was dated June 8, 2026, and filed on June 10, 2026.
  • · The facility is unsecured and has no specific repayment schedule mentioned in the excerpt; repayment terms are in Article II.
  • · The Applicable Rate is determined by Amazon's credit ratings: Category 1 (AA/Aa2/AA or above) 0.625%, Category 2 (AA-/Aa3/AA-) 0.750%, Category 3 (A+/A1/A+ or below) 0.875%.
  • · Base Rate Loans carry a 0.00% margin.
  • · The agreement includes standard negative covenants (e.g., limitations on liens, fundamental changes) and affirmative covenants (e.g., financial statements, compliance with laws).
  • · Conditions precedent to borrowing include customary representations and warranties, no material adverse effect, and compliance with anti-corruption and sanctions laws.
  • · The facility is governed by New York law and includes a jury trial waiver.
INNO HOLDINGS INC. 8-K mixed materiality 6/10

10-06-2026

INNO HOLDINGS INC. (INHD) announced a Development Services Agreement with a Hong Kong-based AI service provider to build an AI-powered used mobile phone sales agent system for a total contracted service value of USD 3,000,000. The project aims to automate sales workflows and improve conversion rates, but it is still in early development and has not been deployed commercially, with no assurance of successful implementation.

  • · The Sales AI Agent Project is in early development stage and not yet deployed in commercial operations.
  • · The Service Provider will deliver architecture design, automated customer acquisition module, AI-driven product recommendation engines, and integrated data analytics capabilities.
  • · The project is designed for the Company's used mobile phone trading business.
  • · CEO Ding Wei stated the used phone market is at a 'pivotal turning point' where AI automation can create competitive advantages.
  • · The Company is incorporated in Texas with operations primarily in Hong Kong.
Bio Green Med Solution, Inc. 8-K neutral materiality 6/10

10-06-2026

Bio Green Med Solution, Inc. entered into a Securities Purchase Agreement on June 10, 2025, with foreign accredited investors to issue 1,103,338 shares of common stock at $0.72 per share, raising aggregate gross proceeds of $794,403. The transaction closed on June 10, 2026, and the proceeds will be used for general corporate and operating purposes. Concurrently, the Company entered into a Registration Rights Agreement to register the shares for resale, with the Company bearing registration expenses.

  • · The shares were sold without registration under the Securities Act, relying on the exemption provided by Regulation S, which permits offers or sales outside the United States to non-U.S. persons.
  • · The Company is obligated to keep the resale registration statement effective until all registrable securities have been sold or cease to be registrable securities.
  • · The Purchase Agreement and Registration Rights Agreement are filed as Exhibits 10.1 and 10.2 to the Form 8-K.
EBR Systems, Inc. 8-K mixed materiality 9/10

10-06-2026

EBR Systems, Inc. entered into an underwriting agreement on June 4, 2026, for a fully underwritten A$150.0 million capital raise on the ASX, comprising an institutional placement (A$64.4 million) and a 1-for-2 pro rata accelerated non-renounceable entitlement offer (A$85.6 million). The institutional placement and institutional component of the entitlement offer were completed on June 5, 2026, raising approximately A$106.4 million in gross proceeds. However, the Tranche 2 Placement (A$35.0 million) and the Retail Entitlement Offer (A$43.6 million) remain subject to securityholder approval and are expected to settle in August 2026 and open on June 11, 2026, respectively.

  • · The offer price per New CDI was A$0.38.
  • · The Tranche 1 Placement and Institutional Entitlement Offer are expected to settle on June 11, 2026 (Sydney time).
  • · The Tranche 2 Placement is subject to securityholder approval at a special meeting and expected to settle in August 2026.
  • · The Retail Entitlement Offer will open on June 11, 2026, for eligible retail securityholders in Australia and New Zealand.
  • · The securities were issued in reliance on Regulation S under the Securities Act, exempt from registration.
  • · The Underwriting Agreement contains customary representations, warranties, and indemnification obligations.
TPG Twin Brook Capital Income Fund 8-K mixed materiality 8/10

10-06-2026

TPG Twin Brook Capital Income Fund reported net investment income of $0.46 per share for Q1 2025, up from $0.44 in Q1 2024, while net asset value per share declined to $14.81 from $15.12. The company's total investment portfolio grew to $2.8 billion, but the annualized return on equity decreased to 12.3% from 13.1% in the prior year period.

  • · The company issued $225M in Series D Senior Notes: $50M at 6.67% due 2029 and $175M at 7.03% due 2031.
  • · Minimum shareholder equity covenant set at $1.25B plus 25% of net equity proceeds after October 1, 2025.
  • · Series D Tranche A Notes are callable at par on or after May 4, 2029; Tranche B Notes callable at par on or after December 4, 2030.
  • · The company's name changed from AG Twin Brook Capital Income Fund to TPG Twin Brook Capital Income Fund.
  • · Net investment income per share increased 4.5% YoY to $0.46, but net asset value per share declined 2.0% to $14.81.
  • · Annualized return on equity decreased to 12.3% from 13.1% in the prior year period.
WERNER ENTERPRISES INC 8-K neutral materiality 5/10

10-06-2026

Werner Enterprises Inc. and its subsidiary Werner Receivables Company LLC entered into Amendment No. 3 to the Loan and Security Agreement dated June 5, 2026, with Wells Fargo Bank and Toronto-Dominion Bank as lenders. The amendment modifies the existing credit facility and is accompanied by related agreements including a new Fee Letter, a Purchase and Sale Agreement amendment, and a Performance Guaranty. No specific financial amounts or performance metrics were disclosed in this filing.

  • · The amendment is dated June 5, 2026, and filed on June 10, 2026.
  • · The original Loan and Security Agreement was dated March 27, 2025.
  • · The amendment includes a new Performance Guaranty from Werner Enterprises Inc. to the Administrative Agent.
  • · The amendment is governed by New York law.
  • · The Borrower and Servicer submitted to exclusive jurisdiction of New York courts; other parties submitted to non-exclusive jurisdiction.
B&G Foods, Inc. 8-K mixed materiality 9/10

10-06-2026

B&G Foods closed a $475M private offering of 11.00% senior notes due 2031, intending to use the proceeds alongside revolving credit facility borrowings and cash to redeem all $509.3M of its outstanding 5.25% senior notes due 2027 and pay related fees and expenses. The new notes carry a significantly higher interest rate (11.00% vs. 5.25%) but extend the maturity from 2027 to 2031, reflecting a costly refinancing to manage near-term debt maturities.

  • · The new notes are guaranteed on a senior unsecured basis by certain domestic subsidiaries.
  • · The offering was exempt from registration under the Securities Act of 1933, offered only to QIBs under Rule 144A and non-U.S. persons under Regulation S.
  • · The press release states it does not constitute a redemption notice for the 2027 notes.
  • · The company intends to also use borrowings under its revolving credit facility and cash on hand to complete the redemption.
  • · B&G Foods' portfolio includes over 50 brands such as B&G, B&M, Bear Creek, College Inn, Cream of Wheat, Crisco, Dash, Green Giant, and others.
BlockchAIn Digital Infrastructure, Inc. 8-K positive materiality 7/10

10-06-2026

BlockchAIn Digital Infrastructure, Inc. (AIB) announced the pricing of a $55 million underwritten public offering of 33,333,334 shares at $1.65 per share, with net proceeds intended for working capital, capital expenditures, and general corporate purposes. The offering is expected to close on June 8, 2026, and includes a 45-day underwriter option for up to an additional 4,999,999 shares. No negative or flat performance metrics are reported in this filing.

  • · The offering is underwritten by Lucid Capital Markets as sole book-running manager.
  • · The registration statement (Form S-1, File No. 333-296413) was declared effective by the SEC on June 4, 2026.
  • · The underwriter has a 45-day option to purchase up to an additional 4,999,999 shares at the public offering price less discounts.
  • · Net proceeds will be used for working capital, capital expenditures, and general corporate purposes.
  • · The offering is expected to close on or about June 8, 2026.

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