US Material Events SEC 8-K Filings — May 14, 2026

14-05-2026

RenaissanceRe Holdings Ltd. announced that Chief Financial Officer Robert Qutub and Chief Portfolio Officer Ross Curtis intend to retire on December 31, 2026, with Matthew Neuber succeeding Qutub as CFO effective January 1, 2027, and David Marra assuming oversight of Curtis' responsibilities. The transitions highlight the company's succession planning and internal talent development, with Qutub serving as a strategic advisor for 12 months and Curtis for 6 months post-retirement. Leadership praised the contributions of retiring executives and expressed confidence in the successors' ability to drive long-term shareholder value.

• · Matthew Neuber joined RenaissanceRe in 2014 with prior experience in private equity, asset management, and investment banking focused on insurance; holds B.A. from Williams College, M.B.A. from Wharton, and CFA charterholder.
• · Robert Qutub joined in 2016 and oversaw growth including two major acquisitions and geographic expansion.
• · Ross Curtis has been with RenaissanceRe for nearly 30 years, previously Group Chief Underwriting Officer.
• · Company headquartered in Pembroke, Bermuda, established in 1993, with offices in North America, Europe, and Asia-Pacific.

14-05-2026

Infleqtion, Inc. appointed Nicholas Johnson, 38, as a Class III director effective May 8, 2026, pursuant to Section 8.09 of the Merger Agreement with Churchill Capital Corp X, granting Churchill Sponsor X LLC the right to designate one such director. Mr. Johnson, Partner at Archimedes Advisor Group and Managing Director at M. Klein & Company (affiliate and Advisor under a $250,000 quarterly fee agreement), is not independent per NYSE standards and will not join any board committees. The appointment includes a standard indemnification agreement but no director compensation during the Advisory Agreement term, with no family relationships or other reportable related party transactions.

• · Mr. Johnson previously served as Executive Director in Investment Banking at Morgan Stanley (June 2014 to May 2021).
• · Director term expires at 2029 annual meeting of stockholders or until successor elected/qualified, death, resignation, or removal.
• · Advisory Agreement expires two years from Closing date; qualified to serve due to investing, investment banking, and public company advisory experience.
• · Previous filings: Merger Agreement (Exhibit 2.1, 8-K Feb 17, 2026), Advisory Agreement (Exhibit 10.4, same), Indemnification form (Exhibit 10.14, same), Non-Employee Director Compensation Policy (Exhibit 10.21, 10-K Dec 31, 2025).

14-05-2026

Apellis Pharmaceuticals, Inc. completed its acquisition by Biogen Inc. via tender offer and merger effective May 14, 2026, with shareholders receiving $41.00 per share in cash plus one non-transferable CVR potentially worth up to $4.00 upon milestone achievements. The company notified Nasdaq of the merger, halted trading, and plans to delist, deregister, and terminate SEC reporting obligations. Holders of the outstanding $93,897,000 principal amount of 3.500% Convertible Senior Notes due 2026 can elect to convert with a make-whole premium (yielding $1,080.77 cash and 26.3411 CVRs per $1,000 principal) until June 29, 2026, or require repurchase at 100% principal plus accrued interest (approx. $1,008.46 per $1,000) on June 30, 2026.

• · Base Conversion Rate: 25.3405 shares of Common Stock per $1,000 principal (standard); 26.3411 with Additional Shares of 1.0006 for Make-Whole Fundamental Change.
• · Make-Whole Fundamental Change Period: May 14, 2026 to June 29, 2026.
• · Fundamental Change Repurchase Date: June 30, 2026; repurchase at 100% principal plus accrued and unpaid interest.
• · Nasdaq trading halted effective before open on May 14, 2026; Form 25 to be filed for delisting.

14-05-2026

HyOrc Corporation entered into Securities Purchase Agreements on May 9, 2026, with Monroe Street Capital Partners LP and Lambda Ventures LLC, issuing two Convertible Promissory Notes with original principal amounts of $67,500 each (aggregate $135,000) for gross proceeds of $125,000 before expenses, and net proceeds of approximately $118,000 after $7,000 withheld for legal fees. The notes mature in 12 months, are convertible into common stock at 77% of the lowest trading price over the prior 15 trading days, include 250,000 commitment shares (125,000 per investor), and require reservation of up to 4,000,000 shares per note. No operational or financial performance metrics were reported, highlighting a dilutive financing structure amid cash needs.

• · Transactions completed on May 9, 2026; proceeds received May 12, 2026.
• · Notes issued in reliance on Section 4(a)(2) of Securities Act and/or Regulation D exemption.
• · Commitment shares subject to cancellation if Note fully satisfied within six months.
• · Filing date: May 14, 2026; report date for earliest event: May 13, 2026.

14-05-2026

GP-Act III Acquisition Corp. (GPATU) passed a special shareholder resolution amending its Amended and Restated Memorandum and Articles of Association, extending the deadline to consummate a Business Combination from 24 months after IPO to November 13, 2026. This change to Articles 49.9 and 49.10 provides additional time to complete a merger and avoids immediate liquidation risk. No financial metrics or performance data were disclosed in the filing.

• · Filing items: 1.01, 5.03, 5.07, 9.01
• · Amendments specifically target Article 49.9 introduction and Article 49.10 wording
• · Effective immediately upon shareholder resolution

14-05-2026

Lumen Technologies, Inc. (via subsidiaries Level 3 Parent, LLC and Level 3 Financing, Inc.) entered into a Third Amendment Agreement dated May 13, 2026, to its Credit Agreement, establishing $2,400,000,000 in Term B-5 Refinancing Loans to fully prepay existing Term B-4 Loans. The proceeds are advanced to Level 3 Communications, LLC and used alongside cash on hand for the refinancing. Additionally, administrative and collateral agents are transitioning from Wilmington Trust to Bank of America, N.A. and U.S. Bank Trust Company, National Association, respectively, with initial exclusions for guarantees and collateral from regulated subsidiaries pending permit conditions.

• · Amendment effective on Refinancing Effective Date, with Term B-5 Loans as Term SOFR Borrowing with initial Interest Period ending June 30, 2026.
• · Certain Term B-5 Lenders elect to convert existing Term B-4 Loans into Term B-5 Refinancing Loans.
• · Guarantees and collateral from Regulated Guarantor/Grantor Subsidiaries initially excluded for Term B-5 Obligations pending satisfaction of Term B-5 Guarantee Permit Condition and Term B-5 Collateral Permit Condition.
• · Administrative Agent transition effective Administrative Agency Transfer Effective Date; Collateral Agent transition effective Collateral Agency Transfer Effective Date.

14-05-2026

FingerMotion, Inc., a Delaware corporation with operations in Singapore, entered into a Securities Purchase Agreement dated May 13, 2026, with certain buyers to issue and sell Notes in a private placement pursuant to Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D. The Closing is scheduled for no later than the second Business Day after execution, subject to satisfaction of conditions. The agreement includes representations confirming no material adverse effects since the latest financial statements, compliance with laws, valid intellectual property, adequate insurance, and no undisclosed liabilities or litigation with material impact.

• · Commission payable to Weild & Co for the transaction.
• · No brokerage or finder's fees payable to others.
• · Company address: 111 Somerset Road, Level 3, Singapore.

14-05-2026

On May 7, 2026, Presidio Production Company (NYSE: FTW) entered into purchase and sale agreements to acquire oil and gas properties in Oklahoma from Canyon Creek Energy – Arkoma, LLC, Alchemist Energy LeaseCo, LP, Pivotal Arkoma Basin II, LLC, and other sellers for total consideration of 2,173,913 shares of common stock and $60 million in cash, with the three main agreements valued at approximately $81 million of the $83 million total. The properties include oil and gas leases, mineral interests, and related hydrocarbon production rights. The transaction is expected to close early in the third quarter of 2026, subject to customary closing conditions with no assurance of completion.

• · Properties located in Oklahoma
• · Agreements include customary representations, warranties, covenants, termination rights, and indemnification provisions
• · Company to enter into registration rights agreements for Canyon Creek and Alchemist share considerations
• · Securities registered: Class A common stock (FTW) and Warrants (FTW WS) on NYSE

14-05-2026

Trinseo PLC entered into a Restructuring Support Agreement (RSA) with a majority of senior lenders to reduce debt by approximately $2.0 billion and annual interest expense by $140 million through a pre-packaged Chapter 11 plan of reorganization. The company secured commitments for ~$183 million in new financing, including ~$158 million debtor-in-possession financing and a $150 million accounts receivable facility, while increasing revolving credit facility capacity by $25 million. While aiming for uninterrupted operations and long-term growth, Trinseo plans to file voluntary Chapter 11 petitions for certain U.S. affiliates in the coming weeks, representing a significant balance sheet restructuring amid financial pressures.

• · RSA supported by ad hoc group of Senior Secured Lenders and Term Lenders.
• · Chapter 11 filing limited to certain U.S. affiliates and non-operating affiliates outside U.S.
• · Existing lenders to receive 100% of reorganized equity; general unsecured claims unimpaired.
• · Plans to file motions for ordinary-course operations, vendor payments, customer programs, and employee benefits.

14-05-2026

Iridium Communications Inc. (IRDM) entered a definitive agreement to acquire the remaining 61% equity interest in Aireon LLC for $366.7 million (50% at closing, 50% in one year), assuming approximately $155 million in debt, to integrate space-based ADS-B surveillance with its satellite network. The acquisition is accretive, expected to add at least $100 million in annualized service revenue and $30 million in OEBITDA, building on Aireon's 10% revenue CAGR over the past three years and extending partnerships with NAV CANADA and NATS through 2035. Post-closing, net leverage rises to 4.0x OEBITDA in Q3 2026 before returning to prior levels within 12 months, with no changes to Aireon's operations planned.

• · Transaction targeted to close in early July 2026.
• · Evercore (financial advisor), Cooley and Milbank (legal counsel) to Iridium; PJT Partners (financial advisor), Hogan Lovells (legal counsel) to Aireon.
• · Iridium's long-term net leverage guide remains 2.0x OEBITDA by end of decade.

14-05-2026

Strive, Inc. filed an Amended and Restated Certificate of Designation for its Variable Rate Series A Perpetual Preferred Stock, effective June 15, 2026, which increases the frequency of dividend payments without materially adversely affecting holders' rights, as determined by the Board of Directors. The amendment was authorized under the original certificate's provisions and filed with the Nevada Secretary of State on May 13, 2026. This corporate action enhances liquidity for preferred stockholders through more frequent dividends.

• · Filed with Nevada Secretary of State on 5/13/2026 (Filing Number 20265738847, 56 pages).
• · 8-K Items: 1.02, 5.03, 9.01.
• · Amendment and Restatement Effective Date: June 15, 2026 at 12:01 a.m. Pacific Daylight Time.

14-05-2026

CSX Corporation announced the immediate separation of Stephen Fortune, Executive Vice President and Chief Digital & Technology Officer, with Steve Watkins assuming his responsibilities reporting to CFO Kevin S. Boone; Fortune is eligible for severance under the CSX Executive Severance Plan. At the May 12, 2026 Annual Meeting, shareholders elected all 12 director nominees (noting significant opposition to John J. Zillmer with 299,018,366 against votes and Linda H. Riefler with 103,201,665 against), ratified Ernst & Young LLP as auditors for 2026, and approved named executive officer compensation on an advisory basis (with 98,932,409 against). The Board authorized a new $5 billion share repurchase program, providing incremental authority atop $989 million remaining as of March 31, 2026.

• · Annual Meeting held on May 12, 2026; 8-K filed May 14, 2026 with earliest event May 12, 2026.
• · Proxy Statement filed March 30, 2026 describing Executive Severance Plan.
• · Share repurchases may use open market, Rule 10b5-1 plans, accelerated repurchases, or block purchases, subject to Board discretion.

14-05-2026

On May 12, 2026, First Real Estate Investment Trust of New Jersey, Inc. (FREVS) and Computershare Trust Company, N.A. entered into the First Amendment to the Stockholder Rights Agreement originally dated July 31, 2023. The amendment extends the Final Expiration Date of the agreement from July 31, 2026, to July 31, 2029. No financial terms or performance metrics were disclosed.

• · Filing date: May 14, 2026; Earliest event date: May 12, 2026.
• · Registrant details: Maryland incorporation, Commission File Number 000-25043, IRS Employer Identification No. 22-1697095.
• · Securities: Common stock (FREVS) on OTC Pink Market; Preferred Stock Purchase Rights registered via Form 8-A on August 3, 2023.
• · Exhibit 4.1: First Amendment to Stockholder Rights Agreement.

14-05-2026

Mercedes-Benz Auto Receivables Trust 2026-1, through Mercedes-Benz Retail Receivables LLC and Mercedes-Benz Financial Services USA LLC, entered into an underwriting agreement dated May 12, 2026, with MUFG Securities Americas Inc., BNP Paribas Securities Corp., and Mizuho Securities USA LLC for the issuance of $997,870,000 principal amount of asset-backed notes. The filing discloses intent to enter into several related agreements at closing, including the Indenture, Amended and Restated Trust Agreement, Sale and Servicing Agreement, Receivables Purchase Agreement, Asset Representations Review Agreement, and Administration Agreement, all dated as of May 1, 2026. A depositor certification was also filed to comply with Regulation S-K requirements.

• · Underwriting Agreement attached as Exhibit 1.1.
• · Agreements to be entered at closing include those filed as Exhibits 4.1, 4.2, 10.1-10.4.
• · Depositor Certification attached as Exhibit 36.1.
• · Prospectus dated May 12, 2026.
• · All primary agreements dated as of May 1, 2026.

14-05-2026

On May 14, 2026, Commonwealth Edison Company (ComEd) issued $600 million aggregate principal amount of First Mortgage 4.550% Bonds, Series 139, due June 1, 2031, and $825 million aggregate principal amount of First Mortgage 5.850% Bonds, Series 140, due June 1, 2056. Proceeds from the bonds will be used to redeem $500 million of its First Mortgage 2.550% Bonds, Series 120, due June 15, 2026, and for general corporate purposes. The issuance was made pursuant to ComEd's Mortgage dated July 1, 1923, as supplemented, and a Supplemental Indenture dated May 1, 2026.

• · Interest on the Bonds payable semi-annually on June 1 and December 1, commencing December 1, 2026.
• · Bonds redeemable at make-whole price prior to Series 139 Par Call Date (May 1, 2031) or Series 140 Par Call Date (December 1, 2055), and at par thereafter.
• · Underwriting Agreement dated May 7, 2026.
• · Registration Statement on Form S-3 (No. 333-284911-01) effective April 8, 2025.

14-05-2026

IREN Limited closed its $3.0 billion aggregate principal amount offering of 1.00% convertible senior notes due 2033, comprising a $2.6 billion base plus a fully exercised $400 million greenshoe option, yielding net proceeds of approximately $2.96 billion. The company intends to allocate $201.3 million of proceeds to capped call transactions hedging conversions up to an initial cap price of $110.30 per share (100% premium over the May 11, 2026 closing price of $55.15), with the balance for general corporate purposes and working capital. The notes were sold privately to qualified institutional buyers with no registration under the Securities Act.

• · Notes offered privately to qualified institutional buyers pursuant to Rule 144A; no registration under Securities Act.
• · No put option for investors except customary right in certain fundamental changes.
• · Concurrent unwind of portion of existing capped calls related to 2029 notes corresponding to equitized portion.
• · Bookrunners: J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, Citigroup Global Markets Inc., Jefferies LLC, MUFG Securities Americas Inc., Wells Fargo Securities, LLC, Cantor Fitzgerald & Co.; Co-managers: BBVA Securities Inc., Credit Agricole Securities (USA) Inc., BTIG, LLC, Canaccord Genuity LLC, Macquarie Capital (USA) Inc., Moelis & Company LLC.
• · IREN is a vertically integrated AI Cloud provider with grid-connected land and power in North America, Europe, and APAC.

14-05-2026

American Electric Power Company, Inc. (AEP) entered into Original Forward Sale Agreements on May 12, 2026, for 20,472,442 shares of common stock with Bank of America, N.A., Goldman Sachs & Co. LLC, and Morgan Stanley & Co. LLC as Forward Purchasers, followed by Additional Forward Sale Agreements on May 13, 2026, for 3,070,866 shares upon underwriters' full exercise of their option, totaling 23,543,308 shares at an initial forward sale price of $124.968 per share. The agreements include an Underwriting Agreement under which Forward Purchasers sold borrowed shares, with AEP potentially receiving net proceeds upon physical settlement at its election, expected on or prior to May 31, 2028. While physical settlement could provide capital, cash or net share settlement options may result in no proceeds or require share delivery, and Forward Purchasers can accelerate settlement in certain events potentially causing dilution.

• · Forward sale price subject to adjustment based on floating interest rate factor (overnight bank funding rate less a spread) and decreases related to expected dividends.
• · Company has right to elect cash settlement or net share settlement, potentially resulting in lower or no net proceeds.
• · Forward Purchasers can accelerate settlement if unable to hedge, excess dividends declared, ownership thresholds exceeded, extraordinary events announced, or certain defaults occur.
• · Upon bankruptcy or insolvency, agreements automatically terminate without share issuance or proceeds.
• · Exhibits include Underwriting Agreement (1.1), legal opinion (5.1), and six Forward Sale confirmations (10.1-10.6).

14-05-2026

Sixth Street Specialty Lending, Inc. entered into a Third Supplemental Indenture dated May 14, 2026, with U.S. Bank Trust Company, National Association, for the issuance and sale of $300,000,000 aggregate principal amount of 5.650% notes due August 15, 2031. The unsecured notes bear interest at 5.650% per year, payable semiannually commencing February 15, 2027, with proceeds intended to repay debt under the revolving credit facility and fund general corporate purposes including new investments. The transaction closed on May 14, 2026, pursuant to an effective Form N-2 registration statement.

• · Notes are direct unsecured obligations of the Company and may be redeemed in whole or in part at the Company's option.
• · Indenture covenants require compliance with Section 18(a)(1)(A) as modified by Section 61(a) of the Investment Company Act of 1940, subject to exemptions.
• · Upon a change of control repurchase event (change of control plus below investment grade rating), Company must offer to repurchase notes at 100% of principal plus accrued interest.

14-05-2026

Applied Optoelectronics, Inc. entered into an Equity Distribution Agreement with Raymond James & Associates, Inc. and Needham & Company, LLC on May 14, 2026, enabling the issuance and sale of up to $600 million in common stock through at-the-market offerings. Sales agents will receive 2% compensation on gross sales price, with the company reimbursing certain expenses up to $10,000 and potentially $30,000 upon early termination under specific conditions. The agreement can be terminated at any time by either party and leverages the company's existing S-3ASR registration.

• · Shares registered under Form S-3ASR (Registration No. 333-283905), supplemented by prospectus filed May 14, 2026.
• · Company to indemnify sales agents against certain liabilities under the Securities Act.

14-05-2026

Delek Logistics Partners, LP and its subsidiary Delek Logistics Finance Corp. issued $800 million aggregate principal amount of 6.875% senior notes due 2034 pursuant to a new indenture with Regions Bank as trustee, guaranteed by certain subsidiaries. The notes mature on June 1, 2034, with semi-annual interest payments commencing December 1, 2026. Additionally, the Partnership completed a cash tender offer on May 14, 2026, accepting $270.721 million in aggregate principal amount of its 7.125% senior notes due 2028.

• · 2034 Notes interest payable semi-annually on June 1 and December 1, commencing December 1, 2026.
• · Optional redemption prior to June 1, 2029 at make-whole premium; on or after June 1, 2029 at 103.438% declining to 100.000%.
• · Indenture covenants limit additional indebtedness, liens, distributions, investments, mergers, asset sales, and affiliate transactions.
• · Events of default include non-payment, covenant breaches, cross-defaults over $50M, and bankruptcy of significant subsidiaries.

14-05-2026

On May 8, 2026, Fortitude Gold Corp. amended its Company Agreement with Hawthorne Land & Minerals, LLC, constituting a material definitive agreement under Item 1.01 of Form 8-K. The filing, dated May 14, 2026, includes Exhibit 2.3 (Amended Company Agreement) with certain portions omitted per Regulation S-K Item 601(b)(10)(iv). No financial impacts or performance metrics are disclosed in the filing.

• · Commission file number: 333-249533
• · I.R.S. Employer Identification No.: 85-2602691
• · Principal executive offices: 723 S. Cascade Avenue, Colorado Springs, CO 80903
• · Registrant’s telephone number: (719) 717-9825

14-05-2026

OFA Group entered a $7.5M Real World Asset Tokenization Service Agreement with Vero 60 LLC and Vero Beach Land Development LLC for tokenization infrastructure on their Vero Beach, Florida residential development project, projected at $500M stabilized value by the client. The company received the first $3.75M installment of the non-contingent platform fee, payable in USD, Bitcoin, or USD Coin. This deal highlights commercialization of the Hearth platform without company involvement in fundraising or securities issuance.

• · Agreement entered May 8, 2026; fee not contingent on token sale success or capital raising.
• · Company provides only technology services: token design, smart contracts, registry maintenance; Client handles all securities compliance and investor solicitation.
• · Fee revenue recognition per GAAP based on performance obligations, not yet recognized.

14-05-2026

KeyCorp declared quarterly cash dividends for Q2 2026, including $0.205 per common share (NYSE: KEY) payable on June 15, 2026, and specified amounts on various preferred stock series (D through H) also payable June 15, 2026. The Board authorized a new $3.0 billion common share repurchase program, replacing the prior $1.0 billion authorization which had $280 million remaining. As of March 31, 2026, KeyCorp reported approximately $189 billion in assets, with operations in 15 states via 950 branches and 1,100 ATMs.

• · Common share dividend record date: June 2, 2026; preferred record date: June 1, 2026
• · Dividend period: March 15, 2026 to June 15, 2026 (excluding payment date)
• · Share repurchases may occur via open market, private negotiations, Rule 10b5-1 plans

14-05-2026

GridAI Technologies Corp. entered into multiple securities purchase agreements on May 8, 11, and 12, 2026, for private placements raising gross proceeds of approximately $2,540,000 in the first tranches and $5,250,000 in the additional financing, involving issuances of common stock shares, pre-funded warrants, and common warrants. Proceeds will fund general corporate purposes, working capital, and repayment of outstanding liabilities, with closings on May 18, 2026. The company must file resale registration statements within 15 days post-closing, and securities were issued under Section 4(a)(2) exemption.

• · Pre-Funded Warrants exercise price: $0.00001 per share, immediately exercisable, no expiration.
• · Common Warrants exercise prices: $2.56, $2.74, $2.89 per share for first financings; $2.865 per share for additional; exercisable 6 months or immediately, expire 5 years after Registration Statement effectiveness or Rule 144 eligibility.
• · Cashless exercise allowed for Common Warrants if not registered.

14-05-2026

Joseph O. Eppers, Executive Vice President and Chief Investment Officer of Selective Insurance Group, Inc., notified the company of his retirement effective June 2, 2026, stating it is to pursue other opportunities with no disagreements on strategies, operations, policies, or practices. Vaibhav Kalia, current Senior Vice President, Senior Portfolio Manager, and Head of Fixed Income who joined in 2014, will serve as Interim Chief Investment Officer beginning on the effective date.

• · Notification provided on May 11, 2026.
• · Vaibhav Kalia joined the Company in 2014.
• · Filing signed on May 14, 2026.

14-05-2026

Kestrel Group Ltd's Compensation Committee adopted a new performance-based restricted stock agreement on May 8, 2026, granting performance awards valued at $650,000 each (61,588 shares per executive based on 20-day VWAP) on May 13, 2026, to Executive Chairman Terry Ledbetter, CEO Bradford Luke Ledbetter, and President/CFO Patrick Haveron under the 2025 Equity Incentive Plan. The awards vest in one-third increments contingent on achieving EBITDA targets for the program services segment during the FY2026 performance period (January 1 to December 31, 2026), with the first third vesting upon Committee confirmation and the remainder over two anniversaries, subject to continued employment. Provisions include forfeiture for cause or voluntary resignation, pro-rata vesting protections for death/disability/without cause terminations, and accelerated vesting in certain change-in-control scenarios.

• · Performance period: January 1, 2026 to December 31, 2026, based on EBITDA of program services segment.
• · Vesting: 1/3 upon Committee confirmation of performance goal achievement post-performance period; remaining 2/3 in equal 1/3 installments on first and second anniversaries.
• · Termination for cause or voluntary resignation (except Good Reason post-CIC): full forfeiture of unvested shares.
• · Change in control prior to vesting: performance goal deemed at greater of target or actual; full vesting if terminated without Cause or for Good Reason within 24 months post-CIC.

14-05-2026

Fifth Era Acquisition Corp I, a Cayman Islands-based SPAC, announced on May 8, 2026, the resignation of Christopher Linn as Chief Financial Officer, effective immediately, with no disagreements on operations, policies, or financial reporting. The Board simultaneously appointed Christopher Nelson, age 29, as the new CFO. Mr. Nelson has supported the company's accounting, finance, and reporting functions since its IPO and has prior experience with the management team's previous SPAC and Fifth Era Partners.

• · Mr. Nelson performed similar functions for the management team’s prior SPAC from 2021 to 2024.
• · Mr. Nelson served as Investment Associate, Head of Research, and Director of Finance at Fifth Era Partners beginning in 2021.
• · Mr. Nelson consulted on executive and board compensation at Mercer beginning in 2019.
• · Company securities: Units (FERAU), Class A ordinary shares par value $0.0001 (FERA), Rights (FERAR), all listed on Nasdaq.

14-05-2026

Expro Group Holdings N.V. entered into an amendment letter dated May 8, 2026, to its revolving and bridge facility agreement originally dated July 23, 2025, with DNB Bank ASA, London Branch as agent. The amendments include full cancellation of the Bridge Facility and an increase in Facility A Commitments by Increasing Lenders DNB (UK) Limited and The Royal Bank of Scotland plc, effective upon satisfaction of conditions precedent, but no later than May 31, 2026. No financial metrics or performance changes were disclosed.

• · Amendment requires consent of Majority Lenders
• · Obligors to reimburse reasonable fees, costs, and expenses within 30 days of demand
• · Governed by English law with exclusive jurisdiction in courts of England

14-05-2026

Liberty Broadband entered into a Loan Agreement with Charter Communications on May 12, 2026, under which Charter advanced an initial term loan of approximately $359 million as part of a Loan Facility tied to their pending merger; this borrowing, combined with proceeds from Charter's repurchase of its shares from Liberty Broadband, was used to repay $617 million in principal and accrued interest on a subsidiary's margin loan facility. Separately, a bankruptcy-remote subsidiary obtained a Limited Waiver from BNP Paribas and other lenders under the existing Margin Loan Agreement, temporarily waiving adjustments due to share price events until six months after the waiver or merger termination. The loans bear interest at Term SOFR plus 2.00% and mature on the earlier of six months after the merger's Drop Dead Date or termination.

• · Loans under the Loan Facility bear interest at Term SOFR (applicable to Charter’s Term A-7 Loans) plus 2.00% margin and may be prepaid without penalty upon 3 business days' notice.
• · Loan Facility maturity: earlier of (i) 6 months after Drop Dead Date (per Merger Agreement) or (ii) 6 months after Merger Agreement termination.
• · Limited Waiver suspends lender adjustments for Share Price Events and Potential Adjustment Events until the earlier of 6 months post-waiver or Merger Agreement termination.
• · Loan obligations guaranteed by Liberty Broadband subsidiaries and secured by their equity interests; includes covenants restricting intercompany dispositions and requiring compliance with Merger Agreement interim operating covenants.

14-05-2026

Borealis Foods Inc. filed an 8-K on 2026-05-14 disclosing matters under Item 5.02 related to departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers. Item 9.01 includes financial statements and exhibits. No specific details on individuals, reasons for change, timing, or quantitative impacts are disclosed.

14-05-2026

Donnelley Financial Solutions, Inc. filed an 8-K on 2026-05-14 disclosing an officer change or related event under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers), submission of matters to a vote of security holders under Item 5.07, other events under Item 8.01, and financial statements/exhibits under Item 9.01. Specific details on the leadership change including key position affected, appointment or resignation status, reasons, timing, or board impacts are NOT_DISCLOSED. No quantitative metrics, period-over-period comparisons, scheduled events, or financial data are provided in the filing summary.

14-05-2026

Genasys Inc. filed a multi-item Form 8-K on May 14, 2026 (AccNo: 0001193125-26-224030), disclosing entry into a material definitive agreement under Item 1.01, results of operations and financial condition under Item 2.02, and creation of a direct financial obligation or off-balance sheet arrangement under Item 2.03. Item 9.01 provides financial statements and exhibits. No specific quantitative financial metrics, transaction details, or directional impacts are disclosed in the provided filing summary.

14-05-2026

Melar Acquisition Corp. I/Cayman filed an 8-K on 2026-05-14 under Item 1.01 announcing entry into a material definitive agreement related to a merger/acquisition event. Item 9.01 discloses financial statements and exhibits, likely including the agreement details. No quantitative metrics, parties, valuation, terms, or performance data are provided in the filing summary.

14-05-2026

Microsoft Corp announced the appointment of Carmine Di Sibio, former global chairman and CEO of EY, to its board of directors effective May 14, 2026, expanding the board to 13 members. Di Sibio will serve on the Compensation Committee and Audit Committee, contributing expertise in financial services, risk oversight, and global leadership. The move was welcomed by lead independent director Sandra Peterson and CEO Satya Nadella for strengthening the board amid evolving customer needs.

• · Di Sibio joined EY in 1985 and held roles including global managing partner in Client Services and chair of Global Financial Services Markets.
• · Di Sibio holds a Bachelor of Arts in chemistry from Colgate University and an MBA from New York University’s Stern School of Business.
• · Di Sibio also serves as independent director on boards of Hackensack Meridian Hospital, Colgate University, and Wake Forest University Business School.

14-05-2026

At its 2026 Annual Meeting on May 14, 2026, Fulgent Genetics, Inc. stockholders elected Ming Hsieh, Linda Dong, Michael Nohaile, Ph.D., and Regina Groves as directors until the 2027 meeting, ratified Deloitte & Touche LLP as auditors for FY 2026, approved named executive officer compensation on an advisory basis, and approved the 2026 Equity Incentive Plan authorizing 2,000,000 new shares plus up to 1,500,000 from prior plan forfeitures. All proposals passed with a quorum of 24,578,996 shares (83% of 29,747,420 eligible), but significant opposition included 2,410,239 votes against say-on-pay and 3,513,983 against the equity plan, alongside high withheld votes for some directors (e.g., 6,015,277 for Regina Groves).

• · Proposal 1 director votes: Ming Hsieh (21,979,668 For, 276,275 Withheld); Linda Dong (16,836,781 For, 5,419,162 Withheld); Michael Nohaile (17,258,629 For, 4,997,314 Withheld); Regina Groves (16,240,666 For, 6,015,277 Withheld); all with 2,323,053 broker non-votes.
• · Proposal 2 auditor ratification: 24,470,414 For, 87,192 Against, 21,390 Abstained.
• · Proposal 3 say-on-pay: 19,800,226 For, 2,410,239 Against, 45,478 Abstained, 2,323,053 broker non-votes.
• · Proposal 4 equity plan: 18,693,758 For, 3,513,983 Against, 48,202 Abstained, 2,323,053 broker non-votes.
• · No further grants under Prior Plan after May 14, 2026; outstanding awards continue.

14-05-2026

American International Group, Inc. (AIG) announced the election of Thomas (Tom) Stoddard as an independent Director to its Board, effective June 1, 2026. Mr. Stoddard brings over 35 years of senior leadership experience in financial services, including roles as Vice Chairman of Global Investment Banking at Bank of America, Group CFO at Aviva plc and Athora Ltd., and positions at Blackstone, UBS, Credit Suisse, and Donaldson, Lufkin & Jenrette. AIG's Chairman & CEO Peter Zaffino and Lead Independent Director John Rice praised his expertise in insurance, capital markets, and corporate governance as a strong asset for the company's strategic priorities.

• · Mr. Stoddard co-founded Barrett Ellman Stoddard Capital Partners.
• · Mr. Stoddard serves on the Board of Directors of Prudential Financial, Inc.
• · Mr. Stoddard holds a bachelor’s degree in economics from Swarthmore College (McCabe Scholar) and a JD from the University of Chicago Law School.

14-05-2026

Par Pacific Holdings, Inc. announced the closing of a $500 million private placement of 7.375% senior unsecured notes due 2034 by its subsidiary Par Petroleum, LLC, under Rule 144A and Regulation S. The company also increased lender commitments under its ABL Credit Facility to up to $1.8 billion and extended the maturity to 2031. Net proceeds, along with cash on hand and ABL borrowings, were used to fully repay and terminate the existing term loan due 2030.

• · Notes offered and sold to qualified institutional buyers pursuant to Rule 144A and non-U.S. persons pursuant to Regulation S.
• · Company headquartered in Houston, Texas, with operations in Hawaii, Pacific Northwest, and Rockies.

14-05-2026

On May 14, 2026, Constellation Energy Generation, LLC issued and sold $750,000,000 aggregate principal of 4.550% Senior Notes due 2029, $600,000,000 of 4.800% Senior Notes due 2032, and $850,000,000 of 5.300% Senior Notes due 2036, for total proceeds of approximately $2.2 billion. The Senior Notes were issued under an existing indenture with U.S. Bank Trust Company, National Association as trustee, with proceeds intended to repay short-term borrowings including commercial paper obligations and for general corporate purposes. No performance declines or flat metrics are reported in this debt issuance filing.

• · Underwriting Agreement dated May 12, 2026.
• · Interest on 2029 and 2036 Senior Notes payable June 1 and December 1 each year, starting December 1, 2026; 2032 Notes payable January 15 and July 15, starting July 15, 2026.
• · Maturities: June 1, 2029 (2029 Notes), January 15, 2032 (2032 Notes), June 1, 2036 (2036 Notes).
• · Senior Notes subject to optional redemption.
• · Legal opinions provided by Ballard Spahr LLP (Exhibits 5.1 and 8.1).

14-05-2026

Effective May 8, 2026, Huma Qamar, M.D., MPH, CMI, separated from Ocugen, Inc. as its Chief Medical Officer. On the same date, the Company appointed Mohamed Genead, M.D., M.Sc., as Acting/Interim Chief Medical Officer. The 8-K was filed on May 14, 2026, and signed by Shankar Musunuri, Chairman, CEO, and Co-Founder.

14-05-2026

Bruce T. Crawford resigned from Comtech Telecommunications Corp.'s Board of Directors, effective on or about June 15, 2026, to assume the role of president and Chief Executive Officer of AFCEA International. The resignation was not due to any disagreement with the Company or the Board. The Company expressed thanks for Mr. Crawford's dedication and years of service.

• · Filing Date: May 14, 2026
• · Date of earliest event reported: May 12, 2026

14-05-2026

At the 2026 annual general meeting on May 14, 2026, Cushman & Wakefield Ltd. shareholders elected Jodie McLean, Timothy Wennes, and Billie Williamson to the Board for one-year terms, approved KPMG LLP as independent auditor for the year ending December 31, 2026, and approved the 2026 Omnibus Share and Cash Incentive Plan providing up to 12,150,000 plus 291,984 common shares. All proposals passed with strong majorities, including advisory approval of named executive officer compensation on an annual basis going forward. No proposals failed or faced significant opposition.

• · Proxy statement filed April 3, 2026.
• · 2026 Plan adopted by Compensation Committee on March 26, 2026, subject to shareholder approval.
• · 2026 Plan auditor appointment: 218,134,007 for, 1,923,817 against.
• · Say-on-pay: 203,900,649 for, 4,706,771 against.
• · 2026 Plan voting: 17,159,619 against, 72,337 abstain.
• · Common Shares have $0.10 par value, traded as CWK on NYSE.

14-05-2026

Academy Sports and Outdoors, Inc. (ASO) announced that its wholly-owned subsidiary, Academy, Ltd., closed a private placement of $500 million aggregate principal amount of 5.875% Senior Secured Notes due 2031 under Rule 144A and Regulation S. The net proceeds were used to redeem all outstanding senior secured notes due 2027, repay all outstanding amounts under its term loan facility, pay related fees and expenses, and for general corporate purposes. This refinancing extends the company's debt maturities without any reported declines or challenges.

• · Notes closed on May 14, 2026
• · Academy operates more than 300 stores across 21 states

14-05-2026

MGM China Holdings Limited, a consolidated subsidiary of MGM Resorts International, issued $750 million aggregate principal amount of 6.25% senior notes due 2033 on May 13, 2026, under an indenture with Wilmington Savings Fund Society, FSB as trustee. The net proceeds of approximately $739.9 million will be used to repay a portion of the Issuer's revolving credit facility and for general corporate purposes. The notes carry a 6.25% annual interest rate, payable semi-annually starting November 15, 2026, with various redemption and repurchase options including a special put related to Macau gaming operations.

• · Notes sold to accredited investors, resold to qualified institutional buyers under Rule 144A and non-U.S. persons under Regulation S.
• · Prior to May 15, 2029, redeemable at 100% principal plus make-whole premium or up to 35% with equity proceeds.
• · On or after May 15, 2029, redeemable at declining premium to zero.
• · Change of control repurchase at 101%; Special Put Option at 100% related to Macau gaming status.

14-05-2026

NeoVolta reported Q3 FY2026 revenue of $2.0 million, flat YoY at $2.0 million due to residential solar market slowdown after federal ITC expiration, while nine-month revenue grew approximately 262% to $13.3 million. Gross profit improved to $0.9 million (46% margin) from $0.5 million (26% margin), but operating expenses increased to $3.6 million from $1.9 million, resulting in a wider net loss of $3.0 million versus $1.4 million. Strategic progress included the first $1.9 million C&I purchase order from Luminia, increased ownership in NeoVolta Power to 80%, and Georgia manufacturing facility on track with equipment arrival and June 2026 installation target ahead of Q3 calendar 2026 production.

• · Luminia contracted demand of 160 MWh and active pipeline of 640 MWh, representing approximately $39 million in potential equipment revenue to NeoVolta.
• · Georgia facility designed for 2 GWh initial annual production capacity, scalable to 8 GWh.
• · Earnings conference call scheduled for May 15, 2026 at 12:00 p.m. ET.

14-05-2026

Gemini Space Station, Inc. entered into a Securities Purchase Agreement dated May 14, 2026, with Winklevoss Capital Fund, LLC, to issue and sell shares of Class A Common Stock in exchange for Bitcoin (BTC) payment-in-kind, pursuant to Section 4(a)(2) of the Securities Act. The transaction involves the Purchaser delivering a BTC Payment Amount calculated as the Aggregate Purchase Price divided by the BTC Exchange Rate (per Exhibit A), with closing on the first or second Trading Day following the date when conditions are met. No specific purchase price, share count, or BTC amount is detailed in the provided agreement excerpt, representing a novel crypto-financed private placement.

• · Agreement exempt from Securities Act registration under Section 4(a)(2); no general solicitation conducted.
• · Closing no later than second Trading Day after May 14, 2026.
• · Company represents no Material Adverse Effect since latest SEC Reports and compliance with Trading Market rules.

14-05-2026

Valley National Bancorp (NASDAQ: VLY) priced $500 million of 6.219% Fixed-to-Floating Rate Subordinated Notes due 2036, which will accrue interest at a fixed 6.219% until June 1, 2031, then switch to Three-Month Term SOFR plus 243 basis points. The Notes are intended to qualify as Tier 2 capital, with net proceeds to be used to redeem or repay its existing 3.00% fixed-to-floating subordinated notes due June 15, 2031, and for general corporate purposes. The offering is expected to close on May 14, 2026, subject to customary conditions.

• · Interest payable semiannually in arrears until June 1, 2031, then quarterly in arrears.
• · Joint book-running managers: Keefe, Bruyette & Woods, A Stifel Company and Morgan Stanley & Co. LLC; co-managers: RBC Capital Markets, LLC and R. Seelaus & Co., LLC.
• · Offering pursuant to shelf registration statement (File No. 333-278527).
• · Valley National Bank founded in 1927, serves clients in New Jersey, New York, Florida, Alabama, California, Illinois, Pennsylvania, and Arizona.

14-05-2026

Classover Holdings, Inc. entered into an At-the-Market Sales Agreement with Chardan Capital Markets LLC on May 14, 2026, to offer and sell up to $9,115,000 of its Class B common stock from time to time. The net proceeds will be used for working capital and general corporate purposes, with the agent receiving a 3.0% commission on gross sales prices. The offering is conducted pursuant to an effective Form S-3 registration statement (File No. 333-295491) declared effective on May 12, 2026.

• · Agreement may be terminated by either party with five business days’ written notice or immediately by Agent in certain circumstances.
• · Sales limited by registration statement amount, authorized but unissued shares, Form S-3 limits, and prospectus supplement.
• · Prospectus supplement filed with SEC on May 14, 2026, pursuant to Rule 424(b)(5).

14-05-2026

Fortive Corporation completed a $600 million offering of 4.750% Notes due 2031 and a $500 million offering of 5.250% Notes due 2036 on May 14, 2026. The net proceeds will refinance its 3.150% senior notes due June 15, 2026 (amount unspecified), pay related fees, and support general corporate purposes. The unsecured notes rank equally with existing unsubordinated debt, include standard covenants limiting secured debt and mergers, and offer optional redemption at make-whole prices before par redemption dates.

• · Interest payable semi-annually on May 15 and November 15, starting November 15, 2026.
• · 2031 notes redeemable at make-whole prior to April 15, 2031, then at par; 2036 notes at make-whole prior to February 15, 2036, then at par.
• · Change of control requires repurchase offer at 101% of principal plus accrued interest.
• · Underwriting agreement dated May 12, 2026, with specified managers.

14-05-2026

On May 9, 2026, Laurent Hermouet resigned as a member of the Board of Directors of Blue Water Acquisition Corp. IV, effective immediately, including all committee memberships, with no disagreement on any matter relating to the Company’s operations, policies, or practices. The Company is actively searching for a replacement director.