US Corporate Distress Financial Stress SEC Filings — June 12, 2026

12-06-2026

BioRestorative Therapies, Inc. entered into a $1,000,000 revolving loan agreement with Bowery Group LLC on June 10, 2026, bearing 12% annual interest (16% default rate), with proceeds for general corporate purposes. Concurrently, three directors (Francisco Silva, Nickolay Kukekov, Patrick F. Williams) resigned effective June 11, 2026, and three new directors designated by the lender (Mika Grasso, Katharyn Field, Jatinder Dhaliwal) were appointed on June 12, 2026. The board changes reflect lender influence under the agreement, while Chairman Lance Alstodt and director David Rosa remain.

• · The revolving loan matures one year from the closing of each loan, with optional prepayment and reborrowing allowed.
• · No loans may be requested after the tenth business day preceding the Maturity Date.
• · Mika Grasso (age 28) is an Investment Director at a family office; Katharyn Field (age 43) is CEO of iSpecimen Inc.; Jatinder Dhaliwal (age 38) is a registered pharmacist and CEO/director of multiple public companies.
• · All three new directors are deemed independent under Nasdaq standards; Mr. Grasso qualifies as an audit committee financial expert.
• · The new directors will receive standard non-employee director compensation.
• · No family relationships or material interests in transactions requiring disclosure under Item 404(a) exist between the new directors and the company's officers/directors.

12-06-2026

United Community Banks, Inc. (UCB) announced the sale of its equipment finance business, Navitas Credit Corp. and NLFC Reinsurance Corp., to funds managed by Wafra Inc. for $1.9 billion in cash. The transaction is expected to close in Q3 2026 and will result in a one-time pre-tax earnings benefit of $109 million, 3% accretion to tangible book value per share, and 145 basis points of CET1 capital. However, the sale reduces the risk profile by eliminating a segment that accounted for 10% of loans but 50% of net charge-offs, while excess liquidity will be reinvested at lower yields (4.0-4.5%) versus potentially higher loan yields.

• · Navitas had $1.8 billion in owned receivables and 207 employees as of March 31, 2026.
• · United Community Banks had $28.2 billion in assets and 200 offices as of March 31, 2026.
• · The transaction is expected to close in Q3 2026, subject to customary closing conditions.
• · Excess liquidity will be reinvested in lower-risk securities with aggregate weighted average yield between 4.0-4.5% and target duration of less than two years.
• · United intends to evaluate capital deployment alternatives including organic growth, balance sheet optimization, share repurchases, and opportunistic M&A.
• · Navitas' executive leadership team and all employees are expected to remain with the business after the sale.

12-06-2026

OFA Group filed an 8-K on June 12, 2026, reporting its delisting from the US market under Item 3.01 (Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing), along with Items 8.01 (Other Events) and 9.01 (Financial Statements and Exhibits). The filing indicates the company failed to satisfy a continued listing standard, but no specific financial metrics, transaction values, or forward-looking guidance were disclosed. The delisting represents a material negative event for US-listed shareholders, though the absence of quantitative data limits precise impact assessment.

• · Filing date: June 12, 2026
• · AccNo: 0001493152-26-028456
• · File size: 237 KB
• · Sector: not specified
• · No financial statements, exhibits, or specific listing rule violation details were provided in the summary.

12-06-2026

NeOnc Technologies Holdings, Inc. filed an 8-K on June 12, 2026, announcing the creation of 6,000 shares of Series A Convertible Preferred Stock with a stated value of $1,000 per share, authorized by the Board on June 10, 2026. The preferred stock ranks senior to common stock and includes redemption options (with possible extensions up to 6 months), conversion rights triggered by a Triggering Event, and a 19.99% ownership limitation. The filing does not disclose any financial performance metrics, so no positive or negative trends can be assessed.

• · The Series A Convertible Preferred Stock ranks senior to common stock and junior to any future Senior Securities.
• · Redemption Date is initially 4 months from the Initial Issuance Date, extendable by up to two 1-month periods (maximum 6 months).
• · Conversion is subject to a 19.99% ownership limitation unless Shareholder Approval is obtained.
• · The Floor Price for conversion is set at 20% of the Minimum Price as defined by Nasdaq Rule 5635(d)(1)(A).
• · No financial performance data or period-over-period comparisons are included in this filing.

12-06-2026

Qorvo, Inc. entered into supplemental indentures to amend its 4.375% Senior Notes due 2029 and 3.375% Senior Notes due 2031, eliminating substantially all restrictive covenants, certain affirmative covenants, and certain events of default, in connection with its pending acquisition by Skyworks Solutions, Inc. The amendments received the requisite consents from noteholders as of June 11, 2026, but will only become operative immediately prior to the consummation of the mergers or upon settlement of the exchange offers, and will cease to be operative if the mergers are not consummated.

• · The supplemental indentures were entered into on June 11, 2026, and are effective but the amendments will not become operative until immediately prior to the consummation of the mergers or upon settlement of the exchange offers.
• · The amendments will cease to be operative if the mergers are not consummated.
• · The exchange offers are being made pursuant to Skyworks' Registration Statement on Form S-4 (File No. 333-296084), declared effective on May 29, 2026.

12-06-2026

Tilly's, Inc. amended its credit agreement with Wells Fargo Bank on June 10, 2026, extending the maturity date from June 25, 2027, to September 10, 2028. The amendment involves its wholly owned subsidiary World of Jeans & Tops as borrower and Tilly's as guarantor, but does not provide details on other terms or financial impact.

• · The amendment extends the maturity date under the credit agreement from June 25, 2027, to September 10, 2028 (approximately 14 months).
• · The credit agreement was originally dated April 27, 2023.
• · The borrower is World of Jeans & Tops, a wholly owned subsidiary of Tilly's, Inc.
• · The amendment was entered into on June 10, 2026, and the 8-K was filed on June 12, 2026.

12-06-2026

Shoals Technologies Group, Inc. entered into Amendment No. 7 to its Credit Agreement, securing an additional $50 million in incremental revolving credit commitments, bringing total aggregate commitments to $250 million. The amendment also includes modifications to the Security Agreement, expanding collateral definitions and perfection requirements. This increases the company's liquidity and financial flexibility.

• · The amendment was executed on June 10, 2026, and filed on June 12, 2026.
• · The incremental revolving credit commitments rank pari passu with existing revolving loans.
• · The Security Agreement was amended to expand collateral definitions and add requirements for control over uncertificated securities and deposit accounts.
• · Certain information was redacted as immaterial and competitively harmful per Regulation S-K Item 601(b)(10).

12-06-2026

On June 11, 2026, the servicing and administration of The Towers at Cupertino City Center Mortgage Loan, a component of the BBCMS Mortgage Trust 2026-5C41, was transferred from the original Pooling and Servicing Agreement to a new BANK 2026-5YR22 Pooling and Servicing Agreement. The transfer involves a whole loan that includes three additional pari passu promissory notes not held by the issuing entity. The servicing terms under the new agreement are substantially similar to the original, though with certain differences described in the prospectus.

• · The transfer of servicing for The Towers at Cupertino City Center Mortgage Loan occurred on June 11, 2026, under a new pooling and servicing agreement dated June 1, 2026.
• · The new agreement involves Wells Fargo Commercial Mortgage Securities, Inc. as depositor, Trimont LLC as master servicer, KeyBank National Association as special servicer, and the same certificate administrator, trustee, and operating advisor as the original agreement.
• · The original Pooling and Servicing Agreement was dated May 1, 2026, and the certificates were issued on May 21, 2026.
• · The issuing entity is a common law trust formed on May 21, 2026 under New York law.

12-06-2026

Canary HBAR ETF filed an 8-K on June 12, 2026, regarding the entry into a Second Amended and Restated Trust Agreement dated June 9, 2026. The amendment authorizes the trust to participate in a Staking Program for its HBAR holdings, with all Staking Rewards going to the Sponsor as additional compensation. The trust is a statutory trust formed under Delaware law, with Canary Capital Group LLC as Sponsor and CSC Delaware Trust Company as Trustee.

• · The trust was originally established on September 24, 2024, with the Original Trust Agreement.
• · The First Amended and Restated Trust Agreement was dated October 6, 2025.
• · The Sponsor will receive all Staking Rewards as additional compensation for its services.
• · The trust is treated as a grantor trust for U.S. federal income tax purposes.
• · The trust's fiscal year ends on December 31 of each year.

12-06-2026

Porsche Innovative Lease Owner Trust 2026-1 issued $911,000,000 in asset-backed notes (Classes A-1, A-2a, A-2b, A-3, A-4) on June 12, 2026, backed by automotive lease receivables. The transaction involves multiple agreements among Porsche entities and trustees, with Porsche Financial Services, Inc. acting as servicer and administrator. No period-over-period comparisons or performance metrics are provided in this filing.

• · The Notes were issued under a Registration Statement on Form SF-3 (File Nos. 333-290988 and 333-290988-01).
• · The Final Prospectus is dated June 4, 2026.
• · Nine material agreements were executed on the Closing Date, including an Indenture, SUBI supplements, sale/transfer agreements, and an Asset Representations Review Agreement with Clayton Fixed Income Services LLC.
• · The transaction involves a special unit of beneficial interest (SUBI) structure for transferring lease receivables.

12-06-2026

Western Midstream Partners, LP closed its acquisition of Brazos Delaware II, LLC for approximately $1.6 billion, funded equally with $800 million in cash and $800 million in WES common units (19.4 million units issued). The deal expands WES's gathering and processing footprint in the Delaware Basin and is expected to be accretive to per-unit metrics while protecting the balance sheet and investment grade credit ratings.

• · The acquisition closed on June 11, 2026.
• · WES issued approximately 19.4 million units based on the volume weighted average WES common unit price at the time the acquisition agreement was signed.
• · The transaction aims to diversify WES's customer base and ownership.
• · WES's cash flows are substantially protected from commodity-price volatility through fee-based contracts.

12-06-2026

Western Midstream Partners, LP (WES) closed the acquisition of Brazos Delaware II, LLC for approximately $1.6 billion, with consideration split equally between $800 million in cash and $800 million in WES common units (19.4 million units issued). The deal expands WES's gathering and processing footprint in the Delaware Basin and is expected to be accretive to per-unit metrics while protecting the balance sheet and investment-grade credit ratings.

• · The acquisition aligns with WES's philosophy of deploying capital that sustains or grows its distribution.
• · The transaction met objectives of accretion to per-unit metrics, protecting the balance sheet and investment-grade credit ratings, and diversifying customer base and ownership.
• · WES's midstream assets are located in Texas, New Mexico, Colorado, Utah, and Wyoming.
• · A substantial majority of WES's cash flows are protected from direct exposure to commodity-price volatility through fee-based contracts.

12-06-2026

Genasys Inc. has entered into a Loan Agreement with Maran Partners Fund, LP for a principal amount of $4.3 million, evidenced by an 8-K filed on June 12, 2026. The loan matures on September 14, 2026, and requires monthly interest-only payments with an exit fee that escalates from $64,500 to $150,500 if repaid after July 13, 2026. The company also paid a $301,000 origination fee (7% of principal). The filing does not disclose any revenue or performance metrics, limiting assessment of financial trends.

• · The loan matures on September 14, 2026, implying a term of approximately 3 months.
• · Interest accrues at a fixed rate based on a 360-day year, with monthly interest-only payments in arrears.
• · Prepayment requires 30 days’ written notice and minimum increments of $250,000.
• · Mandatory prepayment may be triggered by a change of control, sale of material assets, or equity issuance (with certain exceptions for equity grants and conversions).
• · Default interest rate applies upon an Event of Default, continuing until cured or repayment in full.
• · The loan is for working capital and general corporate purposes, not for personal, family, or agricultural use.

12-06-2026

Soligenix, Inc. received a Nasdaq bid price deficiency notice on June 10, 2026, and has 180 calendar days (until December 7, 2026) to regain compliance with the $1.00 minimum bid price rule. Additionally, the company terminated its HyBryte™ development program after a Phase 3 FLASH2 trial was halted for futility, and its Consulting Chief Medical Officer, Richard C. Straube, ceased in that role. The company is evaluating strategic alternatives including M&A and advancing its dusquetide (SGX945) program for Behçet’s Disease.

• · The company's common stock trades on Nasdaq Capital Market under symbol SNGX.
• · If compliance is not regained by December 7, 2026, Nasdaq will issue a delisting notice; the company may appeal or seek a second 180-day compliance period if it meets other listing standards.
• · Richard C. Straube's consulting agreement provided $1,000 per hour for up to ten hours per month; he will remain available on an as-needed basis.
• · The company intends to evaluate strategic options including merger and acquisition opportunities.
• · Dusquetide (SGX945) has received orphan drug designation from the FDA and European Commission, and Promising Innovative Medicine designation from the UK MHRA.

12-06-2026

Arrive AI Inc. entered into an Equity Distribution Agreement with Maxim Group LLC on June 11, 2026, to sell up to $14,967,247 of its common stock through an at-the-market offering program. The company will pay Maxim a 2.5% commission on gross sales, and the shares will be issued under a newly effective shelf registration statement. No prior period comparisons are available in this filing, so no balanced performance assessment is possible.

• · The Sales Agreement can be terminated by the Company with five days' notice following six months from the date of the agreement, or by Maxim with five days' notice at any time.
• · The shelf registration statement (Form S-3, File No. 333-296392) was declared effective by the SEC on June 11, 2026.
• · The prospectus supplement is dated June 12, 2026.
• · The company is not obligated to sell any shares under the agreement and may suspend sales at any time.

12-06-2026

La Rosa Holdings Corp. (LRHC) received a Nasdaq deficiency notice on June 10, 2026, for failing to meet the minimum stockholders' equity requirement of $2.5 million, reporting negative equity of $(1,848,252) in its FY2025 10-K. The company also remains noncompliant with Nasdaq Listing Rule 5250(c)(1) due to a delinquent Form 10-Q for Q1 2026, though it has regained compliance for the Form 10-K filing. The company has until July 27, 2026, to submit a compliance plan for the equity deficiency and up to October 12, 2026, to resolve the filing delinquency.

• · The company regained compliance with Nasdaq Listing Rule 5250(c)(1) regarding the Form 10-K filing on June 4, 2026.
• · The company submitted a compliance plan to Nasdaq on June 11, 2026, for the delinquent Form 10-Q.
• · If the equity compliance plan is accepted, the company may have until December 7, 2026, to evidence compliance.
• · The company's common stock continues to trade on The Nasdaq Capital Market under the symbol LRHC with no immediate delisting effect.
• · The company is evaluating options to resolve the stockholders' equity deficiency.

12-06-2026

AVIS BUDGET GROUP, INC. (CAR) issued approximately $242.5 million in Series 2026-3 Rental Car Asset Backed Notes through its subsidiary Avis Budget Rental Car Funding (AESOP) LLC, consisting of five tranches with a weighted average interest rate of approximately 5.16%. The transaction closed on June 9, 2026, and provides secured financing backed by rental car assets. The notes carry varying interest rates (4.82%–8.429%) and include a senior-subordinated structure to manage risk, with Class B through Class R notes subordinated to senior classes.

• · The Series 2026-3 supplement was entered into under a Second Amended and Restated Base Indenture dated June 3, 2004, between ABRCF and BNY Mellon Trust.
• · Class A notes have a monthly interest of $1,001,823.61 for the initial interest period and a Class A Note Rate of 4.82%.
• · Class B notes have a monthly interest of $140,923.26 for the initial interest period and a Class B Note Rate of 5.21%.
• · Class A Controlled Amortization Amount is $30,416,666.67 per month during the Controlled Amortization Period (except the final month), while Class B is $3,958,333.33.
• · The Class E Notes are not yet issued but may be issued later during the revolving period subject to conditions in Section 5.15.
• · The Class A notes are senior; Class B through Class R notes are subordinated in right of payment to varying degrees.
• · The trustee and agent for the series is The Bank of New York Mellon Trust Company, N.A.
• · No period-over-period financial comparisons are available in this filing (it is a new issuance, not an update to existing balances).

12-06-2026

Cyabra, Inc. (formerly Trailblazer Holdings, Inc., ticker CYAB) received two Nasdaq deficiency notices on June 9, 2026, for failing to maintain a minimum Market Value of Publicly Held Shares (MVPHS) of $15M and a minimum bid price of $1.00 per share, each measured over the prior 30 consecutive business days. The company has a 180-day compliance period (until December 7, 2026) to regain compliance for both rules, but the filing contains no positive financial metrics—only the stated deficiencies and forward-looking uncertainty about resolution.

• · The company's common stock continues to trade on Nasdaq under symbol CYAB with no immediate delisting effect.
• · To regain MVPHS compliance, the MVPHS must close at $15,000,000 or more for at least 10 consecutive business days during the 180-day period.
• · If MVPHS compliance is not regained by December 7, 2026, the company may appeal to a Nasdaq Hearings Panel or apply to transfer to the Capital Market (if it meets that market’s continued listing requirements).
• · If minimum bid compliance is not regained by December 7, the company may qualify for a second 180-day compliance period by meeting all other initial listing standards except the bid price and providing written notice of intent to cure.
• · The filing does not disclose any current share price or MVPHS figure; only the deficiency thresholds are stated.

12-06-2026

Nexentis Technologies Inc. (NITO) entered into a securities purchase agreement on June 12, 2026, to raise approximately $1.25 million in gross proceeds through a registered direct offering of 311,876 common shares and a concurrent private placement of warrants to purchase up to 311,876 shares at an exercise price of $4.008 per share. The warrants have a 5-year term and are exercisable upon issuance. The offering is expected to close on June 15, 2026, subject to customary conditions. No prior period comparisons are provided, so no balanced performance analysis is possible.

• · The warrants have an exercise price of $4.008 per share and a 5-year term from issuance.
• · The warrants may be exercised on a cashless basis if no effective registration statement covers the underlying shares.
• · The company must file a resale registration statement within 30 days of closing and have it declared effective within 60 days.
• · The registered direct offering is conducted under a shelf registration statement (Form S-3, File No. 333-295100) effective April 29, 2026.
• · The private placement is exempt under Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D.
• · All investors represented they are accredited investors and acquired securities for their own account.
• · The company is an emerging growth company as defined under SEC rules.

12-06-2026

MSD Investment Corp. filed an 8-K on June 12, 2026, reporting Items 1.01, 2.03, 8.01, and 9.01. The filing indicates entry into a material definitive agreement and creation of a direct financial obligation, but no specific transaction details, dollar values, or financial metrics are disclosed. The filing is multi-item and mandatory, but the lack of quantitative data limits assessment of materiality and market impact.

• · Filing size: 534 KB
• · AccNo: 0001193125-26-269416
• · Filed on June 12, 2026
• · No financial statements or exhibits were described in the summary
• · Sector not specified

12-06-2026

Frequency Electronics, Inc. entered into a Credit Agreement with JPMorgan Chase Bank, N.A. on June 12, 2026, establishing a revolving credit facility. The agreement includes a $10 million revolving commitment, an interest rate of Term SOFR plus 2.50% per annum, and a maturity date of June 12, 2029. The facility is secured by substantially all assets of the company and its subsidiaries, with financial covenants requiring a minimum fixed charge coverage ratio of 1.25 to 1.00 and a maximum total net leverage ratio of 2.50 to 1.00.

• · The credit agreement includes a $2.5M letter of credit sublimit.
• · The facility matures on June 12, 2029.
• · The agreement contains customary representations, warranties, affirmative and negative covenants, and events of default.
• · The loan is guaranteed by the other loan parties and secured by substantially all assets of the borrower and guarantors.
• · The borrower must maintain a minimum fixed charge coverage ratio of 1.25 to 1.00 and a maximum total net leverage ratio of 2.50 to 1.00.

12-06-2026

Climb Bio, Inc. entered into an Open Market Sale Agreement with Jefferies LLC to sell up to $100.0 million of common stock in at-the-market offerings, while simultaneously terminating its prior Equity Distribution Agreement with Oppenheimer & Co. Inc. under which no shares had been sold. The new ATM facility provides the company with significant additional capital-raising flexibility, though it also introduces potential dilution for existing shareholders.

• · The new Sales Agreement was entered into on June 12, 2026, and the prior Distribution Agreement was terminated effective June 11, 2026.
• · No termination penalties were incurred from ending the Oppenheimer agreement.
• · The company had sold no shares under the Oppenheimer ATM program as of termination.
• · The Sales Agreement contains customary representations, warranties, indemnification obligations, and termination provisions.
• · Wilmer Cutler Pickering Hale and Dorr LLP issued a legal opinion regarding the Shares, filed as Exhibit 5.1.

12-06-2026

Wellgistics Health, Inc. (WGRX) received a Nasdaq extension until October 12, 2026 to regain compliance with the minimum stockholders' equity requirement of $2.5 million, after reporting negative equity of $(12,447,801) as of December 31, 2025. The company is pursuing a merger with DataVault AI and acquisitions to achieve a pro forma equity of approximately $40 million. However, the company also regained compliance with the minimum bid price requirement on June 9, 2026, after its stock closed at $1.00 or above for 10 consecutive trading days.

• · The company's common stock continues to trade on The Nasdaq Global Select Market under the symbol WGRX.
• · If the company fails to evidence compliance upon filing its periodic report for the year ended December 31, 2026, it may be subject to delisting.
• · The company has the option to appeal a delisting determination to a Hearings Panel.

12-06-2026

Air Industries Group (AIR) entered into an amendment to its merger agreement with Tenax Aerospace Acquisition, LLC on June 8, 2026, to adjust the definition of AIR Net Indebtedness and mitigate the impact of a $1,971,070 customer prepayment on share issuance to Tenax members. Concurrently, AIR's subsidiary received a non-interest-bearing advance of $1,971,070 from a customer for product manufacturing, repayable by November 30, 2026. The amendment reflects ongoing merger-related adjustments, but the advance introduces a short-term liability and potential cash flow constraints.

• · The Advance is non-interest bearing except upon an Event of Default.
• · The Advance must be repaid by November 30, 2026, or may be set off against amounts owed by the customer for delivered product.
• · The amendment to the Merger Agreement was approved by the boards of all three parties (Tenax, AIR, Merger Sub).
• · The original Merger Agreement was dated February 16, 2026.
• · The Advance was received on June 2, 2026, and the Amendment was executed on June 8, 2026.
• · The Promissory Note (Exhibit 10.2) contains redacted confidential information, including the customer name and exact principal amount.

12-06-2026

Adagio Medical Holdings, Inc. (ADGM) received a Nasdaq deficiency notice on June 12, 2026, for failing to maintain a minimum bid price of $1.00 per share for 30 consecutive business days. The company has 180 calendar days, until December 9, 2026, to regain compliance; if it fails, a second 180-day period may be available subject to certain conditions. The stock continues to trade on the Nasdaq Capital Market during this period, but there is no assurance of regaining compliance.

• · The company is considering all available options to regain compliance, including a potential reverse stock split.
• · If the company does not regain compliance by December 9, 2026, a second 180-day compliance period may be available if it meets certain conditions, including the market value of publicly held shares requirement.
• · Failure to regain compliance during the second period would result in delisting of the common stock from the Nasdaq Capital Market.

12-06-2026

Universal Safety Products, Inc. entered into a Securities Purchase Agreement with SJC Lending, LLC to issue up to $10,600,000 in convertible promissory notes. The agreement provides for up to eleven tranches, with initial and subsequent tranches each having a purchase price of $1,000,000. The notes are convertible into common stock, subject to an Exchange Cap of 19.99% of outstanding shares and Exchange Approval.

• · The agreement includes up to eleven tranches: Initial, Fourth, Fifth, Eighth, Ninth, and Eleventh tranches each with a $1,000,000 purchase price.
• · The notes are convertible into Common Stock, subject to an Exchange Cap of 19.99% of outstanding shares and Exchange Approval.
• · The offering is made under Section 4(a)(2) of the Securities Act and other exemptions.

12-06-2026

Delta Air Lines entered into a new $2.650 billion credit facility on June 11, 2026, refinancing its existing 2023 credit facility. The facility includes two tranches ($1.325 billion each) maturing in three and five years, plus an uncommitted standby letter of credit facility, and an accordion feature allowing increases up to $3.65 billion. The facility was undrawn at inception and includes financial covenants requiring a minimum fixed charge coverage ratio and asset coverage ratio of 1.25:1.

12-06-2026

TopBuild Corp filed an 8-K on June 12, 2026, reporting only Items 1.01 (Entry into a Material Definitive Agreement) and 9.01 (Financial Statements and Exhibits). The filing does not disclose the counterparty, dollar value, or strategic terms of the agreement, and no financial metrics, guidance changes, or scheduled events are provided. Without quantitative details, the event is informational with no directional bias.

• · Filing date: June 12, 2026
• · AccNo: 0001104659-26-073501
• · Size: 258 KB
• · No counterparty, dollar value, or strategic terms disclosed
• · No financial metrics, guidance changes, or scheduled events provided

12-06-2026

Enliven Therapeutics, Inc. (ELVN) announced the pricing of an upsized underwritten public offering of 8,933,334 shares of common stock at $37.50 per share and pre-funded warrants to purchase up to 1,733,333 shares at $37.499 per warrant, with expected gross proceeds of approximately $400.0 million. The offering is expected to close on or about June 15, 2026, and the company has granted underwriters a 30-day option to purchase up to an additional 1,600,000 shares. The offering is led by Jefferies, Goldman Sachs & Co. LLC, Morgan Stanley, and Barclays as joint book-running managers.

• · The offering is being made pursuant to a Registration Statement on Form S-3ASR that became automatically effective on August 13, 2025.
• · Underwriters have a 30-day option to purchase up to an additional 1,600,000 shares of common stock at the public offering price, less underwriting discounts and commissions.
• · The offering is expected to close on or about June 15, 2026, subject to customary closing conditions.
• · Enliven is a clinical-stage biopharmaceutical company based in Burlingame, California, focused on small molecule therapeutics.

12-06-2026

OUTFRONT Media Inc. issued $500.0 million aggregate principal amount of 6.000% Senior Notes due 2034 in a private transaction. The notes bear interest at 6.000% per annum, payable semi-annually, and mature on June 15, 2034. The indenture includes customary covenants that limit the company's and its subsidiaries' financial flexibility, though certain covenants will terminate if the notes receive investment grade ratings.

• · Interest on the Notes is payable on June 15 and December 15 each year, commencing December 15, 2026.
• · The Issuers may redeem up to 40% of the aggregate principal amount of the Notes with net cash proceeds from certain equity offerings before June 15, 2029, at a redemption price of 106.000% of principal, provided at least 50% of the aggregate amount remains outstanding.
• · Prior to June 15, 2029, the Issuers may redeem all or some of the Notes at 100% of principal plus a make-whole premium.
• · Upon a change of control repurchase event, the Company must offer to repurchase the Notes at 101% of aggregate principal plus accrued interest.
• · The Indenture contains customary events of default, including failure to make required payments, failure to comply with covenants, failure to pay or acceleration of other indebtedness, failure to pay certain judgments, and bankruptcy/insolvency events.
• · Holders of not less than 25% in aggregate principal amount of outstanding Notes can accelerate amounts due upon an event of default.

12-06-2026

Laser Photonics Corp received a compliance notice from Nasdaq on June 12, 2026, confirming that the company has regained compliance with Listing Rule 5250(c)(1) by filing its Form 10-Q for the period ended March 31, 2026. This closes the non-compliance matter previously notified on May 21, 2026.

• · The compliance notice was received on June 12, 2026.
• · The Form 10-Q for the period ended March 31, 2026 was filed on June 11, 2026.
• · The prior non-compliance notice was dated May 21, 2026.
• · A press release announcing the compliance notice is attached as Exhibit 99.1.

12-06-2026

Independence Realty Trust, Inc. terminated its Equity Distribution Agreement (Sales Agreement) effective June 12, 2026, in connection with the expiration of its prior shelf registration statement. The Sales Agreement allowed for the sale of up to $450,000,000 of common stock. No termination penalties were incurred. A new automatic shelf registration statement was filed to replace the expiring one.

• · The Prior Registration Statement (No. 333-272640) was filed on June 14, 2023, and was scheduled to expire on June 14, 2026.
• · The New Registration Statement (No. 333-296751) was filed on June 12, 2026, as an automatic shelf registration statement on Form S-3ASR.
• · The Sales Agreement was dated July 28, 2023, and involved Managers and Forward Purchasers.
• · The termination was effective as of the close of business on June 12, 2026.

12-06-2026

Genprex, Inc. (GNPX) received a delisting notice from Nasdaq on June 10, 2026, because its common stock closed below $1.00 per share for 30 consecutive business days, violating the minimum bid price requirement. The company is ineligible for a 180-day compliance period due to a reverse stock split effected on October 21, 2025. Genprex intends to request a hearing before a Nasdaq Hearings Panel to stay delisting and may pursue another reverse stock split, but there is no assurance of continued listing.

• · The delisting notice was received on June 10, 2026, and the filing was made on June 12, 2026.
• · The company effected a reverse stock split on October 21, 2025, which made it ineligible for a 180-day compliance period under Nasdaq Rule 5810(c)(3)(A)(iv).
• · To regain compliance, the closing bid price must be at least $1.00 for a minimum of 10 consecutive business days, subject to Panel discretion.
• · The company warns that a reverse stock split could negatively affect the stock price and market capitalization, and liquidity may be adversely affected.

12-06-2026

AI Technology Group Inc. (AIPG) filed an 8-K on June 12, 2026, disclosing a second amendment to its merger agreement with AVM Biotechnology Inc. and Biomed 360 Solutions Corp. The amendment extends the closing date to December 31, 2026 (with possible extension to March 31, 2027), updates investment obligations with new tranche amounts and conversion prices, and requires a minimum of $50 million in gross proceeds for a senior U.S. exchange listing. While the amendment secures additional funding commitments, it also reflects delays in the merger timeline and financial audit obligations.

• · The merger agreement was originally entered into on September 15, 2025, and first amended on January 27, 2026.
• · Tranche 1 loans of $1,000,000 were provided by BioMed360 on behalf of Parent and are convertible at $1.00 per share.
• · Tranche 2 loans of $1,125,000 were provided by Merger Sub (AVM Biotechnology Ltd.) and are convertible at $2.50 per share.
• · Tranche 2 amounts bear 10% per annum simple interest from receipt, settled in shares at $2.50 per share at the Effective Time.
• · Tranche 3 requires a minimum of $50,000,000 in gross proceeds at $5.00 per share (or higher) for a senior U.S. listing.
• · The closing date was extended from July 26, 2026 to December 31, 2026, with possible extension to March 31, 2027.
• · Tranche 2 investment dates have a 60-day cure period if late.
• · The merger is conditioned on becoming an OTCQB company and executing a binding broker-dealer engagement for up-listing.

12-06-2026

MicroVision announced it has applied to transfer its stock listing from the Nasdaq Global Market to the Nasdaq Capital Market to request an additional 180-day compliance period for the minimum bid price requirement, filed a new Form S-3 to replace an expiring shelf registration (maintaining access to its ATM facility with ~$42M remaining availability as of March 31, 2026), and scheduled a shareholder business update and Q&A session for June 25, 2026. The company continues executing its Lidar 2.0 strategy following two transformational acquisitions in 2026 and growing commercial momentum across industrial, security & defense, and automotive markets. However, the need for a listing transfer and the reliance on the ATM facility highlight ongoing financial and compliance challenges.

• · The company filed a definitive proxy statement on Schedule 14A seeking shareholder approval for a reverse stock split amendment.
• · Engineering centers located in the U.S. and Germany.
• · The company has completed two transformational acquisitions since the beginning of 2026.
• · The ATM facility had approximately $42 million of remaining availability as of March 31, 2026.
• · The business update and Q&A session is scheduled for June 25, 2026.

12-06-2026

Sadot Group Inc. entered into an amended option agreement to acquire 100% of seven California-based real estate LLCs with 147 residential units for a total portfolio value of $125.5M and equity value of $69.5M. The non-refundable option fee of $1,042,500 was paid in full via 132,803 shares of common stock at $7.85 per share (17.71% of outstanding shares), issued without shareholder approval under Nasdaq rules. The option is exercisable for six months from June 4, 2026, with the exercise price of $69.5M payable in Series C Preferred Stock or cash at the company's election.

• · The Option Agreement was executed on June 4, 2026, but bore a date of June 10, 2026 due to an administrative error; the effective date is June 4, 2026.
• · The Series C Preferred Stock is non-convertible, ranks pari passu with common stock on an as-stated-value basis, carries no coupon/dividend/interest, and has no voting rights except as required by law.
• · The company has the right to satisfy any payment obligation in cash instead of Series C Preferred Stock, subject to board approval and debt covenant compliance.
• · The Tranche 1 Shares were issued at $7.85 per share based on the 5-day VWAP from June 1-5, 2026.
• · The issuance of 132,803 shares (17.71% of outstanding) was below the 19.99% Nasdaq Exchange Cap, so no shareholder approval was required.
• · No Preferred Shares (Option Fee Tranche 2) will be issued; the option fee is fully satisfied with common shares.
• · The Grantor represented as an accredited investor; shares are restricted securities.

12-06-2026

Splash Beverage Group, Inc. invested $217,479.24 to purchase 2,000,000 common shares and 1,000,000 warrants of Avicanna Inc., a cannabinoid-based biopharmaceutical company, as part of its strategic pivot into the cannabinoid wellness sector. The company also appointed Michael Bondurant as COO and granted substantial stock options and RSUs to executives and directors, with performance bonuses tied to market capitalization increases. However, the company faces NYSE listing compliance issues, including a stockholders' equity deficiency notice, and the RSU plan requires stockholder approval before becoming effective.

• · The RSU Plan represents 20% of fully diluted shares outstanding (approx. 8,373,000 shares) and requires stockholder approval.
• · RSU vesting: 50% upon closing of strategic transaction, 25% upon NYSE listing compliance (including equity deficiency), 25% six months after compliance.
• · All option grants have an exercise price of $0.25 per share and are 10-year options under the 2025 Plan.
• · Justin Yorke's 500,000 options vest: 250,000 immediately, 250,000 at end of consulting term.
• · William Meisnner's 250,000 options vest: 125,000 immediately, 125,000 at end of consulting term.
• · Robert Nistico's 250,000 options vest contingent on acquisition of Medterra CBD, LLC: 125,000 immediately upon that event, 125,000 at end of consulting term.
• · The company has received a notice of stockholders' equity deficiency from NYSE American.
• · Brady Cobb and Michael Bondurant each have a 3% bonus on additional market cap above $10M in 2026, capped at $300,000 additional bonus each.

12-06-2026

America's Car-Mart (CRMT) disclosed that its lenders have extended the forbearance period under its Credit Agreement through June 19, 2026, as negotiations for an amendment continue. The company describes discussions as active, constructive, and productive, and believes significant progress has been made toward an interim resolution of defaults. However, there is no assurance that a definitive amendment will be reached, highlighting ongoing credit risk.

• · The original forbearance was disclosed in a Form 8-K filed on June 5, 2026, and was subsequently extended through June 12, 2026.
• · The Credit Agreement was originally dated October 30, 2025.
• · The company cautions that there can be no assurance that discussions will result in any definitive amendment.
• · The extension was requested by the company and agreed to by the Agent and Lenders on June 12, 2026.

12-06-2026

Celularity Inc. received a Nasdaq notice on June 9, 2026, for failing to meet the minimum Market Value of Listed Securities (MVLS) requirement of $35 million for 30 consecutive business days. The company has a 180-day grace period until December 7, 2026, to regain compliance, either by achieving an MVLS of at least $35 million for 10 consecutive business days or by raising stockholders' equity to at least $2.5 million. There is no immediate delisting, but failure to comply could lead to delisting, and the company has not yet specified any concrete remediation actions or timelines.

• · The company's common stock (ticker CELU) and warrants (ticker CELUW) are traded on the Nasdaq Capital Market.
• · Compliance date for regaining MVLS requirement is December 7, 2026.
• · The company may also consider increasing stockholders' equity to at least $2.5 million as an alternative path to compliance.
• · If compliance is not achieved by the deadline, the company may appeal a delisting determination.
• · The filing does not disclose the actual current market value of listed securities.

12-06-2026

HF Foods Group Inc. has filed a Certificate of Designation to create 100,000 shares of Series AA Participating Preferred Stock with a par value of $0.001 per share. This preferred stock carries dividend and liquidation preferences over common stock, grants 1,000 votes per share on all stockholder matters, and appears designed to protect against unwanted takeover attempts by diluting voting power of large holders in hostile scenarios. The filing does not indicate any immediate issuance or capital raise, and the effective date of the designation is June 11, 2026.

• · Series AA stock ranks senior to common stock for dividends and liquidation, with a minimum quarterly dividend of $1.00 per share if no common dividend is declared.
• · Each share of Series AA carries 1,000 votes on all matters submitted to stockholders, effectively providing a strong anti-takeover mechanism.
• · Shares reacquired by the company must be retired and canceled, becoming authorized but unissued preferred stock.
• · No mention of any concurrent issuance or offering of these shares — the creation appears precautionary (a 'poison pill' style provision).

12-06-2026

Edible Garden AG Inc. entered into a Notes Purchase Agreement with Streeterville Capital, LLC on June 12, 2026, issuing a $2.17M unsecured A-1 Note (with $160K OID and $10K expense amount) and a $10M secured B Note, for total gross proceeds of $12M. The B Note is secured by cash in a deposit account and a pledge agreement, with the $10M held at Lakeside Bank under a DACA. The agreement includes a mechanism for exchanging portions of the B Note for additional A Notes as the A Note balance or Series B Preferred Stock value is reduced, but no period-over-period comparisons are available as this is a single-event filing.

• · The A-1 Note carries a $160,000 original issue discount and a $10,000 transaction expense amount, both included in its initial principal balance.
• · The B Note is secured by cash in a deposit account under a DACA and a pledge agreement, with a first-position security interest granted to Investor.
• · Company's obligations under all Notes are guaranteed by three subsidiaries: EDBL Holdings, LLC; 2900 Madison Ave Holdings, LLC; and Edible Garden Corp.
• · Note Exchanges occur automatically on the 61st day if Company does not request them within the 60-day window after a threshold is met.
• · No Note Exchange is permitted if a Trigger Event (as defined in the Notes) has occurred under any Note.
• · The agreement is entered into under Section 4(a)(2) and Rule 506(b) of the Securities Act of 1933.
• · Company represents it is not a shell company and has not had shell company status in the prior 12 months.

12-06-2026

Venu Holding Corporation entered into an ATM Sales Agreement with ThinkEquity LLC to sell up to $250 million of common stock in at-the-market offerings. The company will pay a 3.0% commission on sales. However, the company is not obligated to sell any shares, and there is no assurance of any sales or their timing.

• · The ATM Sales Agreement was entered into on June 12, 2026.
• · Shares will be sold under a shelf registration statement on Form S-3 (File No. 333-291873) declared effective on December 8, 2025.
• · The company will reimburse the Agent for certain specified expenses.
• · The Sales Agreement automatically terminates when $250 million in shares are sold, or earlier if terminated by either party.
• · The company made customary representations, warranties, and covenants, and agreed to indemnify the Agent against certain liabilities.

12-06-2026

Super Micro Computer, Inc. (SMCI) announced a series of equity and equity-linked financing transactions totaling $7.0 billion to fund component purchases for approximately $39 billion in AI server orders received from over 20 customers. The offerings include a $5.0 billion underwritten public offering ($1.25 billion common stock and $3.75 billion depositary shares) and a $2.0 billion ATM program expected to begin in Q3 2026. However, the $39 billion in orders are not firm commitments and are subject to cancellation, delays, and fulfillment conditions, introducing significant execution risk.

• · The $39 billion in AI orders are not firm commitments and are all subject to cancellation, delays, and fulfillment of terms by both parties.
• · The ATM program is not expected to commence until Q3 2026, subject to market conditions.
• · The depositary shares will be listed on Nasdaq under symbol 'SMCIP'.
• · The mandatory convertible preferred stock automatically converts on or about June 1, 2029, into common stock.
• · Underwriters have a 30-day over-allotment option to purchase additional shares.
• · The common stock offering and depositary share offering are not contingent on each other.
• · ICR Capital LLC is acting as financial advisor for the depositary shares offering.

12-06-2026

Perfect Moment Ltd. (PMNT) received a final determination from NYSE American that it failed to regain compliance with minimum stockholders' equity requirements under Section 1003(a)(ii) of the NYSE American Company Guide by the end of the maximum 18-month compliance plan period. The company's board decided not to appeal and will voluntarily transfer its common stock listing to the OTCQB of OTC Markets, with trading on NYSE American expected to be suspended during the week of June 15, 2026. While this delisting is a significant negative event signaling financial distress, the company will continue to meet SEC periodic reporting requirements, providing some ongoing transparency.

• · The company had previously reported non-compliance with minimum stockholders' equity requirements in a Form 8-K filed December 17, 2024.
• · The NYSE American Regulatory Staff determined that Perfect Moment had not regained compliance by the end of the maximum 18-month compliance plan period.
• · The company's board decided that transitioning to OTC Markets is in the best interests of the company and its stockholders.
• · Trading on the OTCQB is expected to commence immediately after the NYSE American suspension.
• · The company will remain subject to the periodic reporting requirements of the Securities Exchange Act of 1934.

12-06-2026

Tenon Medical, Inc. approved its 2026 Executive Compensation Plan on February 26, 2026, increasing base salaries for CEO Steven M. Foster, CFO Kevin Williamson, and COO Richard Ginn by 5% to $420,000, $330,750, and $304,500, respectively, effective March 1, 2026. Additionally, the company extended Executive Chairman Richard Ferrari's consulting agreement through May 6, 2027, with quarterly compensation of $45,000 ($180,000 annually). The compensation increases reflect modest adjustments for top executives.

• · The 2026 Compensation Plan was approved by the Compensation Committee on February 26, 2026, effective March 1, 2026.
• · The amendment to Richard Ferrari's consulting agreement was approved on May 7, 2026, extending the term from May 7, 2026 to May 6, 2027.
• · CEO annual bonus opportunity is 50% of base salary based on mutually agreed milestones; CFO and COO each have 35% bonus opportunity.
• · Each executive also has a second bonus opportunity: CEO up to $100,000, CFO up to $70,000, COO up to $50,000, based on Board-determined milestones.

12-06-2026

Caro Holdings Inc. entered into an Asset Purchase and Acquisition Agreement with Goldrange Resources Corp. on June 9, 2026, to acquire a 49% undivided interest in mining properties located in Tanzania, Africa. As consideration, Caro will issue 20,000,000 shares of common stock (par value $0.00001 per share) in a private placement exempt from registration under Section 4(a)(2) of the Securities Act. The agreement includes customary representations, warranties, covenants, indemnification, exclusivity, and termination provisions.

• · The shares issued to Goldrange will bear a restrictive legend reflecting transfer restrictions under the Securities Act.
• · The transaction is exempt from registration under Section 4(a)(2) of the Securities Act of 1933.
• · The agreement was filed as Exhibit 10.1 to the 8-K and incorporated by reference.
• · The filing date of the 8-K is June 12, 2026, with the event date of June 9, 2026.

12-06-2026

Aeries Technology, Inc. adopted a Third Amended and Restated Memorandum and Articles of Association, effective June 12, 2026, which updates the company's governing documents under Cayman Islands law. The restated charter defines the authorized share capital as US$50,500.0001, divided into 62,500,000 Class A ordinary shares (par value US$0.0008 each), 1 Class V ordinary share (par value US$0.0001), and 5,000,000 preference shares (par value US$0.0001 each). The filing also codifies definitions for key terms such as Change of Control, Hostile Change of Control, and Related Party Transactions, and establishes governance provisions for committees and shareholder rights.

• · The Third Amended and Restated Memorandum and Articles of Association were adopted by special resolution dated March 3, 2026, and became effective on June 12, 2026.
• · The registered office is at Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands.
• · The Class V ordinary share has a par value of US$0.0001 and is distinct from the Class A ordinary shares.
• · The articles define a 'Change of Control' as any person or group acquiring more than 50% of combined voting power, or a merger where prior shareholders hold less than 50% of the resulting entity, or approval of liquidation or sale of substantially all assets.
• · A 'Hostile Change of Control' is a Change of Control not approved by a special or ordinary resolution before a public announcement or during its continuation.
• · The articles include provisions for Related Party Transactions, defined as transactions with officers, directors, certain relatives, or entities in which such persons have more than a 5% beneficial interest.
• · The company may issue rights, options, warrants, convertible securities, or units of securities, but cannot issue shares to bearer.

12-06-2026

Sleep Number Corporation (SNBR) filed for Chapter 11 bankruptcy and entered an asset purchase agreement to sell to Sleep Country Canada as a "stalking horse" bidder via a court-supervised 363 sale. The company expects to secure up to $260M in DIP financing (including up to $65M in new money) to continue operations during the process, but warned common shareholders will likely experience a complete loss given the purchase price significantly undervalues the equity. The company continues serving customers across 570+ stores and online while seeking higher or better offers, though it has already filed to reject leases on 44 non-operational locations.

• · Bankruptcy case filed in U.S. Bankruptcy Court for the District of New York under Section 363 of the Bankruptcy Code.
• · Sleep Country Canada is the 'stalking horse' bidder; the transaction is subject to higher and better offers and court approval.
• · Company has filed lease rejection motions for 44 already-closed, non-operational locations.
• · A&G Real Estate Partners is assisting with store footprint review; intention is to maintain 'vast majority' of profitable locations.
• · The company recently completed its largest product redesign in nearly a decade and launched its first major integrated marketing campaign in years.
• · Sleep Number serves as Official Sleep + Wellness Partner of the NFL.
• · Investor contact: investorrelations@sleepnumber.com; Media contact: Muriel Lussier.
• · Additional info website: forward.sleepnumber.com; claims agent Kroll website: https://restructuring.ra.kroll.com/SleepNumber.

12-06-2026

Aspire Biopharma Holdings, Inc. announced the signing of a definitive Share Purchase Agreement to acquire 100% of Dura Driver Control Systems (DCS) for $30 million in cash. DCS, a global automotive supplier with over $200M in 2025 revenue and $22M+ Adjusted EBITDA, will become a wholly owned subsidiary. The acquisition is expected to close in Q3 2026 and is intended to diversify Aspire's revenue streams and accelerate growth, though it represents a significant strategic shift from its biopharma focus.

• · DCS operates 11 global facilities across North America, Europe, and Asia.
• · DCS has over 310 patents and 55 design and product engineers.
• · DCS serves more than 50 customers with an average relationship longevity of 28 years with top 10 OEM clients.
• · The acquisition is expected to close in Q3 2026, subject to customary closing conditions.
• · RBW Capital Partners LLC is acting as exclusive financial advisor; Dawson James Securities, Inc. will offer any securities or brokerage services.
• · Aspire does not anticipate procuring any new equity financing to consummate the transaction.
• · The existing DCS leadership team will be bolstered by professionals from Lakewood & Company with over 200 years of collective automotive industry expertise.

12-06-2026

Noble Roman's, Inc. entered into a $6.9 million senior secured term loan with Lake Forest Bank & Trust Company (Wintrust Financial) on June 10, 2026, to refinance existing debt. The proceeds were used to repay a $5.4 million Corbel Capital term loan, redeem all outstanding warrants for 5.5 million shares at $500,000, repay $580,000 in subordinated debt, and pay $196,000 in advisory fees. The new loan carries a 7.60% interest rate (Term SOFR + 4.00%) with a five-year maturity, no equity or PIK components, and a 1% prepayment fee within two years.

• · The new loan has a five-year maturity with fixed monthly principal and interest payments.
• · No prepayment fee applies after the second anniversary of closing.
• · The loan is secured by first priority liens on all assets of the Company and its subsidiary.
• · The Company must enter into interest rate hedging contracts within 90 days for at least 50% of the outstanding principal, with a term through maturity.
• · The prior Corbel loan had equity and payment-in-kind interest components; the new loan has none.