US Corporate Distress Financial Stress SEC Filings — June 16, 2026

USA Corporate Distress & Bankruptcy

By Gunpowder Editorial ·

36 high priority 36 total filings analysed

Executive Summary

This batch of 36 filings paints a stark picture of corporate distress, with a surge in bankruptcy filings and liquidity-driven restructuring. Sleep Number Corp's Chapter 11 filing and FiscalNote's debt waiver request are the most acute distress signals, while companies like CEL-SCI and LIXTE Biotechnology (via a reverse merger) highlight the desperation for capital and strategic pivots.

There is a clear bifurcation in the credit markets: highly distressed firms are diluting equity and restructuring debt, while healthier companies (Rocket, Dell, Matador) are proactively refinancing at longer maturities, albeit often at higher rates. The most actionable intelligence centers on a wave of M&A as both a distress exit (Open Lending) and a capital allocation strategy (Yum! Brands/China, Olin/Huntsman), but investors must beware the significant execution and integration risks flagged in several deals. Notably, period-over-period comparisons are sparse in these event-driven filings, but the presence of debt-for-equity swaps, distressed asset sales (Bright Mountain Media), and dependence on novel financing (Applied Digital's AI data center build-out) are all high-risk patterns demanding close monitoring.

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 15, 2026.

Investment Signals (12)

  • The voting agreements from key Huntsman stockholders de-risk a transformative chemicals merger, signaling confidence in immediate synergies.

  • The $4.0B share repurchase authorization funded by asset sales signals a massive, shareholder-friendly capital return, but execution of the Pizza Hut divestitures is critical.

  • The all-cash acquisition at a 78% premium to the 90-day VWAP provides immediate, guaranteed value realization for shareholders, with a clean path to close in Q3 2026.

  • Increasing its credit facility from $2.25B to $2.75B while reaffirming a higher borrowing base provides significant dry powder for opportunistic M&A or capex in the energy sector.

  • The 25 bps reduction on its $508M term loan, though small (~$1.3M annual savings), signals strong credit quality and access to favorable refinancing markets.

  • MaxCyte (BULLISH)

    Regaining Nasdaq compliance by sustaining a $1.00+ bid price removes an immediate delisting overhang, removing a key risk for the stock.

  • Waiving a $2M principal payment and hiring a financial advisor to renegotiate debt is a clear distress signal; the company is likely facing severe liquidity constraints.

  • Chapter 11 bankruptcy filing represents a total loss of equity value for shareholders; the DIP financing is the only lifeline for creditors.

  • CEL-SCI (BEARISH)

    A $2.5M best-efforts offering at $1.00 per share highlights desperate capital needs for a clinical-stage firm with no approved product and high cash burn.

  • The acquisition of NOMAD is a reverse merger pivot into energy storage; the 135% projected 2026 revenue growth is attracting, but a 175% YoY growth base raises sustainability concerns. [MIXED/BEARISH TILT]

  • A preliminary collaboration that projects $6M/year per team is highly speculative without definitive documents, typical of biotech promotional hype.

  • The Tax Benefits Preservation Plan extension signals a perceived threat to its NOLs, often a precursor to defensive maneuvering rather than growth.

Risk Flags (10)

  • Chapter 11 filing represents total equity wipeout. The covenant breach on revolver draws exceeding 112.5% of budget shows operational cash flow was already critically constrained before the filing.

  • Waiving a $2M amortization payment and hiring an external advisor to discuss restructuring is a textbook precursor to a balance sheet restructuring or restructuring support agreement.

  • A private placement with FirstFire Fund with no disclosed terms or amounts suggests a potentially dilutive or onerous deal structure that could significantly dilute existing shareholders.

  • The pivot from clinical-stage biotech to battery storage is a massive operational shift. While guidance is positive, the company has zero experience in energy infrastructure, posing extreme integration and execution risk.

  • Selling 'mom.com' for $1.1M to barely cover a $613k amortization, with the remainder of the $1.0M payment being paid-in-kind, indicates a severe liquidity crisis with no organic cash flow.

  • The $1.0B debt offering, while for refinancing, adds a significant interest expense burden. At 5.200-5.750%, the new notes are higher than recent maturities, increasing fixed charges.

  • Issuing $3B in new notes at rates between 4.75% and 5.25% locks in higher interest costs for longer, even as they extend maturities. This will pressure net income and cash flow in a rising-rate or stable-rate environment.

  • The $1.2B Pizza Hut IP acquisition is a contest-driven, fixed-price deal with no financing contingency. A cash-and-debt combo could stress Yum China's balance sheet if integration costs rise.

  • Acquiring $300M in properties with $200M in assumed debt leaves only $100M equity (33% LTV), but Albertsons is a good tenant. The risk is in the property-specific lease structure and potential need for future capex.

  • SpaceX / Acquisition Valuation / Unclear Synergies [MEDIUM RISK]

    The $60B equity value for Cursor (Anysphere) is an enormous bet on enterprise software by a space and defense company. The strategic rationale is unclear, creating integration risk and a potential distraction from core operations.

Opportunities (9)

  • With a 78% premium to 90-day VWAP and a clear path to Q3 2026 close, there is a near-term pricing gap between the current share price and the $3.15 offer, offering a low-risk arbitrage for event-driven investors.

  • The $1.59B secured note offering to fund a 150MW AI factory campus is a large, committed bet on AI demand. The 7.000% coupon on secured notes is attractive for credit investors who believe in the AI thesis, though the completion guarantee creates parent-level risk.

  • The $4.0B buyback program funded by asset sales is a massive catalyst. Investors should watch for the speed of execution; a significant tender offer or accelerated buyback could provide strong price support.

  • The increased revolver to $2.75B provides significant flexibility. If energy prices hold, Matador could use this for accretive acquisitions of distressed E&P assets.

  • The stock likely trades at a discount to the sum-of-parts given the regulatory overhang from the biotech heritage. A clean closing and strong execution in H2 2026 could unlock significant value for nimble small-cap investors.

  • The early tender results (91% for 2027 notes) suggest a high probability of successful completion. The differential between market price and the announced total consideration offers a short-term, low-risk arbitrage for debt investors.

  • Eliminating $6.3M in legacy debt (including a problematic convertible note) and replacing with a smaller, simpler working capital facility is a strong balance sheet cleanup. If the Q3 2026 outlook is positive, this could be a turnaround story.

  • The partnership with a large cardiology practice (30k patients) for a sleep apnea clinic model creates a scalable, high-margin revenue opportunity. If a definitive agreement is signed within Q3 2026, it could be a significant value driver.

  • The new $600M credit facility with a low leverage-based pricing grid provides cheap, flexible capital. This improves financial flexibility and reduces refinancing risk.

Sector Themes (6)

  • Refinancing Wave in a Higher-Rate Environment

    Companies like Rocket, Dell, and AES are all issuing new senior notes at higher coupons (4.75%-6.50%) to repay existing lower-coupon debt. This extends maturities but locks in higher interest costs, a clear sign of a 'rising tide' of refinancing risk for all leveraged companies.

  • Corporate Distress via Reverse Mergers & Pivots

    LIXTE Biotechnology's acquisition of NOMAD Power Systems is the poster child for a distressed biotech pivoting to a completely different, high-growth sector. This pattern (biotech -> energy/tech) is a hallmark of companies with no path to profitability in their original business.

  • Asset Sales to Solve Liquidity Crunches

    Bright Mountain Media's sale of a digital asset ('mom.com') to meet an amortization payment shows a pattern where companies sell any non-core asset to stave off default. This is a common theme in severely distressed companies.

  • Defensive M&A as a Distress Signal (Olin/Huntsman)

    Olin's merger with Huntsman, while touted as strategic, often signals consolidation in a mature industry facing demand headwinds. The existence of a Voting and Support Agreement with major shareholders highlights a proactive defense against a hostile market environment.

  • Proliferation of Pre-Packaged vs. Unplanned Bankruptcies

    Sleep Number's quick conversion of its credit agreement into DIP financing suggests a pre-planned process, while FiscalNote's debt waiver and strategic review indicates a more reactive, uncertain situation. The market is rewarding pre-planned restructurings.

  • The 'Survival Financing' Premium

    The terms of financing for distressed companies are punitive. CEL-SCI paying ~$1/share for an offering, Netcapital accepting undisclosed but likely onerous terms from a first-fund, and Bright Mountain's PIK interest all reflect a very high cost of capital for those in distress.

Watch List (8)

  • The court must approve the DIP financing. Watch for any objection from creditors that could derail the restructuring plan. Key date: June 20-25, 2026 (expected hearing).

  • Watch for a definitive amendment or restructuring support agreement. The next earnings call (likely August 2026) will be critical to understand the updated liquidity position.

  • The due diligence period for the Albertsons properties ends June 22, 2026. Failure to deliver a Proceed Notice would kill the deal, exposing the company's growth strategy. Key date: June 22, 2026.

  • The merger needs shareholder approval. The filing of a definitive proxy statement (expected July 2026) will provide critical pro-forma financials and the combined entity's valuation.

  • The tender offer is expected to commence in Q3 2026. Watch for the commencement announcement, which will set the timeline for the offer and the final tender price. Key catalyst: July 2026.

  • The global and China Pizza Hut sales are expected to close in Q3 2026. Any regulatory delay or material adverse change in the business could jeopardize the $4.0B buyback. Key date: August 17, 2026 (early closing).

  • The filing details the specifics of the merger consideration (cash/stock split) and the expected timeline. The full merger agreement (Exhibit 2.1) will contain termination fees and material adverse change clauses. Watch for the proxy filing in Q3 2026.

  • The tender offer expires June 30, 2026. The final settlement date and pro-ration of notes will determine the exact cash flows and the impact on Whirlpool's balance sheet. Key date: June 30, 2026.

Filing Analyses (36)
SPACE EXPLORATION TECHNOLOGIES CORP 8-K mixed materiality 9/10

16-06-2026

Space Exploration Technologies Corp. (SpaceX) has entered into a definitive agreement to acquire Anysphere, Inc. (Cursor) for an implied equity value of $60.0 billion, to be paid in shares of SpaceX Class A common stock. The merger is expected to close in the third quarter of 2026, subject to regulatory approvals and other closing conditions. The transaction represents a significant strategic move for SpaceX, though it involves substantial execution and integration risks.

  • · The merger consideration will be paid in shares of SpaceX Class A common stock, with the price determined by the volume-weighted average closing price over the seven consecutive trading days immediately preceding closing.
  • · The issuance of shares to Cursor stockholders will be exempt from registration under Section 4(a)(2) of the Securities Act of 1933.
  • · The Merger Agreement was filed as Exhibit 10.1 to the 8-K, with certain schedules and exhibits omitted per Regulation S-K Item 601(a)(5).
  • · SpaceX filed its Registration Statement on Form S-1 on May 20, 2026 (No. 333-296070), indicating it is a public company as of this filing.
Vivos Therapeutics, Inc. 8-K mixed materiality 7/10

16-06-2026

Vivos Therapeutics (VVOS) announced a collaboration agreement with South Palm Cardiovascular Associates (SPCVA), a Florida cardiology practice with ~30,000 patients, to form AIM Florida LLC, a management services organization aimed at diagnosing and treating obstructive sleep apnea (OSA) and insomnia in cardiovascular disease patients. Vivos expects to hold at least 80% of AIM Florida, with SPCVA holding up to 20%, and projects that one fully staffed Sleep Optimization Team could generate over $6,000,000 per year with contribution margins approaching 50%. However, the agreement is preliminary, with definitive documents yet to be finalized, and there is no assurance that the collaboration will achieve its projected revenue, cash flow, or profitability.

  • · The collaboration is based on Vivos' successful model from its 2025 acquisition of Sleep Centers of Nevada, but this time Vivos is partnering directly without significant capital outlays.
  • · SPCVA is owned by board-certified cardiologists operating a multi-location private cardiology practice in Florida.
  • · The initial focus will be on patients in Palm Beach County, Florida.
  • · The collaboration is intended to comply with federal and state healthcare laws, including the Anti-Kickback Statute and physician self-referral rules.
  • · All clinical decisions and patient care protocols will remain under the authority of licensed healthcare professionals.
  • · Vivos' CARE devices are the only FDA 510(k) cleared technology for treating severe OSA in adults and the first for moderate-to-severe OSA in children ages 6-17.
  • · OSA affects over 1 billion people worldwide, with 80% or more undiagnosed.
SANDRIDGE ENERGY INC 8-K mixed materiality 6/10

16-06-2026

SandRidge Energy Inc. held its 2026 Annual Meeting on June 10, 2026, where stockholders approved all four proposals: election of six directors, ratification of Grant Thornton as auditor, advisory approval of executive compensation, and extension of the Omnibus Incentive Plan to 2036. The Board also approved Amendment No. 3 to the Tax Benefits Preservation Plan, extending its expiration from July 1, 2026 to July 1, 2029, subject to stockholder approval at the 2027 Annual Meeting. While all proposals passed, Proposal 4 (Incentive Plan extension) received notable opposition with 1,628,397 votes against and 133,739 abstentions, and director Nancy Dunlap received the lowest support with 2,550,859 votes against.

  • · Director Nancy Dunlap received the lowest support among director nominees with 23,262,287 votes for, 2,550,859 against, and 196,229 abstentions.
  • · Proposal 4 (Incentive Plan extension) passed with 24,247,239 votes for, 1,628,397 against, and 133,739 abstentions, indicating notable opposition.
  • · Ratification of Grant Thornton as auditor passed overwhelmingly with 31,632,466 votes for, 25,031 against, and 65,958 abstentions.
  • · Advisory vote on executive compensation passed with 25,190,485 votes for, 729,024 against, and 89,866 abstentions.
  • · The Tax Benefits Preservation Plan Amendment No. 3 extends the plan's expiration from July 1, 2026 to July 1, 2029, but requires stockholder approval at the 2027 Annual Meeting.
  • · The Omnibus Incentive Plan amendment extends its term to June 10, 2036, effective upon stockholder approval at the 2026 Annual Meeting.
F&G Annuities & Life, Inc. 8-K mixed materiality 7/10

16-06-2026

F&G Annuities & Life, Inc. announced executive leadership transitions: CEO Chris Blunt will retire effective June 30, 2026, to focus on his roles as Director and CEO of subsidiary Peak Altitude, which will explore strategic alternatives. President and CFO Conor Murphy will become CEO and President, while Michael Bailey will join as CFO on August 3, 2026, with Mark Wiltse serving as interim CFO until then. The company is at an inflection point, transitioning to a more fee-based, higher-margin, less capital-intensive business, though no specific financial metrics were provided to quantify this shift.

  • · Chris Blunt has served as CEO since 2019 and nearly tripled assets under management during his tenure.
  • · Conor Murphy joined F&G on April 1, 2025, and became President and CFO on August 7, 2025.
  • · Michael Bailey most recently served as Retail CFO of Corebridge Financial and also as CFO of Corebridge Insurance Company of Bermuda.
  • · Mark Wiltse has been with F&G since 2016 and served as Chief Accounting Officer since May 2020.
  • · The company is transitioning to a more fee-based, higher margin, less capital intensive business model, with disciplined growth in spread-based products.
FiscalNote Holdings, Inc. 8-K negative materiality 8/10

16-06-2026

FiscalNote Holdings, Inc. entered into a letter agreement with GPO FN Noteholder, LLC on June 16, 2026, waiving the Company's obligation to deliver a quarterly $2.0 million principal amortization installment due July 1, 2026 under its 7.50% Senior Subordinated Convertible Promissory Note due November 13, 2029. The waived amount will be payable on the Maturity Date. Concurrently, the Company disclosed it continues to evaluate strategic options, including renegotiating or amending existing debt obligations with the help of an external financial advisor, with no assurance of any outcome.

  • · The waived principal amortization installment was originally due on July 1, 2026.
  • · The 7.50% Senior Subordinated Convertible Promissory Note matures on November 13, 2029.
  • · The Company has engaged an external financial advisor to assist in discussions with lenders.
  • · Discussions may include amendments, maturity extensions, liability management transactions, exchanges, and other strategic alternatives.
  • · There is no assurance that the discussions will result in any outcome on any particular timetable or at all.
Rocket Companies, Inc. 8-K mixed materiality 8/10

16-06-2026

Rocket Companies, Inc. closed a $1.5 billion senior notes offering on June 16, 2026, comprising $900 million of 6.125% notes due 2031 and $600 million of 6.500% notes due 2034. Proceeds will be used to repay existing higher-coupon debt, including Rocket Mortgage LLC's 2.875% notes due 2026 and 5.250% notes due 2028, as well as other indebtedness. The offering refinances near-term maturities and extends the company's debt maturity profile, though the new notes carry higher interest rates than the 2.875% notes being redeemed.

  • · The 2031 Notes mature on August 1, 2031; interest payable semi-annually on Feb 1 and Aug 1 starting Aug 1, 2026.
  • · The 2034 Notes mature on June 15, 2034; interest payable semi-annually on June 15 and Dec 15 starting Dec 15, 2026.
  • · The 2026 Rocket Mortgage Notes will be redeemed on June 19, 2026; the 2028 Rocket Mortgage Notes will be redeemed on July 9, 2026.
  • · The notes are fully and unconditionally guaranteed on a senior unsecured basis by the company's direct and indirect domestic subsidiaries that are issuers or guarantors under existing senior notes.
  • · The indenture includes covenants limiting the company's ability to create liens and to consolidate, merge, or sell substantially all assets, subject to exceptions.
  • · Upon a change of control triggering event, the company must offer to repurchase the notes at 101% of principal plus accrued interest.
  • · The notes were offered in private transactions under Rule 144A and Regulation S and are not registered under the Securities Act.
GRAPHIC PACKAGING HOLDING CO 8-K neutral materiality 5/10

16-06-2026

Graphic Packaging Holding Company filed an 8-K announcing amendments to its Certificate of Incorporation, including changes to director classification and removal provisions. The amendments declassify the board starting with the 2027 annual meeting, with full declassification by 2029, and allow removal of directors without cause after 2029. The authorized capital stock remains unchanged at 1.1 billion shares.

  • · Original incorporation date: June 21, 2007 under name New Giant Corporation.
  • · Prior amendment filed May 21, 2025.
  • · Board size to be fixed by board resolution, minimum three directors.
  • · Until 2029, directors can only be removed for cause; thereafter without cause.
  • · Vacancies filled by remaining directors until 2029.
  • · Stockholders can amend bylaws only by majority vote of combined voting power.
PRECISION BIOSCIENCES INC 8-K neutral materiality 3/10

16-06-2026

Precision BioSciences has amended its loan agreement with Banc of California, extending the Term Loan Maturity Date to December 31, 2029. The amendment, effective June 10, 2026, does not alter other terms of the original agreement, and the company reaffirmed its representations and warranties. No new financial amounts or performance metrics were disclosed in this filing.

  • · The amendment extends the Term Loan Maturity Date from an unspecified prior date to December 31, 2029.
  • · The amendment was executed on June 10, 2026, and filed with the SEC on June 16, 2026.
  • · No changes were made to the loan amount, interest rate, or other financial covenants beyond the maturity date extension.
LIXTE BIOTECHNOLOGY HOLDINGS, INC. 8-K positive materiality 9/10

16-06-2026

LIXTE Biotechnology Holdings, Inc. (NASDAQ: LIXT) announced a definitive agreement to acquire 100% of NOMAD Transportable Power Systems, the market leader in mobile, utility-grade 1 MW battery energy storage systems (BESS). The combined company will be renamed NOMAD Power Solutions, pivoting from clinical-stage biotech to a publicly traded pure-play on deployable power infrastructure. NOMAD has demonstrated strong commercial momentum with revenue growing approximately 175% year-over-year in 2025 and projected growth of approximately 135% in 2026, though the transaction is subject to closing conditions and the company faces execution risks in scaling manufacturing and integrating operations.

  • · NOMAD's BESS platform is UL 9540 full-system validated and meets NFPA 855 and IEEE 1547 standards.
  • · Permanent BESS projects face development timelines of 2-5 years or longer; NOMAD's mobile architecture bypasses land use entitlements, NEPA/CEQA review, local moratoria, and the multi-year interconnection queue.
  • · Approximately 2.3 terawatts of generation and storage capacity are in U.S. interconnection queues.
  • · In New York State, 108 local jurisdictions have enacted moratoria or bans on permanent BESS, sidelining approximately 1 GW of permanent battery storage.
  • · NOMAD offers equipment sales, rentals, and Energy-as-a-Service offerings.
  • · LIXTE's existing biotech operations (LB-100 for cancer, Liora's LiGHT proton therapy system) will continue through its subsidiaries.
  • · The transaction is subject to required approvals and closing conditions; ticker symbol change details will be announced later.
Netcapital Inc. 8-K neutral materiality 6/10

16-06-2026

Netcapital Inc. entered into a Securities Purchase Agreement with FirstFire Global Opportunities Fund, LLC on June 9, 2026, for a private placement of securities under Section 4(a)(2) and Rule 506(b) of the Securities Act. The company commits to using proceeds for business development and general working capital, with restrictions on activities until the note is paid or converted. The filing includes extensive representations and warranties regarding solvency, environmental compliance, and internal controls, but no specific dollar amounts or conversion terms are disclosed.

  • · The agreement is dated June 9, 2026, and filed on June 16, 2026.
  • · The Buyer is FirstFire Global Opportunities Fund, LLC, a Delaware LLC based in New York.
  • · The Company is a Utah corporation headquartered in Boston, MA.
  • · The offering relies on exemption from registration under Section 4(a)(2) and Rule 506(b) of the Securities Act.
  • · Proceeds are restricted to business development and general working capital, excluding repayment of insider debt, loans to affiliates, or investments outside current operations.
  • · The Company represents it is solvent and will continue as a going concern.
  • · The Company represents it is not an investment company under the Investment Company Act of 1940.
  • · The Company represents no 'Bad Actor' disqualification events under Rule 506(d).
  • · The Company agrees not to change the nature of its business or sell/acquire material assets outside the ordinary course without Buyer consent until the note is paid or converted.
  • · No specific dollar amounts, conversion prices, or interest rates are disclosed in the excerpt.
Allison Transmission Holdings Inc 8-K positive materiality 6/10

16-06-2026

Allison Transmission Holdings, Inc. announced the repricing of its $508 million Term Loan due 2031, reducing the interest rate margin by 25 basis points to 1.50% per annum for SOFR loans or 0.50% per annum for base rate loans. The repricing is expected to reduce annual cash interest expense by approximately $1.3 million. The maturity date and all other material provisions of the credit agreement remain unchanged.

  • · The repricing was completed on June 11, 2026.
  • · The Term Loan matures on March 13, 2031.
  • · The repricing was executed through an amendment to the second amended and restated credit agreement.
  • · Allison operates through two business units: Allison Transmission and Allison Off-Highway Drive & Motion Systems.
  • · The company has been in business for over 110 years and operates in over 150 countries.
MAXCYTE, INC. 8-K positive materiality 7/10

16-06-2026

MaxCyte, Inc. received a notice from Nasdaq on June 10, 2026, confirming that the closing bid price of its common stock has been at $1.00 or greater for 10 consecutive business days (May 27 to June 9, 2026), thereby regaining compliance with the minimum bid price requirement under Nasdaq Listing Rule 5450(a)(1). The company had previously been at risk of delisting due to non-compliance. The matter is now closed.

  • · The notice of compliance was issued after 10 consecutive business days with a closing bid price of at least $1.00 per share.
  • · The compliance period ended on June 9, 2026.
  • · The company is listed on the Nasdaq Global Select Market under the symbol MXCT.
TRINITY INDUSTRIES INC 8-K neutral materiality 7/10

16-06-2026

Trinity Industries Inc. entered into a Third Amended and Restated Credit Agreement dated June 12, 2026, which amends and restates the existing credit agreement from July 25, 2022. The new agreement provides a $600 million aggregate commitment from a syndicate of lenders led by JPMorgan Chase Bank, N.A. as Administrative Agent, with pricing tied to the company's leverage ratio, ranging from 0.175% to 0.30% for commitment fees and 1.25% to 2.00% for term benchmark loans. The agreement includes customary representations, covenants, and events of default, and replaces the prior facility.

  • · The agreement replaces the Second Amended and Restated Credit Agreement dated July 25, 2022.
  • · Pricing is determined by a leverage ratio grid with four levels; initial pricing is based on Pricing Level II until a compliance certificate for June 30, 2026 is delivered.
  • · The agreement includes a $600 million aggregate commitment with a maturity date defined as the Maturity Date (not explicitly stated in excerpt).
  • · Alternative currencies permitted include Canadian Dollars.
  • · The agreement contains a keepwell provision (Section 5.10) and financial covenants (Section 6.09).
  • · The borrower is a Delaware corporation.
Dell Technologies Inc. 8-K neutral materiality 8/10

16-06-2026

Dell Technologies Inc., through wholly-owned subsidiaries Dell International L.L.C. and EMC Corporation, completed a public offering of $3.0 billion aggregate principal amount of senior notes across three tranches: $1.0 billion of 4.750% notes due 2031, $750 million of 5.000% notes due 2034, and $1.25 billion of 5.250% notes due 2037. The notes are senior unsecured obligations guaranteed by Dell Technologies and certain subsidiaries, and proceeds will be used for general corporate purposes. The issuance increases Dell's debt load but extends maturities and locks in fixed interest rates.

  • · The notes are senior unsecured obligations of the Issuers and rank equal with all existing and future senior indebtedness.
  • · The notes are guaranteed on a joint and several basis by Dell Technologies Inc., Denali Intermediate Inc., and Dell Inc.
  • · Interest on the 2031 Notes accrues at 4.750% per year, payable semi-annually on January 15 and July 15, commencing January 15, 2027.
  • · Interest on the 2034 Notes accrues at 5.000% per year, payable semi-annually on February 15 and August 15, commencing August 15, 2026.
  • · Interest on the 2037 Notes accrues at 5.250% per year, payable semi-annually on February 15 and August 15, commencing August 15, 2026.
  • · The 2031 Notes mature on July 15, 2031; the 2034 Notes mature on February 15, 2034; the 2037 Notes mature on February 15, 2037.
  • · Prior to certain dates, the Issuers may redeem the notes at a make-whole premium; thereafter at 100% of principal plus accrued interest.
  • · Upon a change of control triggering event, holders may require the Issuers to repurchase the notes at 101% of principal plus accrued interest.
  • · The Indenture contains covenants limiting liens on certain assets, mergers, asset sales, and sale-leaseback transactions.
AES CORP 8-K neutral materiality 7/10

16-06-2026

AES Corp. completed a $1.0B debt offering on June 16, 2026, consisting of $600M of 5.200% Senior Notes due 2029 and $400M of 5.750% Senior Notes due 2033. Proceeds will be used to repay existing indebtedness and for general corporate purposes. The notes were underwritten by a syndicate led by J.P. Morgan and Wells Fargo, issued at slight discounts (99.946% and 99.740% of par). The offering increases AES's leverage; interest on each series is payable semi-annually beginning January 15, 2027.

  • · The notes were issued under a Senior Indenture originally dated Dec 8, 1998, supplemented by a ninth supplemental indenture (Apr 3, 2003) and the thirty-second supplemental indenture (June 16, 2026).
  • · Interest on both series of notes is payable on January 15 and July 15 each year, beginning January 15, 2027.
  • · Make-whole redemption provisions apply before June 15, 2029 for the 2029 Notes and before May 15, 2033 for the 2033 Notes; par redemption applies on or after those dates.
  • · Upon a Tax Credit Event, AES may redeem the notes at 101% of principal plus accrued interest.
  • · Upon a Change of Control Triggering Event, noteholders can require AES to repurchase the notes at 101% of principal.
  • · The underwriters include J.P. Morgan, Wells Fargo, Citigroup, Goldman Sachs, and SMBC Nikko.
  • · The filing also includes a legal opinion from Davis Polk & Wardwell LLP (Exhibit 5.1).
Farmers & Merchants Bancshares, Inc. 8-K neutral materiality 3/10

16-06-2026

Farmers & Merchants Bancshares, Inc. entered into a Second Amendment to its Rights Agreement with Equiniti Trust Company, LLC on June 16, 2026, extending the final expiration date of the rights issued under the agreement to July 29, 2027. The amendment modifies the rights of security holders by prolonging the duration of the existing shareholder rights plan, which was originally set to expire earlier. No financial figures or period-over-period comparisons are provided in this filing.

  • · The Rights Agreement was originally dated July 30, 2024, and was first amended on June 17, 2025.
  • · The Second Amendment extends the rights expiration date to July 29, 2027, unless further extended or accelerated.
  • · The filing does not disclose any financial terms or conditions of the amendment.
Applied Digital Corp. 8-K mixed materiality 9/10

16-06-2026

Applied Digital Corp. subsidiary APLD ComputeCo 3 LLC completed a $1.59 billion private offering of 7.000% Senior Secured Notes due 2031, with net proceeds used to fund construction of 150 MW of critical IT load at its Ellendale AI factory campus, repay a bridge loan facility, fund debt service reserves, and pay transaction expenses. The notes bear interest at 7.000% per annum, mature on June 15, 2031, and are subject to semi-annual amortization and various covenants. The company has also provided a completion guarantee for the related projects.

  • · The notes were issued at 100.000% of principal amount.
  • · Interest is payable semi-annually on June 15 and December 15, beginning December 15, 2026.
  • · The notes mature on June 15, 2031, unless earlier redeemed or repurchased.
  • · Principal amortizes semi-annually starting on the first Payment Date after the final Commencement Date for all datacenter leases in effect on the Issue Date.
  • · The Issuer may redeem notes at its option on or after June 15, 2028, at specified redemption prices.
  • · Prior to June 15, 2028, the Issuer may redeem notes at 100% of principal plus a make-whole premium and accrued interest.
  • · Up to 40% of the aggregate principal amount may be redeemed with equity offering proceeds before June 15, 2028.
  • · Upon a change of control, the Issuer must offer to repurchase notes at 101% of principal plus accrued interest.
  • · The Indenture includes covenants limiting additional indebtedness, dividends, investments, liens, asset sales, sale-leaseback transactions, affiliate transactions, and mergers.
  • · Applied Digital provided a completion guarantee to fund any shortfall for project completion.
  • · The offering was conducted under Rule 144A and Regulation S.
  • · The filing is dated June 16, 2026.
CarParts.com, Inc. 8-K neutral materiality 7/10

16-06-2026

CarParts.com, Inc. (PRTS) entered into a Loan and Security Agreement with First Business Specialty Finance, LLC on June 15, 2026, granting a revolving credit facility (Credit Facility A) secured by substantially all of the company's assets, including accounts, inventory, general intangibles, and deposit accounts. The agreement includes defined collateral accounts and incorporates financial covenants based on EBITDA and Fixed Charges. The company also holds Convertible Notes issued September 10, 2025, totaling $25,000,000 due September 10, 2028, which may constrain liquidity. The filing does not disclose the specific dollar amount of the new credit facility or any financial performance metrics.

  • · The credit facility is secured by a first-priority security interest in all of Debtor's personal property, including accounts, inventory, general intangibles (including intellectual property), equipment, and deposit accounts (broad collateral coverage).
  • · Three specific Amazon-related collateral accounts are established (Account Nos. 1889-685-14, 1894-369-15, 1341-98-657), indicating Amazon receivables are a key component of the borrowing base.
  • · Excluded accounts include cash collateral for letters of credit, foreign bank accounts, zero balance accounts swept daily, payroll/tax accounts, and trust/escrow accounts.
  • · The agreement includes a Beneficial Ownership Certification requirement (31 C.F.R. §1010.230).
  • · Credit Facility A advances are based on a daily Collateral-Obligation Ratio calculated from Qualified Accounts and monthly Qualified Inventory.
  • · The Convertible Notes mature on September 10, 2028.
  • · No financial performance data (revenue, EBITDA, Fixed Charges) is provided in this filing, only the legal framework for the loan.
BillionToOne, Inc. 8-K positive materiality 4/10

16-06-2026

BillionToOne, Inc. held its Annual Meeting of Stockholders on June 10, 2026, where stockholders voted to elect two Class I directors (Oguzhan Atay and Akshay Rai) and ratified the appointment of PricewaterhouseCoopers LLP as the independent auditor for fiscal year 2026. Both proposals passed with overwhelming support, with over 99% of votes cast in favor of each director and over 99% for auditor ratification. No material negative or dissenting votes were recorded, indicating strong shareholder alignment with management.

  • · The record date for the Annual Meeting was April 17, 2026.
  • · Class B common stock carries 15 votes per share, while Class A common stock carries 1 vote per share.
  • · Proposal 2 (auditor ratification) is a routine matter and had no broker non-votes.
  • · The filing is an 8-K under Items 5.07 and 9.01, not a material agreement entry (Items 1.01/2.03 were not triggered).
Matador Resources Co 8-K positive materiality 8/10

16-06-2026

Matador Resources Co (MTDR) subsidiary MRC Energy Company entered into an Eighth Amendment to its Fourth Amended and Restated Credit Agreement on June 10, 2026, increasing the revolving credit aggregate commitment from $2.25B to $2.75B and reaffirming the borrowing base at $3.25B. The amendment also reallocates revolving credit commitments among existing lenders and adds new lenders, with no defaults or events of default continuing.

  • · The amendment was effective as of June 10, 2026, and filed on June 16, 2026.
  • · The borrowing base reaffirmation constitutes the Determination Date on or about May 1, 2026.
  • · New lenders were added, and existing lenders could increase their revolving credit elected commitments.
  • · The amendment includes a post-closing covenant requiring title opinions and mortgages within 45 days to comply with Collateral Coverage Minimum.
  • · No defaults or events of default were continuing as of the effective date.
CEL SCI CORP 8-K negative materiality 6/10

16-06-2026

CEL-SCI Corporation (CVM) announced a best-efforts offering of 2,500,000 shares at $1.00 per share, expecting gross proceeds of $2.5 million, with closing expected on June 16, 2026. The proceeds will fund continued development of Multikine, general corporate purposes, and working capital. The company remains a clinical-stage cancer immunotherapy firm with no approved products, and Multikine's safety/efficacy has not been established.

  • · Offering price is $1.00 per share, representing a best-efforts offering.
  • · The offering is made under a shelf registration statement on Form S-3 (File No. 333-288515), filed July 3, 2025, and effective August 12, 2025.
  • · ThinkEquity is the sole placement agent.
  • · Multikine has received Orphan Drug designation from the FDA for neoadjuvant therapy in squamous cell carcinoma of the head and neck.
  • · The company has operations in Vienna, Virginia, and near/in Baltimore, Maryland.
  • · Multikine has not been licensed or approved for sale by the FDA or any other regulatory agency; its safety and efficacy have not been established.
CDT Equity Inc. 8-K mixed materiality 8/10

16-06-2026

CDT Equity Inc. announced it has restructured its debt by repaying $5,737,500 under its A.G.P. Convertible Loan Note and $555,555.56 under its Ascent Partners Promissory Note, eliminating over $6.3 million in legacy obligations. The company also entered into a new Loan Agreement with JJ Astor for up to $1,460,000 to support working capital, with the first tranche of approximately $268,000 funded. While the debt reduction strengthens the balance sheet and simplifies capital structure, the new facility introduces fresh debt and the company's ability to satisfy conditions for the remaining balance is uncertain.

  • · The A.G.P. Convertible Loan Note was originally entered into in December 2024.
  • · The Ascent Partners Promissory Note was entered into on March 3, 2026.
  • · The JJ Astor Loan Agreement was entered into on June 11, 2026.
  • · The balance of the JJ Astor facility is subject to certain conditions the company expects to satisfy in June 2026.
  • · Following the repayments, the JJ Astor facility represents the company's sole loan facility.
  • · The company is described as a data-driven biopharmaceutical development company focused on therapeutic assets, AI, solid-form chemistry, and asset repositioning.
Yum China Holdings, Inc. 8-K mixed materiality 9/10

16-06-2026

Yum China has agreed to acquire the Pizza Hut intellectual property and related rights for the PRC from Yum! Brands for $1.2 billion in cash, expected to close in Q3 2026. Concurrently, Yum China will receive potential annual financial incentives tied to KFC system sales growth targets over the next 12 years under an amended master license agreement, while the KFC/Taco Bell license in the PRC will be renewed. However, the transaction is not subject to Yum China obtaining financing, and the purchase price is fixed with no post-closing adjustments, exposing the company to integration and execution risks.

  • · The consummation of the Transaction is not conditioned upon Yum China obtaining financing; Yum China intends to fund through a combination of cash and debt.
  • · The Purchase Agreement does not provide for any termination fees; damages for willful breach may include benefit of the bargain lost.
  • · Closing date is the earlier of August 17, 2026, or a date specified by Yum China with at least five business days notice; expected Q3 2026.
  • · The Amended and Restated KFC/TB Master License Agreement provides Yum China the opportunity to earn annual financial incentives over the next twelve years based on specified KFC system sales growth targets.
  • · The Purchase Agreement includes a tax indemnity from Yum! Brands for certain pre-Closing tax liabilities.
  • · If Yum! Brands sells the Pizza Hut business outside the PRC prior to Closing, certain Related Agreements must be signed and existing intercompany agreements terminated.
  • · Representations and warranties of the parties do not survive the Closing.
APPLIED OPTOELECTRONICS, INC. 8-K neutral materiality 5/10

16-06-2026

Applied Optoelectronics, Inc. (AAOI) disclosed via an 8-K filing that its subsidiary, Global Technology, Inc., entered into a Financing Credit Line Agreement with Shanghai Pudong Development Bank Co., Ltd. Ningbo Branch. The agreement provides a revocable, uncommitted credit line for various financing products, including loans, letters of credit, and bank acceptance bills, with the bank retaining the right to unilaterally cancel or adjust the line at any time. The filing does not specify the credit line amount, interest rate, or maturity, and the agreement is governed by Chinese law, introducing potential legal and operational risks for the subsidiary.

  • · The credit line is revocable and uncommitted; the bank may unilaterally cancel, freeze, or adjust the line at any time without prior notice.
  • · The agreement is governed by Chinese law and the subsidiary is based in Ningbo, China.
  • · The filing does not disclose the credit line amount, interest rate, or maturity date.
  • · The bank may require 100% margin on LC, LG/standby LC, or bank acceptance bills if it deems necessary.
  • · The customer must provide board resolutions, business licenses, and other documents before using the credit line.
  • · The credit line may be revolving or non-revolving, subject to annual review by the bank.
YUM BRANDS INC 8-K mixed materiality 9/10

16-06-2026

Yum! Brands has entered into a definitive agreement to sell its global Pizza Hut business (excluding China) to Toppings TopCo, LLC for $1.488B in cash, with an additional $75M earn-out potential through 2029. Separately, Yum has agreed to sell its Pizza Hut business in China to Yum China Holdings for $1.2B in cash. The combined net after-tax proceeds will be used for capital allocation, including a new $4.0B share repurchase authorization through June 2028. However, the transactions are subject to regulatory approvals and pre-closing reorganizations, and the China sale has no required regulatory approvals but includes a termination date of November 16, 2026 if not closed.

  • · The global Pizza Hut sale includes brands Pizza Hut and Telepizza, and related technology assets.
  • · The global sale is structured as sale of equity interests in multiple entities after pre-closing reorganization.
  • · The Purchase Agreement includes a five-year non-competition covenant and an 18-month non-solicitation provision in favor of Purchaser.
  • · The China Transaction has no expected regulatory approvals required.
  • · The A&R MLA provides Yum China the opportunity to earn incentives based on KFC system sales growth targets over the next 12 years.
  • · The global sale has a termination date of September 16, 2026, extendable for regulatory approvals.
  • · The China sale has a termination date of November 16, 2026.
  • · Yum China is not required to close the China Transaction before August 17, 2026, unless it chooses to do so earlier.
OLIN Corp 8-K neutral materiality 8/10

16-06-2026

Olin Corporation has entered into a Voting and Support Agreement with certain stockholders of Huntsman Corporation in connection with a strategic business combination transaction, whereby Huntsman will merge with Olin or its subsidiaries. The agreement requires the holders to vote their shares in favor of the merger and restricts share transfers until the termination date, ensuring support for the deal. No financial terms or performance metrics are disclosed in this filing.

  • · The agreement is dated June 15, 2026, and filed on June 16, 2026.
  • · Holders are identified on Exhibit A of the agreement, which is not included in the filing.
  • · The agreement restricts transfers of Subject Shares except to Permitted Transferees, with Olin's consent, or for tax-related exercises.
  • · Holders must vote Subject Shares in favor of the Merger Proposal and against any competing transactions or actions that could impede the merger.
  • · The agreement terminates on the Termination Date as defined in the Merger Agreement.
  • · Holders represent they are the sole record and beneficial owners of their Subject Shares, free of liens except as noted.
BrightSpire Capital, Inc. 8-K neutral materiality 7/10

16-06-2026

BrightSpire Capital, Inc. (BRSP) disclosed via an 8-K filing that its affiliates entered into a definitive agreement to acquire two Albertsons-leased industrial cold storage properties in Tolleson, AZ and Tracy, CA for a total purchase price of $300 million. The transaction involves the assumption of $94 million in mortgage debt and $106 million in mezzanine debt, with a $6 million earnest money deposit. The deal is subject to tenant right-of-first-refusal and a due diligence period ending June 22, 2026, and the properties are currently encumbered by loans from Deutsche Bank.

  • · The properties are located at 400 South 99th Avenue, Tolleson, AZ 85353 and 16900 West Schulte Road, Tracy, CA 95377.
  • · The leases are dated August 16, 2018, with Albertson's LLC (AZ) and Safeway Inc. (CA), guaranteed by Albertsons Companies, Inc.
  • · The due diligence period ends June 22, 2026, and purchasers must deliver a Proceed Notice by that date to continue.
  • · If a tenant exercises its right of first refusal, the agreement terminates automatically and the earnest money is returned, with sellers reimbursing purchaser costs up to $500K.
  • · The purchase price allocation is set forth in Schedule I of the agreement.
  • · The transaction is structured as an asset purchase with assumption of existing loans, not a stock purchase.
Huntsman CORP 8-K positive materiality 9/10

16-06-2026

Huntsman Corporation has entered into a definitive merger agreement with Olin Corporation, under which Olin will acquire Huntsman through a strategic business combination. Key stockholders representing a significant block of Huntsman shares have signed a Voting and Support Agreement committing to vote their shares in favor of the merger and against any competing proposals, ensuring a clear path to stockholder approval. The transaction is structured as either a direct merger of Huntsman into Olin or a two-step subsidiary merger, with Olin as the ultimate parent.

  • · The Voting and Support Agreement covers shares beneficially owned by each Holder as listed on Exhibit A (not provided in the filing excerpt).
  • · Holders are prohibited from transferring their Subject Shares until the Termination Date, except to Permitted Transferees or with Olin's written consent.
  • · Holders must vote against any Huntsman Takeover Proposal or any action that could impede the merger.
  • · The agreement does not require Holders to vote in favor of any amendment that reduces merger consideration or imposes material additional conditions.
  • · Holders' fiduciary duties as directors or officers of Huntsman are not limited by this agreement.
WHIRLPOOL CORP /DE/ 8-K neutral materiality 7/10

16-06-2026

Whirlpool Corporation announced early results of its cash tender offer for €500 million of 1.250% Notes due 2026 and €600 million of 1.100% Notes due 2027, with 73.06% and 91.12% of outstanding principal tendered, respectively. The company also disclosed a planned $2.0 billion senior secured notes offering to fund the tender and related expenses. The tender offer and consent solicitation remain subject to conditions and will expire on June 30, 2026.

  • · The withdrawal deadline for the Tender Offer expired on June 12, 2026; tendered Notes may no longer be withdrawn.
  • · Early Settlement Date for accepted Notes is on or about June 18, 2026.
  • · Total Consideration for each series will be determined on June 15, 2026 (Price Determination Date).
  • · The Financing Transaction of $2.0B senior secured notes is expected to close on or about June 16, 2026.
  • · The Proposed Amendment to the 2027 Notes indenture will become operative only if all validly tendered 2027 Notes are purchased.
  • · The Tender Offer and Consent Solicitation expire on June 30, 2026, unless extended.
  • · Final Settlement Date for Notes tendered after early expiration is anticipated to be July 6, 2026.
  • · Whirlpool reported approximately $16B in annual net sales for 2025, with close to 90% from the Americas.
  • · The company has 41,000 employees and 35 manufacturing and technology research centers.
Sleep Number Corp 8-K negative materiality 9/10

16-06-2026

Sleep Number Corporation and its credit parties filed for Chapter 11 bankruptcy protection on June 12, 2026, and entered a Fourteenth Amendment to their Amended and Restated Credit and Security Agreement with lenders including U.S. Bank National Association on June 16, 2026. The amendment converts the existing credit facility into a debtor-in-possession (DIP) financing arrangement, acknowledges specified defaults (including the bankruptcy filing itself and a prior covenant breach), and establishes new terms for the DIP facility during the Chapter 11 proceedings. The filing includes provisions for lender consent fees, expense reimbursement, and acknowledgment of the automatic stay.

  • · Sleep Number filed for Chapter 11 bankruptcy on June 12, 2026, just four days before this amendment was executed.
  • · Specified defaults include: the bankruptcy filing (Section 8.11 Event of Default), a covenant breach where revolver draws exceeded 112.5% of budget for the four weeks ending June 5, 2026 (Section 8.2 Event of Default), and defaults under the prior Thirteenth Amendment.
  • · The amendment is contingent on entry of DIP Orders from the Bankruptcy Court, including a Carve Out provision.
  • · All pre-existing Loan Documents remain in full force and effect subject to the Bankruptcy Code and DIP Orders.
  • · The administrative agent and certain consenting lenders are entitled to reimbursement of out-of-pocket costs and fees.
TG-17, Inc. 8-K neutral materiality 6/10

16-06-2026

TG-17, Inc. (OBAI) filed an 8-K on June 16, 2026, announcing the creation of 366,941 Series G Convertible Preferred Stock shares with a par value of $0.0001 per share, as authorized by the Board on June 11, 2026. The shares carry a cumulative dividend rate (initially not specified, but increasing to 24% per annum upon a Triggering Event) and are convertible into common stock at an initial conversion price of $2.0265 per share. The filing includes detailed conversion mechanics, ranking preferences (senior to all junior stock), and penalty provisions for conversion failures, but does not disclose any immediate issuance or financial impact.

  • · The Series G Preferred Stock ranks senior to all Junior Stock and requires Required Holders' consent to issue Senior Preferred Stock or Parity Stock.
  • · Dividends are cumulative, accrue from the Initial Issuance Date, and are payable monthly in cash or common stock at the Company's option, subject to equity conditions.
  • · Conversion failure penalties include a 2% daily cash payment (up to 10 Trading Days) and potential buy-in obligations for the Company.
  • · The filing does not indicate any shares have been issued as of the Board resolution date (June 11, 2026).
Open Lending Corp 8-K positive materiality 9/10

16-06-2026

Open Lending Corp (LPRO) has entered into a definitive merger agreement to be acquired by ANV Group Holdings Ltd. for $3.15 per share in cash, representing a 78% premium to its 90-day VWAP. The all-cash tender offer, unanimously approved by Open Lending's board, is expected to close in Q3 2026, after which Open Lending will become a privately held company and its stock will be delisted from Nasdaq. The transaction provides immediate value to stockholders but involves customary closing conditions and regulatory approvals.

  • · The transaction will be structured as an all-cash tender offer followed by a second-step merger.
  • · Open Lending has been operating for over 25 years.
  • · ANV was formed in 2025 following a strategic transaction between AmTrust Financial Services and Blackstone Credit & Insurance.
  • · The acquisition is expected to strengthen ANV's US footprint and reinforce credit as a core insurance product.
  • · Completion is subject to regulatory approvals and tender of a majority of outstanding shares.
  • · Financial Technology Partners and Jones Day advised Open Lending; Evercore and Paul, Weiss advised ANV.
ISABELLA BANK CORP 8-K neutral materiality 7/10

16-06-2026

Isabella Bank Corporation entered into an Equity Distribution Agreement with Piper Sandler & Co. to issue and sell up to $30,000,000 of common stock in at-the-market offerings. The company plans to use net proceeds for general corporate purposes, including capital contribution to the bank to support lending and growth. The agreement includes a 3.0% commission to the agent and customary representations and warranties.

  • · The offering is made under shelf registration statement Form S-3 (Registration No. 333-295098) filed on April 16, 2026 and declared effective on April 23, 2026.
  • · The agreement may be terminated by either party upon prior written notice.
  • · The company has no obligation to sell any shares under the agreement.
OXO, Inc 8-K neutral materiality 7/10

16-06-2026

OXO, Inc. entered into an exclusive, worldwide license and research collaboration agreement with the University of Edinburgh for proprietary marketing analytics software. The deal includes a $30,000 upfront fee, $180,000 annual sponsored research for three years, 2% royalty on gross revenues, and a 3% equity stake to the University upon a future qualified financing of at least $1.5 million. However, the agreement carries significant long-term financial commitments with escalating maintenance fees starting at $10,000 in 2029 and reaching $50,000 annually by 2034, and the company must pay 10% of any sublicensing revenues to the University.

  • · The agreement is exclusive, worldwide, and royalty-bearing.
  • · OXO may grant sublicenses and enter into global distribution/reseller arrangements.
  • · Up to $30,000 per year of the research budget can be used for international patent filings before UKIPO, EPO, and WIPO.
  • · Maintenance fees escalate over time: $10,000 (2029), $25,000 (2031), $50,000 (2034 onward).
  • · Equity issuance to the University is contingent on a Qualified Financing Event of at least $1.5 million aggregate gross proceeds.
  • · The agreement has an initial 20-year term with automatic one-year renewals.
  • · The full agreement will be filed as an exhibit to OXO's next periodic report.
American Clean Resources Group, Inc. 8-K neutral materiality 4/10

16-06-2026

ACRG signed a non-binding exclusive joint development agreement with American Clean & Energy Corp. (ACE), a joint venture in which ACRG holds a controlling interest, to pursue a renewable energy and data center campus at the Millers Hub property in Nevada. The initial 18-month agreement covers geothermal assessment, Solar Energy Zone designation, and federal leasing, but does not commit either party to project capital beyond an agreed joint work budget or transfer any interest in ACRG's real property or mineral rights.

Bright Mountain Media, Inc. 8-K neutral materiality 6/10

16-06-2026

Bright Mountain Media, Inc. sold the domain name 'www.mom.com' and related social media accounts to Static Media, Inc. for $1.1 million. The proceeds were used to prepay approximately $613,000 of First Out Loans, fulfilling the June 2026 amortization payment, while approximately $1.0 million in other June 30, 2026 payments under the Credit Agreement will be paid-in-kind rather than in cash.

  • · The sale was executed through wholly owned subsidiary CL Media Holdings LLC.
  • · The CLP Consent included amendments to the Amended and Restated Senior Secured Credit Agreement dated June 5, 2020.
  • · The prepayment of $613,000 fully satisfied the June 2026 First Out Amortization Payment.
  • · Approximately $1.0 million in other amounts due on June 30, 2026 (including Second Out Loan amortization) will be paid-in-kind rather than in cash.
  • · No other terms of the Credit Agreement were amended by the CLP Consent.

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