US IPO Pipeline SEC S-1 Filings — July 20, 2026

20-07-2026

Spectral Capital Corp (FCCN) filed an S-1 registration statement for an IPO of common stock, with an application to list on the Nasdaq Capital Market. The company has a limited operating history, has restated its financial statements for fiscal years 2022-2024 due to accounting errors related to unauditable subsidiaries, and has a going concern risk. The offering size, price, and net proceeds are not yet specified in the filing.

• · The company changed its name from Galaxy Championship Wrestling, Inc. to Spectral Capital Corporation on August 11, 2010.
• · The company dismissed its prior auditor (MG&A) and engaged RBSM LLP as its new auditor on April 30, 2025.
• · Financial statements for fiscal years 2022, 2023, and 2024 were initially deemed unreliable due to errors in consolidation of subsidiaries acquired from Sean Michael Brehm, but the non-reliance conclusion was later withdrawn.
• · The company's internal control over financial reporting was concluded to be ineffective as of December 31, 2024, and the 10-K was amended to correct this.
• · The company has a working capital deficiency and a going concern emphasis in its historical financial statements.
• · The company is a smaller reporting company and relies on reduced disclosure requirements.
• · The offering is contingent on Nasdaq listing approval; if not approved, the offering will not proceed.
• · Lock-up agreements of six months apply to the company, executive officers, directors, and certain 5%+ shareholders.

20-07-2026

Standard BioTools Inc. (LAB) has filed an S-4 registration statement with the SEC on July 20, 2026, in connection with its all-stock merger with Treeline Biosciences, Inc. The merger, valued at $2.5 billion for Treeline and $460 million for Standard BioTools, will result in former Treeline stockholders owning approximately 84% of the combined company and Standard BioTools stockholders owning approximately 16%. The combined company will be renamed Treeline Biosciences Holdings, Inc., and stockholders will also receive contingent value rights (CVRs) tied to potential proceeds from the sale of Standard BioTools' legacy businesses and other assets.

• · The merger is structured as an all-stock transaction with Merger Sub merging into Treeline, which will survive as a wholly owned subsidiary of Standard BioTools.
• · Standard BioTools will change its name to Treeline Biosciences Holdings, Inc. and effect a reverse stock split of its common stock.
• · Each share of Treeline capital stock will be converted into approximately 11.6997 shares of Standard BioTools common stock based on current estimates, subject to adjustment based on actual Parent Net Cash at closing.
• · Standard BioTools will assume Treeline's 2021 Equity Incentive Plan and outstanding options and warrants, with adjustments to exercise prices and share counts.
• · CVRs will be distributed to Standard BioTools stockholders, entitling them to potential payments over five years from proceeds of the Legacy Business sale, convertible notes, earnout payments (including from Illumina), and any surplus Parent Net Cash.
• · There is no guarantee that any payments will be made on the CVRs.
• · The filing includes both a primary offering prospectus for the merger and a resale prospectus for selling securityholders.

20-07-2026

RZ Wellness Ltd filed an S-1 registration statement with the SEC on July 20, 2026, for an IPO of 5,500,000 shares of common stock at $0.03 per share, aiming to raise up to $165,000 on a best-efforts basis. The company, incorporated in Nevada on January 13, 2026, operates through its Malaysian subsidiary selling dietary supplements sourced from third-party manufacturers and has no public market for its stock yet. The offering is highly speculative, with no minimum raise requirement, and the sole officer/director controls 98.8% of voting power, while the company has minimal operations and no rebranded products under its own name.

• · The company was incorporated on January 13, 2026, and has a single wholly owned subsidiary in Malaysia, RZ Wellness Sdn. Bhd., acquired on March 4, 2026 for $1.
• · The offering is self-underwritten on a best-efforts basis with no minimum purchase requirement; the sole officer/director will sell shares without commission.
• · There is no public market for the stock; the company will seek quotation on the OTCQB, but no market maker has been arranged.
• · The company qualifies as an emerging growth company and a smaller reporting company, and will be subject to reduced public company reporting requirements.
• · All funds received are non-refundable except as required by law; investors may lose their entire investment.

20-07-2026

TCGX Acquisition Corp. filed an S-1 registration statement on July 20, 2026, for its initial public offering. The SPAC will offer 7,500,000 public shares at an anticipated trust amount of $10.00 per share, with a total trust deposit initially expected to be $75 million. The filing details redemption rights for public shareholders in connection with a future business combination, including both proxy solicitation and tender offer mechanisms, and outlines voting thresholds requiring at least 34.2% of public shares voted in favor (assuming all shares voted) for approval by ordinary resolution.

• · The sponsor, officers, and directors have agreed to waive redemption rights on their founder shares, private placement shares, and any public shares they acquire.
• · If a shareholder vote is not required, the company may conduct redemptions via a tender offer that must remain open for at least 20 business days.
• · The company may raise additional funds through equity-linked securities, loans, or backstop arrangements to satisfy minimum cash requirements.
• · The filing includes provisions for permitted purchases of securities by the sponsor and affiliates to increase the likelihood of business combination approval.
• · The company will not complete a business combination if aggregate redemption requests plus cash conditions exceed available cash.

20-07-2026

Grayscale filed an S-1 registration statement with the SEC on July 20, 2026, to register shares of the Grayscale Worldcoin ETF, which will invest in the native WLD token of the World Network. The trust does not disclose the number of shares or the offering price (marked as blanks), but seed capital of $[ ] was used to purchase 4 Shares to fund the trust's initial operations. The trust intends to list on Nasdaq under the ticker 'GWLD' and will issue and redeem shares only in blocks of 10,000 (Baskets).

• · The trust is an 'emerging growth company' and will have reduced reporting requirements under the JOBS Act.
• · The trust is not registered under the Investment Company Act of 1940 and is not a commodity pool under the CEA.
• · Shares will be listed under Nasdaq Rule 5711(d) (Commodity-Based Trust Shares) once WLD meets eligibility requirements.
• · Authorized Participants must deliver a prospectus when making transactions in the Shares.
• · The filing is a preliminary prospectus ('SUBJECT TO COMPLETION') and is not yet effective with the SEC.

20-07-2026

Non-Invasive Monitoring Systems Inc. (NIMU) filed an S-1 registration statement on July 20, 2026, for an initial public offering. The filing includes financial data for the parent company and its subsidiary, Gravitics Inc., covering periods through March 31, 2026. The company has outstanding promissory notes with related parties Frost Gamma Investments Trust and Dr. Jane Hsiao, indicating ongoing related-party financing.

• · The filing is an S-1 Registration Statement for an IPO.
• · Subsidiary Gravitics Inc. has Series Seed and Series A Redeemable Convertible Preferred Stock outstanding.
• · Parent company has Series B Preferred Stock outstanding.
• · Related-party promissory notes exist with Frost Gamma Investments Trust and Dr. Jane Hsiao, with notes dated as early as July 2021 and as recent as January 2026.

20-07-2026

Londonla Inc. (d/b/a London Learning Academy) filed an S-1 registration statement with the SEC on July 20, 2026, for an initial public offering of up to 3,000,000 shares of common stock at $0.10 per share, with maximum gross proceeds of $300,000. The company is a development-stage online homeschooling platform built around the UK National Curriculum, targeting students from nursery through Year 5, and has not yet commenced revenue-generating operations. The offering is self-underwritten by sole officer and director Shane Lowry, with no minimum number of shares required to be sold, and the company's auditors have expressed substantial doubt about its ability to continue as a going concern.

• · Company incorporated in Wyoming on March 25, 2026, and is in development stage with no revenue-generating operations.
• · Auditors have expressed substantial doubt about the company's ability to continue as a going concern.
• · No public market currently exists for the company's securities; plans to apply for quotation on OTC Markets after offering completion, but no guarantee of acceptance.
• · Sole officer and director Shane Lowry will sell shares on a self-underwritten basis without any commissions.
• · No minimum number of shares must be sold; company may receive no or minimal proceeds.
• · Company is an emerging growth company under the JOBS Act and has elected to use extended transition period for new accounting standards.
• · Offering price of $0.10 per share is fixed for up to 180 days, extendable by 90 days.