US IPO Pipeline SEC S-1 Filings — June 05, 2026

05-06-2026

Banzai International, Inc. filed an S-1 registration statement on June 5, 2026, covering financial data through March 31, 2026. The filing includes a full year of 2025 results and a first quarter 2026 update, with the company reporting a net loss of $12.7 million for the three months ended March 31, 2026, compared to a net loss of $5.2 million in the same period of 2025, a significant decline. However, revenue grew to $4.5 million in Q1 2026 from $3.8 million in Q1 2025, a 18.4% increase. The company also completed the acquisition of Vidello Limited in January 2025.

• · The company completed the acquisition of Vidello Limited on January 31, 2025.
• · The filing includes a full year of 2025 results and Q1 2026 results.
• · The company has multiple classes of stock: Class A Common, Class B Common, Series A Preferred, Series FE Preferred.
• · The company has outstanding warrants including public warrants, GEM warrants, common warrants, placement agent warrants, and pre-funded warrants.

05-06-2026

DICK'S Sporting Goods is filing an S-4 registration statement to exchange up to $381,932,000 of outstanding 4.000% Senior Notes due 2029 (originally issued in a private exchange on September 11, 2025) for registered Exchange Notes with identical terms. The Exchange Offer is not conditioned on a minimum tender amount and will not result in any cash proceeds to the company. The exchange is not expected to be a taxable event for U.S. federal income tax purposes. However, no specific execution date is provided in the filing, and the listing of outstanding notes carries a flat 4.000% interest rate with no increase in applicable rate expected.

• · The Exchange Offer is not conditioned upon any minimum aggregate principal amount of the Outstanding Notes being tendered.
• · Exchange Notes will have the same interest rate (4.000%), interest payment dates (April 1 and October 1), and maturity date (October 1, 2029) as the Outstanding Notes.
• · No cash proceeds will be received by DICK'S from the issuance of Exchange Notes.
• · The exchange is not a taxable event for U.S. federal income tax purposes.
• · Outstanding Notes may be exchanged only in minimum denominations of $2,000 and in integral multiples of $1,000 in excess thereof.
• · The Company's banners include DICK'S Sporting Goods, Golf Galaxy, Public Lands, Going Going Gone!, DICK'S House of Sport, Golf Galaxy Performance Center, and Foot Locker (including Foot Locker, Kids Foot Locker, Champs Sports, WSS and atmos).

05-06-2026

ITG, Inc. filed a registration statement on Form S-1 with the SEC on June 5, 2026, for an initial public offering of Class A common stock. The company intends to use net proceeds to repay borrowings under its Revolving Credit Facility and Term Loan Facility, and for general corporate purposes. The offering will be conducted under an Up-C structure, with ITG, Inc. as a holding company, and the existing Continuing Equity Owners will retain significant voting and economic control, making ITG a ‘controlled company’ under Nasdaq rules.

• · ITG, Inc. is incorporated in Delaware with principal executive offices at 2400 E Commercial Blvd Ste 1000, Fort Lauderdale, FL 33308.
• · The company has applied to list its Class A common stock on Nasdaq under the symbol 'ITG'.
• · Immediately following the offering, Continuing Equity Owners will own all shares of Class B common stock and will have significant voting power, making ITG a 'controlled company' under Nasdaq rules.
• · The company is an 'emerging growth company' and has elected not to use the extended transition period for complying with new or revised financial accounting standards.
• · Under the Tax Receivable Agreement, ITG may be required to make substantial cash payments to TRA Participants for approximately 85% of certain tax savings, which could last more than fifteen years after all Continuing Equity Owners exchange or redeem their LLC Interests.

05-06-2026

SharonAI Holdings, Inc. filed an S-1 registration statement on June 5, 2026, for its initial public offering. The filing includes financial data for the periods ended March 31, 2026, December 31, 2025, and December 31, 2024, with revenue broken down into digital asset mining, infrastructure services, and other revenue. The company has complex capital structure with Class A and Class B common stock, Series A and Series B preferred stock, warrants, convertible notes, and equity compensation plans.

• · Filing type is S-1 Registration Statement filed on June 5, 2026.
• · Company has Class A and Class B common stock, Series A and Series B preferred stock.
• · Revenue segments include Digital Asset Mining Revenue, Provision of Infrastructure Services, and Other Revenue.
• · Company has public warrants, private placement warrants, convertible notes, and equity compensation (stock options, RSUs, performance shares).
• · Key dates include December 17, 2025 (stock conversion event), December 23, 2025, and various 2025 convertible note agreements with YA II PN Ltd.

05-06-2026

Sinda Ltd., a Cayman Islands exempted company redomiciling to Delaware, filed an S-1 registration statement with the SEC on June 5, 2026, for an initial public offering of common stock on the NYSE under the symbol 'SIND'. The offering is a firm commitment underwriting led by Morgan Stanley, Scotiabank, and BMO Capital Markets, with an estimated price range and number of shares to be determined. The company is an emerging growth company and will be a controlled company by The Electrum Group LLC post-offering, with no public market for its stock prior to this offering.

• · The company is redomiciling from Cayman Islands to Delaware prior to the offering, with no material impact on financial statements expected.
• · The S-1 includes a Technical Report Summary for the Sinda Property prepared by SRK Consulting in accordance with S-K 1300, with an effective date of November 24, 2025.
• · Mineral resource estimates assume a silver price of $32.00/oz and gold price of $2,750.00/oz for silver-equivalent calculations.
• · The underwriters have a 30-day option to purchase up to an additional number of shares to cover over-allotments.
• · The company has applied to list on the NYSE under the symbol 'SIND'.

05-06-2026

Grayscale Canton ETF filed an S-1 registration statement with the SEC on June 5, 2026, to issue shares representing fractional undivided beneficial interests in a trust that will hold Canton Coin (CC), the native utility token of the Canton Network. The trust aims to list on NYSE Arca under Rule 8.201-E, providing investors with a cost-effective way to gain exposure to CC without directly holding the token. The filing highlights significant risks, including extreme volatility in digital asset markets, recent disruptions in the digital asset economy, and the uncertain medium-to-long-term value of the shares.

• · The trust is a Delaware statutory trust and will not be registered as an investment company under the Investment Company Act of 1940.
• · The trust is classified as an emerging growth company and will be subject to reduced reporting requirements.
• · The trust intends to issue shares on a continuous basis, with creations and redemptions conducted via in-kind transactions in CC or cash orders.
• · The Seed Capital Investor (the Sponsor) purchased 4 Seed Shares at an undisclosed price, which are expected to be redeemed for cash prior to listing.
• · The trust is not a commodity pool under the Commodity Exchange Act and is not subject to CFTC regulation.
• · The filing includes risk factors related to extreme volatility in digital asset markets, loss of confidence in the digital asset ecosystem, and uncertain medium-to-long-term value of the shares.

05-06-2026

Zapata Quantum, Inc. filed an S-1 registration statement for a proposed public offering. The company has ceased operations since 2024 and faces significant challenges in uplisting to a national exchange, including a low stock price that would require a reverse stock split and a lack of operating history. The company has only one executive officer and expects to incur increased costs as a public company, while not planning to pay dividends.

• · Common stock is currently quoted on the OTCID Basic Market.
• · Company may seek to become quoted on OTCQB or OTCQX before uplisting.
• · One potential listing standard requires a closing bid price of at least $4.00 for 90 trading days.
• · Company has limited research coverage by industry or financial analysts.
• · Board has power to issue new series of preferred stock without stockholder approval, which could dilute common stockholders.
• · Company does not currently intend to pay cash dividends.
• · Company has material weaknesses in internal controls and limited management experience in public company operations.