US Material Events SEC 8-K Filings — May 29, 2026

29-05-2026

Mission Produce, Inc. completed its acquisition of Calavo Growers, Inc. on May 28, 2026, uniting two major North American avocado companies. The deal consideration was $26.05 per Calavo share, consisting of $14.85 cash and 0.9790 Mission shares (based on Mission's closing price of $11.44 on May 27, 2026). The acquisition expands Mission's product portfolio into tomatoes, papayas, and prepared foods (guacamole), and adds Calavo's sourcing capabilities and customer relationships. However, the transaction introduces integration risks, potential cost overruns, and the need to realize expected synergies, while Calavo's stock was suspended from trading and will be delisted by June 8, 2026.

• · Calavo stockholders will receive $14.85 in cash and 0.9790 shares of Mission common stock per Calavo share.
• · Nasdaq suspended trading of Calavo common stock prior to the open on May 28, 2026; delisting expected by June 8, 2026.
• · Kathleen Holmgren, former Chairman of Calavo's Board, appointed to Mission's Board, which now has 10 directors.
• · B. John Lindeman will continue to lead Calavo during a transition period, reporting to Mission CEO John Pawlowski.
• · Mission owns five packing facilities across the U.S., Mexico, Peru, and Guatemala and sources from 20+ growing regions.
• · Mission delivers to over 25 countries and also markets mangos and grows blueberries.

29-05-2026

Calavo Growers, Inc. completed its acquisition by Mission Produce, Inc. on May 28, 2026, through a two-step merger process. Calavo shareholders received 0.9790 Mission Produce shares and $14.85 in cash per Calavo share, with total consideration of approximately 17.5 million Mission Produce shares and $265.9 million in cash. All Calavo directors resigned effective at closing, and Calavo common stock was delisted from Nasdaq.

• · The Merger Agreement was originally dated January 14, 2026.
• · Calavo's credit agreement with Wells Fargo Bank was repaid and terminated upon closing.
• · All outstanding Calavo stock options, RSUs, and deferred RSUs were cancelled and converted into cash based on the Merger Consideration Value of $27.69.
• · Calavo common stock was delisted from Nasdaq on May 28, 2026, and the company intends to file Form 15 to suspend SEC reporting obligations.
• · The surviving entity after the mergers is Calavo Growers, LLC, a Delaware limited liability company.

29-05-2026

American Clean Resources Group, Inc. (ACRG) disclosed the departure of two fractional executives: C. Derek Campbell transitioned from fractional Chief Strategy Officer to a non-executive advisory role effective January 30, 2026, and Kelly Marshall departed as fractional Chief Marketing Officer on April 15, 2026. The company also engaged Jeff Bootes in a fractional, project-based consulting capacity effective April 20, 2026, to support execution activities at the Millers, Nevada project and the Cross Caribou asset. These changes reflect ongoing operational realignment but no financial metrics or performance data were provided.

• · C. Derek Campbell transitioned to non-executive advisory role effective January 30, 2026.
• · Kelly Marshall departed as fractional Chief Marketing Officer on April 15, 2026.
• · Jeff Bootes engaged in fractional, project-based consulting capacity effective April 20, 2026.
• · Bootes' engagement focuses on Millers, Nevada project and Cross Caribou asset execution activities.
• · No financial statements or exhibits were filed with this 8-K.

29-05-2026

Cycurion, Inc. (CYCU) announced the acquisition of Secuvant, LLC for approximately $2.875 million in cash and preferred stock, with additional earn-out payments through 2028. The deal is expected to contribute $3 million in annualized revenue and $1.5 million in EBITDA for FY2026, and will enhance Cycurion's AI-driven cybersecurity platform, HavenX, with automated threat defense capabilities. However, the acquisition carries integration risks and forward-looking uncertainties typical of such transactions.

• · Secuvant was founded in 2014 and specializes in managed security services, threat and vulnerability management, and compliance.
• · Performance-based earn-out payments are tied to gross profit from certain revenue streams and will be paid 50% in cash and 50% in Cycurion common stock.
• · The acquisition targets mid-market and enterprise clients in construction, agriculture, financial services, utilities, manufacturing, and critical infrastructure.
• · Cycurion's stock trades on NASDAQ under ticker CYCU.

29-05-2026

The Trade Desk, Inc. announced that Samantha Jacobson, who resigned as an officer and employee effective May 18, 2026, is now eligible to participate in the non-employee director compensation program. She will receive $50,000 in annual cash compensation and an equity grant of $290,000 (prorated from May 18, 2026) for her service on the board. The transition reflects a change in role from officer to director, with no negative financial impact noted.

• · Samantha Jacobson's resignation as officer and employee was effective May 18, 2026.
• · The equity grant vests in full on the date of the Company's next annual meeting of stockholders.
• · Ms. Jacobson may elect to receive the equity grant in the form of restricted stock, restricted stock units, stock options, or a mix of one-half restricted stock/RSUs and one-half options.

29-05-2026

NANO Nuclear Energy Inc. (NNE) acquired Secured Transportation Services LLC (STS) for up to $13 million ($6M cash + $7M restricted stock), adding over 20 years of specialized nuclear transportation experience. STS generated $7.1M in revenue and $1.3M in net income for the twelve months ended December 31, 2025, making NNE one of the few revenue-generating microreactor developers. However, the acquisition introduces integration risks and the company remains an early-stage developer with no commercial reactor deployed.

• · STS was founded in 2005 and brings more than 20 years of specialized nuclear transportation experience.
• · STS personnel have completed projects in more than 40 countries.
• · STS currently holds approvals for more than 90% of active U.S. NRC approved spent fuel routes.
• · The acquisition was executed through NANO Nuclear's existing transportation subsidiary, Advanced Fuel Transportation Inc.
• · A portion of the $7 million in restricted stock is subject to certain contractual contingencies.
• · NANO Nuclear is the first portable nuclear microreactor company to be listed publicly in the U.S.
• · NANO Nuclear's reactor products in development include KRONOS MMR™ (in pre-application engagement with NRC), ZEUS™, and LOKI MMR™.
• · AFT is the exclusive licensee of a patented high-capacity HALEU fuel transportation basket developed by three major U.S. national nuclear laboratories and funded by the DOE.

29-05-2026

Ashland Inc. entered into a Second Amended and Restated Credit Agreement dated May 28, 2026, amending and restating its existing credit facility. The new agreement provides a revolving credit facility with commitments from a syndicate of lenders, including The Bank of Nova Scotia as administrative agent, and features pricing tiers based on the company's Consolidated Net Leverage Ratio. The filing does not disclose the total commitment amount or any specific financial metrics, but the agreement includes standard representations, covenants, and events of default.

• · The agreement amends and restates the prior Amended and Restated Credit Agreement dated July 22, 2022.
• · The pricing grid includes four tiers based on Consolidated Net Leverage Ratio: Tier I (<1.5x), Tier II (1.5x to <3.0x), Tier III (3.0x to <3.5x), and Tier IV (>3.5x).
• · Initial Applicable Rates (until first Compliance Certificate) are: 0.375% for Base Rate Loans, 1.375% for Term SOFR/Adjusted Eurocurrency Rate and Letter of Credit Fees, and 0.175% for the Applicable Fee Rate.
• · The agreement includes provisions for Benchmark Replacement Setting, Limited Condition Acquisitions, and Swiss Non-Bank Rules.
• · The filing does not specify the total commitment amount or any financial covenants thresholds.

29-05-2026

Tiptree Inc. and Warburg Pincus announced the closing of the sale of The Fortegra Group, Inc. to DB Insurance Co., Ltd. The transaction strengthens Tiptree's balance sheet with substantial cash proceeds, resulting in an estimated pro-forma book value per diluted share of approximately $23.80. Tiptree also authorized a new $20 million share repurchase program, reflecting confidence in its intrinsic value, while the company shifts focus to disciplined capital allocation and strategic acquisitions in financial services.

• · Warburg Pincus has more than $100 billion in assets under management and over 215 companies in its active portfolio.
• · Warburg Pincus has invested more than $5 billion in equity capital across over 20 insurance investments globally over 30 years.
• · Tiptree was established in 2007 and invests across insurance, asset management, specialty finance, and real estate sectors.
• · The forward-looking statements section includes cautionary language about risks and uncertainties that could cause actual results to differ materially.

29-05-2026

Jonathan Frohlinger resigned as Principal Accounting Officer of Morgan Stanley Direct Lending Fund (MSDL) on May 26, 2026, effective immediately. The resignation was not due to any disagreement with the company.

• · Resignation effective date: May 26, 2026
• · Filing date: May 29, 2026
• · No disagreement cited as reason for departure

29-05-2026

VERAXA Biotech strengthened its financial position for its business combination with Voyager Acquisition Corp. by securing a $27.5M senior secured note from an institutional investor and entering into a $50M at-the-market share purchase agreement with Lincoln Park Capital. The transactions provide flexible capital to advance its pipeline of BiTAC-TCE and BiTAC-ADC cancer therapies toward clinical development and initial value inflection points.

• · The Note is a senior secured obligation of VERAXA, secured by all VERAXA assets and ranking senior to all unsecured indebtedness.
• · Any amortization payment under the Note may be made in cash, in registered-for-resale shares of common stock, or a combination thereof, at VERAXA's sole option.
• · The holder of the Note has the right to require VERAXA to redeem up to 20% of the gross proceeds of any future equity or equity-linked financing (cash sweep).
• · VERAXA may redeem the Note at par at any time without penalty, subject to certain conditions.
• · The SPA with LPC contains no warrants, rights of first refusal, or participation rights, and LPC agreed not to engage in any short selling or hedging of VERAXA common stock.
• · The business combination agreement with Voyager was entered into on April 22, 2025, and a proxy statement/prospectus was filed with the SEC on February 19, 2026.

29-05-2026

Runway Growth Finance Corp. issued $50 million aggregate principal amount of 7.00% Notes due 2029, priced at par, under an underwriting agreement with Oppenheimer & Co. Inc. and Runway Growth Capital LLC. Proceeds will be used to repay outstanding borrowings under the KeyBank Credit Facility and for general corporate purposes.

• · The Notes mature on December 1, 2029, unless earlier redeemed or repurchased.
• · Interest is payable semi-annually on June 1 and December 1, beginning December 1, 2026.
• · The Notes are unsecured obligations ranking pari passu with existing unsecured debt, senior to future preferred stock, effectively subordinated to secured indebtedness (including the KeyBank Credit Facility), and structurally subordinated to subsidiary obligations.
• · The Company may redeem the Notes prior to June 1, 2029 (Par Call Date) at a make-whole redemption price equal to the greater of (i) present value of remaining payments discounted at Treasury Rate plus 50 bps, less accrued interest, or (ii) 100% of principal, plus accrued interest.
• · On or after the Par Call Date, the Company may redeem at 100% of principal plus accrued interest.
• · Holders have a put option upon a change of control repurchase event at 100% of principal plus accrued interest.
• · The Indenture includes covenants requiring compliance with Section 18(a)(1)(A) or (B) as modified by Section 61(a)(2) of the 1940 Act, subject to exemptions and exceptions.
• · The offering was registered under the Securities Act via Form N-2 (Registration No. 333-284781) and related prospectus supplements dated May 27, 2026.
• · The transaction closed on May 29, 2026.

29-05-2026

Treasure Global Inc (TGL) entered into a Subscription Agreement with Legacy Trustee Berhad on May 26, 2026, for a private placement of $1.2M in common stock, structured as four equal tranches of $300,000 each due by June 23, 2026. The shares are priced at the greater of $3.88 per share or the closing price prior to each tranche's completion date, and the company must file a resale registration statement within 60 days. The agreement is governed by Malaysian law and includes binding, irrevocable commitments from the investor with no financing contingencies.

• · The shares are 'restricted securities' under the Securities Act and subject to Rule 144 resale limitations.
• · The company must use commercially reasonable efforts to maintain the registration statement's effectiveness for up to two years or until all shares are sold or can be sold under Rule 144 without limitations.
• · Each party has agreed to indemnify the other for losses arising from breaches of warranties or misrepresentations.
• · If the investor fails to pay, the company can terminate the agreement and cancel all issued shares; if the company fails to transfer shares, the investor can terminate.
• · The agreement is governed by Malaysian law with jurisdiction in Malaysian courts.

29-05-2026

Safe Pro Group Inc. granted performance-based stock options to its CEO and CFO on May 27, 2026, with vesting tied to cumulative gross revenue milestones from $5M to $25M. The company also amended the CFO's employment agreement to add a $1,000 monthly home office allowance, a minimum guaranteed annual cash bonus of 25% of base salary, and enhanced severance and change-in-control provisions. No financial results or period-over-period comparisons were provided in this filing.

• · Options have a five-year term expiring May 27, 2031.
• · CFO options vest in five equal installments of 30,000 shares per revenue milestone.
• · CEO options under 2025 Plan vest in five equal installments of 92,100 shares per milestone; under 2022 Plan in installments of 57,900 shares per milestone.
• · Amendment No. 4 to CFO employment agreement includes a minimum guaranteed annual cash bonus of 25% of base salary.
• · CFO severance: six months of base salary for termination without cause or resignation for good reason.
• · Change-in-control severance for CFO includes pro-rated annual bonus, 12 months base salary lump sum, and up to 12 months of medical payments.

29-05-2026

Edesa Biotech, Inc. held its 2026 Annual General and Special Meeting on May 27, 2026, with approximately 55% of outstanding shares represented. Shareholders approved all four proposals, including the election of seven directors, an advisory vote on executive compensation, an amendment to the 2019 Equity Incentive Compensation Plan to increase available shares by 750,000 and eliminate the annual per-participant option grant limit, and the appointment of MNP LLP as auditors for fiscal 2026. However, the relatively low voter turnout (55%) and notable withhold votes on certain directors (e.g., Carlo Sistilli with 81,096 withhold votes) indicate some shareholder dissent.

• · The meeting was held on May 27, 2026, and the report was filed on May 29, 2026.
• · All seven director nominees were elected, but Carlo Sistilli received the highest number of withhold votes (81,096), followed by David Liu (80,534) and Sean MacDonald (80,738).
• · The advisory vote on executive compensation passed with 2,670,075 for, 69,281 against, and 15,464 abstentions.
• · The Plan Amendment was approved with 2,613,551 for, 130,589 against, and 10,680 abstentions.
• · The appointment of MNP LLP as auditors was approved with 4,814,478 for and 87,443 withhold votes (no broker non-votes).
• · The company is incorporated in British Columbia, Canada, and its common shares trade on Nasdaq under the symbol EDSA.

29-05-2026

Enveric Biosciences held its 2026 Annual Meeting on May 28, 2026, with 52.54% of outstanding shares represented. Stockholders approved the election of six directors, the Say-on-Pay proposal, a reverse stock split (1-for-5 to 1-for-15), and auditor ratification. However, the proposal to increase authorized common stock from 100,000,000 to 5,000,000,000 shares was voted down, with 555,147 votes against versus 427,158 for. The Board also adopted new forms of RSU and RSA agreements under the 2020 Long-Term Incentive Plan for future grants to executives and directors.

• · The Authorized Stock Increase Proposal was rejected: 427,158 for, 555,147 against, 9,523 abstentions.
• · The Reverse Stock Split Proposal passed with 793,344 for, 190,175 against, 8,309 abstentions.
• · The Say-on-Pay Proposal passed with 569,552 for, 26,884 against, 5,297 abstentions.
• · Auditor Ratification passed overwhelmingly: 960,728 for, 19,347 against, 11,753 abstentions.
• · All six director nominees were elected; broker non-votes were 390,095 for each nominee.
• · The new RSU Agreement provides for 4-year time-based vesting (25% on first anniversary, then monthly installments) and full acceleration upon change in control.
• · The new RSA Agreement provides for time-based vesting on a specified date with forfeiture of unvested shares upon termination.

29-05-2026

Benitec Biopharma appointed David Friedman as a Class III director effective May 22, 2026, granting him options to purchase 35,000 shares under the 2020 Equity Plan. Concurrently, Megan Boston resigned from the Board as part of a governance review but remains CFO and secretary; her departure was not due to any dispute.

• · David Friedman appointed as Class III director with term until 2028 annual meeting.
• · Options vest fully on the earlier of immediately prior to the next annual meeting or first anniversary of Grant Date (May 26, 2026).
• · Megan Boston had been a Board member since 2016; her resignation is effective May 22, 2026.
• · No material transactions involving Friedman or his immediate family requiring disclosure under Item 404(a).

29-05-2026

On May 29, 2026 Spire Global, Inc. (SPIR) announced that Chief Operating Officer Celia Pelaz informed the company she will resign effective September 30, 2026 to pursue a role with another organization. The company does not intend to replace the COO role and has initiated a search for a Chief Commercial Officer consistent with its 2026 strategic priorities; the filing states the resignation was not due to any disagreement about operations, policies, practices, financial reporting or controls.

• · Resignation notice date: May 29, 2026
• · Effective resignation date: September 30, 2026
• · Company telephone: (202) 301-5127
• · Registrant address: 8000 Towers Crescent Drive, Suite 1100, Vienna, Virginia 22182
• · Company will initiate search for a Chief Commercial Officer and does not currently intend to replace the COO role

29-05-2026

Xylem Inc. completed a public offering of $1.0 billion aggregate principal amount of senior notes, consisting of $500 million of 5.200% Senior Notes due 2033 and $500 million of 5.450% Senior Blue Notes due 2036. The company intends to use the net proceeds from the 2033 Notes to repay or redeem its existing $500 million 3.250% Senior Notes maturing November 2026, and to allocate an amount equal to the net proceeds from the 2036 Blue Notes to eligible blue projects. The offering was underwritten by a syndicate led by BNP Paribas, Citigroup, ING, J.P. Morgan, and Wells Fargo.

• · The notes are senior unsecured obligations ranking equally with all other unsecured and unsubordinated debt.
• · Interest on the notes is payable semiannually on June 1 and December 1, beginning December 1, 2026.
• · The company may redeem the notes at any time at specified redemption prices plus accrued interest.
• · Covenants limit incurrence of secured debt, sale and leaseback transactions, and mergers/asset transfers above certain thresholds.
• · A change of control accompanied by a rating downgrade would trigger an offer to repurchase the notes at 101% of principal plus accrued interest.
• · The 2036 Blue Notes are designated as 'blue' notes, with proceeds allocated to eligible blue projects; pending allocation, proceeds will be held in treasury liquidity portfolio or short-term instruments.
• · The offering was made under an existing shelf registration statement (Form S-3) dated August 3, 2023.

29-05-2026

Lance Tucker resigned from the Board of Directors of Jack in the Box Inc., effective May 27, 2026, following his earlier departure as CEO on May 8, 2026, as part of finalized separation and consulting arrangements. The filing provides no financial metrics or operational performance data, focusing solely on the board resignation.

• · Lance Tucker resigned from the Board effective May 27, 2026.
• · The resignation was in connection with finalizing separation and consulting arrangements after his CEO departure on May 8, 2026.
• · Sarah Super signed the filing as EVP, Chief Legal & Administrative Officer.

29-05-2026

KKR & Co. Inc. filed an 8-K on May 29, 2026, reporting the re-election of its entire board of directors by KKR Management LLP, including Henry R. Kravis, George R. Roberts, Joseph Y. Bae, Scott C. Nuttall, and seven others, all of whom were incumbent directors. The filing also incorporated disclosure of director compensation and related-party transactions from the company's 2025 Annual Report. No changes in board composition, officer departures, or new appointments were disclosed, and no shareholder vote on the matter was reported.

• · Directors elected by KKR Management LLP under Section 3.02 of the company's bylaws, not by shareholder vote.
• · All 11 directors had been serving prior to the election; no new directors were added.
• · Non-employee director compensation is governed by the program described in the 2025 Form 10-K, incorporated by reference.
• · Related-party transactions under Item 404(a) are described in Item 13 of the 2025 Annual Report, incorporated by reference.
• · The filing does not announce any changes in officer roles or compensatory arrangements.

29-05-2026

DraftKings Inc. announced on May 29, 2026, that CFO Alan Ellingson will also assume the role of principal accounting officer (PAO), effective immediately, with no change in compensation. Erik Bradbury, the previous PAO, will remain as Chief Accounting Officer. The filing contains no financial data or period-over-period comparisons.

• · Alan Ellingson will not receive any additional compensation for the PAO role.
• · Erik Bradbury remains as Chief Accounting Officer despite the change.
• · The change follows a review of executive officer and senior leadership team functions.

29-05-2026

LyondellBasell Industries N.V. (LYB) entered into the Eighth Amendment to its Receivables Purchase Agreement, effective June 26, 2026, which refinances the facility by paying off MUFG Bank, Ltd. and Gotham Funding Corporation, replacing SMBC Nikko Securities America, Inc. with Sumitomo Mitsui Banking Corporation as Purchaser Agent, and amending the agreement terms. The amendment maintains the existing facility structure with Mizuho Bank, Ltd. as Administrator and LC Bank, and no termination events or defaults were reported.

• · The amendment is effective June 26, 2026, though signed on May 29, 2026.
• · MUFG Bank, Ltd. and Gotham Funding Corporation are being paid off and removed from the agreement.
• · SMBC Nikko Securities America, Inc. assigns its role as Purchaser Agent to Sumitomo Mitsui Banking Corporation.
• · No Termination Event or Unmatured Termination Event exists before or after the amendment.
• · The original Receivables Purchase Agreement was dated September 11, 2012, and this is the eighth amendment.

29-05-2026

Avis Budget Group appointed Tina Goldenberg as Vice President and Chief Accounting Officer, effective June 15, 2026, succeeding Cathleen DeGenova who is retiring. Ms. DeGenova will remain as Senior Vice President and Chief Accounting Officer until June 14, 2026, and will advise the Company through April 1, 2027. Ms. Goldenberg will receive an annual base salary of $270,000 and is eligible for an annual incentive award at a target rate of 45% of base salary.

• · Ms. Goldenberg, age 42, has been a Senior Director overseeing Accounting for the Company’s Americas region since March 2020.
• · She joined the Company in March 2013 and previously held roles in Internal Reporting and Financial Reporting & Technical Accounting.
• · Prior to joining Avis Budget, Ms. Goldenberg was an accountant with Deloitte and is a Certified Public Accountant.
• · Cathleen DeGenova will continue to advise the Company through April 1, 2027, to assist with the orderly transition.

29-05-2026

Ellington Financial Inc. held its 2026 Annual Meeting on May 28, 2026, where stockholders elected six directors, approved executive compensation on an advisory basis, ratified PricewaterhouseCoopers LLP as the independent auditor for fiscal 2026, and approved the adoption of the 2026 Equity Incentive Plan. All proposals passed with strong support, though the say-on-pay vote had 3.3 million against and 0.8 million abstentions, and the Equity Incentive Plan had 2.8 million against and 0.9 million abstentions.

• · Broker non-votes totaled approximately 33.1 million shares on all proposals except the auditor ratification, which had no broker non-votes as it was considered routine.
• · The auditor ratification received 90.2 million votes for, 0.9 million against, and 0.7 million abstentions.
• · Director Stephen J. Dannhauser received the lowest 'for' votes among directors at 48.4 million, with 10.3 million withheld.
• · The Equity Incentive Plan was approved with 55.0 million for, 2.8 million against, and 0.9 million abstentions.

29-05-2026

Averin Capital Acquisition Corp. appointed Akiko Moni Miyashita, age 70, to its board of directors effective May 28, 2026. Ms. Miyashita brings over 25 years of experience in strategy, finance, and corporate development, with expertise in healthcare, life sciences, technology, and global markets. She has signed standard joinder agreements waiving certain redemption rights and agreeing to vote her shares in favor of an initial business combination, which is typical for a SPAC seeking a merger target.

• · Ms. Miyashita served on the board of Halozyme Therapeutics from May 2022 to May 2026.
• · She was Executive Vice President and Chief Strategy Officer of Valo Health from May 2019 to September 2024.
• · She served as a Senior Advisor at McKinsey & Company from October 2011 to September 2015 and as a Partner at Innosight LLC from August 2015 to August 2019.
• · From July 2003 through October 2011, she was Vice President of Corporate Development at IBM.
• · Ms. Miyashita signed a joinder to the Letter Agreement dated February 18, 2026, waiving certain redemption rights and agreeing to vote her shares in favor of an initial business combination.
• · She also signed a joinder to the Registration Rights Agreement dated February 18, 2026, granting her registration rights for any ordinary shares she owns.
• · No family relationships exist between Ms. Miyashita and any other directors or executive officers.
• · The company is an emerging growth company and has elected not to use the extended transition period for complying with new financial accounting standards.

29-05-2026

SkyAI, Inc. (formerly Sharps Technology Inc.) entered into a definitive employment agreement with Arthur Levine, appointing him as Chief Financial Officer effective May 22, 2026. Mr. Levine, who had been serving as interim CFO since February 2026, will receive an annual base salary of $400,000 and an annual cash bonus of 50% of base salary, with severance provisions including 1x salary for termination without cause and 3x salary in a change-in-control scenario. The filing reflects a key executive appointment but provides no financial performance data or period-over-period comparisons.

• · Mr. Levine has been serving as interim CFO since February 2026.
• · He previously served as CFO of NextNRG, Inc. (NASDAQ: NXXT) from March 2021 to July 2023 and CFO of Sensus Healthcare (NASDAQ: SRTS) from 2014 to 2020.
• · Mr. Levine holds a Bachelor of Science from The Wharton School and is a Certified Public Accountant.
• · The non-competition and non-solicitation covenants apply during employment and for 18 months post-termination.
• · The company changed its name from Sharps Technology, Inc. to SkyAI, Inc. and is now listed on Nasdaq Capital Market under symbols SKYA (common stock) and SKYAW (warrants).

29-05-2026

Spyre Therapeutics, Inc. held its Annual Meeting on May 27, 2026, where stockholders elected three Class I directors (Mark McKenna, Cameron Turtle, Laurie Stelzer) to serve until the 2029 annual meeting, and approved the amended and restated 2016 Employee Stock Purchase Plan (AR ESPP) with 66,885,864 votes in favor. In conjunction, director Peter Harwin resigned effective May 27, 2026 (not due to any disagreement), and the Board size was reduced from eight to seven directors.

• · Stockholder votes: For AR ESPP — 66,885,864 For, 45,542 Against, 6,792 Abstain, 1,500,346 Broker Non-Votes.
• · Ratification of KPMG LLP as independent auditor for FY 2026: 68,430,566 For, 670 Against, 7,308 Abstain, 0 Broker Non-Votes.
• · Advisory vote on named executive officer compensation: 62,075,459 For, 4,760,373 Against, 102,366 Abstain, 1,500,346 Broker Non-Votes.
• · Director election results: Mark McKenna 65,608,709 For / 1,329,489 Withheld; Cameron Turtle 66,176,245 For / 761,953 Withheld; Laurie Stelzer 56,954,664 For / 9,983,534 Withheld (lowest support among nominees).
• · Size of Board reduced from eight to seven directors effective May 27, 2026 following Peter Harwin's resignation.

29-05-2026

Avalanche Treasury Corp filed an 8-K with unaudited financial statements for the three months ended March 31, 2026, showing a net loss of $139,635 and no revenue. The company had no cash on hand, a working capital deficit of $285,017, and management has expressed substantial doubt about its ability to continue as a going concern. The company is dependent on completing a Business Combination Agreement with Mountain Lake Acquisition Corp. and raising additional capital to continue operations.

• · The company was incorporated on September 22, 2025 and has not generated any revenue since inception.
• · As of March 31, 2026, the company had no cash or cash equivalents and a working capital deficit of $285,017.
• · Deferred transaction costs increased 36.5% to $2,224,203, primarily related to the pending Business Combination Agreement.
• · Accounts payable and accrued expenses surged 520.5% to $447,662 from $72,161.
• · The company's net loss per share for the quarter was $(139.64) based on 1,000 weighted-average shares outstanding.
• · Management has concluded that substantial doubt about the company's ability to continue as a going concern is not alleviated.
• · The Business Combination Agreement is subject to shareholder approval of Mountain Lake Acquisition Corp. and other closing conditions.
• · If the transactions are not consummated, deferred transaction costs would be expensed in the period abandoned.
• · The company has no derivative financial instruments as of the balance sheet dates.

29-05-2026

Indie Semiconductor held its 2026 annual meeting on May 28, 2026, where stockholders approved an amendment to the 2021 Omnibus Equity Incentive Plan to increase authorized shares by 17,000,000. Three Class II directors were elected, and the appointment of KPMG LLP as independent auditor for fiscal 2026 was ratified. While the say-on-pay proposal passed with strong support (93.1% of votes cast), the equity plan amendment received a relatively lower approval rate of 76.2% of votes cast, indicating some shareholder dissent.

• · The equity plan amendment received 101,988,508 For votes, 29,239,290 Withhold, and 2,754,007 Abstain, with 29,067,300 broker non-votes.
• · Director Karl-Thomas Neumann received the highest support with 131,895,755 For votes (98.4% of votes cast), while Diane Brink had the lowest with 112,023,802 For (83.6% of votes cast).
• · The ratification of KPMG as auditor passed with 161,511,420 For, 542,620 Withhold, and 995,065 Abstain, with no broker non-votes.
• · The say-on-pay proposal had 124,667,081 For, 7,794,278 Withhold, and 1,520,448 Abstain.

29-05-2026

First Interstate BancSystem, Inc. filed a Certificate of Amendment to its Certificate of Incorporation, effective May 28, 2026, to change the standard for electing directors from plurality voting to majority voting, except in contested elections where plurality voting will still apply as set forth in the Bylaws. The amendment was approved by the Board on February 24, 2026, and subsequently ratified by shareholders at the 2026 Annual Meeting. No financial figures or period-over-period comparisons are included in this filing.

• · The amendment was adopted by the Board on February 24, 2026, and approved by shareholders at the 2026 Annual Meeting.
• · Majority voting applies to director elections except in contested elections, where plurality voting will be used as defined in the Bylaws.
• · Cumulative voting for directors is explicitly prohibited.
• · The amendment became effective upon filing with the Delaware Secretary of State on May 28, 2026.

29-05-2026

Amerant Bancorp Inc. appointed Adrian Rodriguez as Executive Vice President and Chief Operating Officer, effective May 26, 2026, after he served as Interim COO since November 10, 2025. The compensation terms for his new role have not yet been determined and will be disclosed in a future filing. No family relationships or reportable transactions exist between Mr. Rodriguez and the company's directors or officers.

• · Mr. Rodriguez previously served as Executive Vice President and Head of Loan Operations since 2022, overseeing loan and credit operations, legal documentation, servicing, loan accounting, and regulatory compliance.
• · From 2019 to 2022, he was Senior Vice President and Internal Controls Manager, managing SOX compliance and third-party vendor risk.
• · He earned a BBA in 2007 and an MBA in 2010, both from Florida International University.
• · No arrangements or understandings exist with any other persons regarding his appointment.

29-05-2026

Superior Group of Companies, Inc. (SGC) entered into a new employment agreement with CEO Michael Benstock on May 26, 2026, effective through May 31, 2029. The agreement sets an initial annual base salary of $1,044,399, guarantees a minimum annual bonus of $500,000 for fiscal years 2026-2028, and includes a retention bonus of $2,100,000 payable upon voluntary retirement or resignation for Good Reason. The agreement also provides for enhanced severance benefits upon termination without Cause or resignation for Good Reason, including 2.0 times highest annual compensation plus prorated guaranteed bonus, and replaces a prior severance protection agreement from 2005.

• · The employment agreement expires on May 31, 2029, unless terminated earlier per its terms.
• · The guaranteed bonus of $500,000 is prorated for departures prior to December 31 of the applicable fiscal year.
• · The retention bonus of $2,100,000 is payable within 240 days following voluntary retirement or resignation for Good Reason.
• · Severance upon termination without Cause within 12 months after a Change in Control or during the term includes 2.0 times highest annual compensation plus prorated guaranteed bonus.
• · Highest annual compensation is defined as the single highest base salary in the preceding three years plus the average of annual cash bonuses from the three full fiscal years before termination.
• · The agreement includes non-compete, non-solicitation, and confidentiality provisions.
• · Upon retirement, unvested restricted stock awards accelerate on a prorated basis based on time elapsed from grant date to retirement.
• · Post-retirement, Mr. Benstock may use a company office and administrative assistant services up to 25 hours per month.
• · This agreement voids the prior Severance Protection Agreement dated November 23, 2005.

29-05-2026

Entravision Communications Corporation (EVC) held its 2026 annual meeting on May 28, 2026, where stockholders elected seven directors, ratified Deloitte & Touche as auditor for FY2026, approved non-binding executive compensation, and approved an amendment to the 2004 Equity Incentive Plan increasing shares authorized by 6,000,000. While the executive compensation advisory vote passed with about 83.5% of votes cast in favor, the equity plan amendment was approved by a narrower margin with only 70.1% of votes cast in favor; director Fehmi Zeko received a relatively high 17.1% withhold vote, indicating some investor dissent.

• · The equity plan amendment was approved with 43,546,376 FOR vs 18,546,733 AGAINST (70.1% in favor of votes cast, excluding broker non-votes).
• · Executive compensation advisory vote: 51,920,969 FOR, 10,171,084 AGAINST, 23,085 abstentions (83.6% in favor of votes cast).
• · Ratification of Deloitte & Touche passed overwhelmingly: 71,402,716 FOR, 158,992 AGAINST, 21,396 abstentions.
• · Director Fehmi Zeko received the highest withhold vote tally among directors: 10,654,102 withheld (17.1% of votes cast, excluding broker non-votes).
• · All other directors received over 97% support among votes cast excluding broker non-votes.

29-05-2026

AMASS Brands Inc. entered into a Warrant Amendment with Streeterville Capital, LLC on May 29, 2026, reducing the exercise price of an existing warrant to $5.00 per share for a 90-day period (the Reduced Exercise Price Period), after which the price reverts to $16.00 per share. The Company may terminate the reduced-price period early with two trading days' notice. This amendment modifies the warrant originally issued under a Securities Purchase Agreement dated March 17, 2026, as previously amended.

• · The original warrant was issued under a Securities Purchase Agreement dated March 17, 2026, which was previously amended by a Global Amendment dated April 7, 2026.
• · The Company can terminate the Reduced Exercise Price Period at any time upon two trading days' prior written notice.
• · All other terms and conditions of the Warrant remain unchanged and in full force and effect.

29-05-2026

ScanSource, Inc. reported financial results for the fiscal quarter ended March 31, 2026, and announced that its Board of Directors declared a quarterly dividend. Net sales for the quarter were $866.5 million, up 2% year-over-year. GAAP net income was $25.3 million, with GAAP diluted earnings per share of $1.02. The Board declared a quarterly cash dividend of $0.20 per common share, payable on or about July 3, 2026 to shareholders of record as of June 12, 2026.

• · Gross margin for Q3 FY25 was 18.4% compared to 17.9% in the prior year quarter.
• · GAAP operating income was $37.2 million for the quarter, up from $34.7 million in the prior year quarter.
• · Adjusted EBITDA for the quarter was $44.8 million, compared to $42.4 million in the prior year period.
• · Cash provided by operating activities for the nine months ended March 31, 2026 was $72.0 million.
• · The company's net debt as of March 31, 2026 was approximately $66.9 million.
• · Adjusted diluted earnings per share for the quarter was $1.22, up from $1.17 in the prior year quarter.
• · The company expects Q4 FY25 adjusted EBITDA to be in the range of $39.5 million to $41.5 million.
• · The information in this Item 2.02 and the exhibit shall not be deemed 'filed' for purposes of Section 18 of the Exchange Act.

29-05-2026

Navient Corporation completed a public offering of $500,000,000 aggregate principal amount of 9.375% Senior Notes due 2031, issued under an Underwriting Agreement with BofA Securities, Barclays Capital, J.P. Morgan Securities, and RBC Capital Markets. The notes bear a 9.375% interest rate, mature in 2031, and were issued under a base indenture (2014) with a seventeenth supplemental indenture dated May 29, 2026.

• · The offering was made under Navient's shelf registration statement on Form S-3 (Registration No. 333-286944) filed May 2, 2025.
• · Underwriters have customary representations, warranties, and indemnification provisions.
• · The notes are governed by a base indenture dated July 18, 2014, supplemented by the seventeenth supplemental indenture dated May 29, 2026.
• · The notes trade on The Nasdaq Global Select Market under the symbol JSM.

29-05-2026

H. Gilbert Culbreth, Jr. resigned from the Board of Seacoast Banking Corporation of Florida effective June 15, 2026, for personal reasons and not due to any disagreement. He will remain on the board of the subsidiary Seacoast National Bank. The company expressed gratitude for his service.

• · Mr. Culbreth was appointed to the Board in 2008 and served on the compensation and governance committee.
• · Resignation effective June 15, 2026.
• · He will remain on the board of Seacoast National Bank.

29-05-2026

BioRestorative Therapies, Inc. (BRTX) filed an 8-K on May 29, 2026, disclosing the entry into a three-year Executive Employment Agreement with Lance Alstodt as of May 27, 2026. The agreement outlines his role, duties, and compensation, including a base salary, eligibility for an annual discretionary bonus of up to 50% of salary, and potential option grants under the company's 2021 Stock Incentive Plan. The filing also covers termination provisions, including severance benefits such as two times salary plus maximum bonus and accelerated equity vesting upon a termination without cause or resignation for good reason.

• · The agreement includes confidentiality and non-disclosure obligations that survive termination.
• · Restrictive covenants are included (Section 7), but the full text was truncated in the filing.
• · The executive's primary work location is Company headquarters at 40 Marcus Drive, Suite One, Melville, NY 11747.
• · Option grants are subject to Board discretion and an independent compensation consultant's recommendation.
• · Severance payments are conditioned on execution of a general release and non-revocation.
• · In case of breach by executive, company's obligation to pay severance terminates and executive must reimburse previously paid amounts.

29-05-2026

On May 23, 2026, Ms. Simantov resigned from the Board of Directors of Tempest Therapeutics, Inc., effective immediately. The resignation was not due to any disagreement with the company. The company entered into a Separation Agreement waiving accrued retainer fees, while stock options, share ownership, and indemnification rights remain unaffected.

• · The Separation Agreement waives all accrued and unpaid retainer fees under the non-employee director compensation program.
• · Ms. Simantov's outstanding stock option awards and ownership of capital stock are not affected.
• · Her indemnification agreement remains in full force for six years from separation.
• · The Separation Agreement will be filed as an exhibit to the Q2 2026 10-Q.

29-05-2026

NeoVolta Inc. announced a proposed underwritten public offering of shares of its common stock or pre-funded warrants, with a 30-day underwriter option to purchase up to 15% additional securities. Lake Street Capital Markets is acting as sole book-running manager. The offering is subject to market conditions, and there is no assurance of completion, size, or terms.

• · The offering is made pursuant to an effective shelf registration statement on Form S-3 (File No. 333-280400) filed June 21, 2024 and declared effective June 28, 2024.
• · Preliminary prospectus supplement and accompanying base prospectus will be filed with the SEC and available on the SEC's website.
• · Copies of the preliminary prospectus supplement may be obtained from Lake Street Capital Markets, LLC at 121 South Eighth Street, Suite 1000, Minneapolis, MN 55402, or e-mail at prospectus@lakestreetcm.com.
• · The press release contains forward-looking statements regarding the offering's completion, timing, and terms, subject to risks discussed in the Company's most recent Form 10-K and subsequent filings.

29-05-2026

Scienture Holdings, Inc. (SCNX) announced the resignation of CFO Eric Sherb on May 26, 2026, for personal reasons, with no dispute or disagreement with the company. Dr. Narasimhan Mani, age 51, who has served as a director and Co-CEO and President since May 2025, was appointed Interim CFO effective the same day. Dr. Mani brings over 25 years of pharmaceutical industry experience, including financial roles at Johnson & Johnson and Amneal Pharmaceuticals, and holds an MBA from Columbia Business School.

• · Dr. Mani has served as a director and Co-CEO and President of the Company since May 2025.
• · Dr. Mani holds a B.Pharm (Hons.) from BITS, Pilani (1995), M.S. in Analytical Chemistry from the University of Oklahoma (1998), Ph.D. in Pharmaceutics from the University of Georgia (2003), and an MBA in Finance and Marketing from Columbia Business School (2008).
• · Dr. Mani is a recipient of the 2021 Outstanding 50 Asian Americans in Business Award.
• · Dr. Mani serves on the board of Corsair Pharma, Inc. and is an invited member of the Executives-in-Residence at New Rhein Healthcare Investors.
• · Dr. Mani's employment continues under his existing employment agreement, as amended, previously disclosed in an 8-K filed on October 24, 2025.

29-05-2026

Cardiff Oncology (CRDF) disclosed that on May 27, 2026, it received written notice from Nerviano Medical Sciences S.r.l. (NMS) terminating the License Agreement dated March 13, 2017, alleging material breach by Cardiff for failing to name an NMS employee as a joint inventor on certain patents and for failing to use commercially reasonable efforts in developing onvansertib. Cardiff has responded that the termination notice is legally ineffective and factually unsupported, and the company will continue to perform under the agreement. The dispute follows a lawsuit Cardiff filed against NMS on May 19, 2026, seeking injunctive relief and a declaratory judgment that it did not breach the agreement.

• · The License Agreement was originally dated March 13, 2017.
• · NMS alleges breach of Sections 7.3, 7.5, 7.9 (regarding commercially reasonable efforts) and Section 10.2(c) (inventorship) of the Agreement.
• · The disputed Cardiff Patents are U.S. Pat. Nos. 12,144,813 and 12,263,173.
• · The lawsuit was filed in the United States District Court for the Southern District of California.
• · Cardiff Oncology stated it will continue to perform under the Agreement despite the termination notice.

29-05-2026

CID Holdco, Inc. completed a third closing under its Note Purchase Agreement with White Lion Capital, issuing a $287,500 senior secured convertible note for $230,000 in cash (20% OID) to fund scheduled payments to J.J. Astor & Co. Simultaneously, the company implemented a temporary furlough of all employees effective May 25, 2026, while its CEO, CFO, CTO, and Chief Revenue Officer voluntarily reduced or deferred their salaries to preserve liquidity. The company faces significant financial strain, with no assurance the furlough will not materially impact operations or revenues.

• · The note matures on the six-month anniversary of the issue date (approximately November 29, 2026).
• · Interest for the first six months accrues immediately and is guaranteed.
• · The note is a second senior secured obligation, behind a first priority lien held by J.J. Astor & Co.
• · Upon an event of default, the conversion price drops to $0.01 per share.
• · The company may prepay the note at any time without the holder's consent.
• · The company's Chief Strategy Officer also agreed to defer his salary during the furlough period.
• · A small number of independent contractors (primarily in India) continue to service customers and core initiatives.
• · The company cannot predict the duration of the furlough and may recall employees based on operational needs and capital availability.
• · The company is an emerging growth company and has not elected to use the extended transition period for complying with new financial accounting standards.

29-05-2026

Kennedy-Wilson Holdings, Inc. completed the issuance and sale of $1.8 billion in senior notes, consisting of $1.1 billion of 7.000% notes due 2031 and $700 million of 7.250% notes due 2033. The proceeds will be used to redeem existing notes and fund a merger with an affiliate led by Chairman William McMorrow and Fairfax Financial Holdings. The notes are subject to special mandatory redemption if the merger is not consummated by November 16, 2026.

• · Interest on the Notes is payable semiannually on June 1 and December 1, commencing December 1, 2026.
• · The Issuer may redeem up to 40% of the Notes with net cash proceeds from certain equity offerings at 107.000% (2031) and 107.250% (2033) of principal.
• · Fairfax has committed to fund any shortfall between escrow funds and the special mandatory redemption price if the merger fails.
• · The Merger Agreement is dated February 16, 2026, as amended March 15, 2026.
• · The notes are initially unguaranteed; guarantees from the Company and subsidiaries will apply after the first escrow release date.

29-05-2026

Encore Capital Group issued €325.0 million aggregate principal amount of senior secured floating rate notes due 2033, with interest at three-month EURIBOR (0% floor) plus 3.250% per annum, payable quarterly. The notes are fully and unconditionally guaranteed on a senior secured basis by substantially all material subsidiaries and secured by substantially all assets of the company and guarantors. The notes mature on July 15, 2033, unless earlier repurchased or redeemed.

• · The notes are issued under an indenture dated May 28, 2026, with GLAS Trust Company LLC as trustee and Truist Bank as security agent.
• · Interest is reset quarterly and payable quarterly in arrears on January 15, April 15, July 15, and October 15, beginning July 15, 2026.
• · The notes are senior secured obligations, ranking equally with other senior secured indebtedness of the company.
• · The indenture includes guarantees from substantially all material subsidiaries of Encore Capital Group.

29-05-2026

Momentus Inc. announced a $25 million private placement of 2,942,000 shares of common stock (or equivalents) with existing institutional investors, priced at-the-market under Nasdaq rules. The offering is expected to close on May 28, 2026, and net proceeds will be used for working capital, R&D, and strategic initiatives. Following the offering, the company projects approximately $76 million in cash, cash equivalents, and short-term investments, but the reliance on additional capital raises and the dilutive nature of the placement highlight ongoing cash needs.

• · The offering is being conducted under Section 4(a)(2) of the Securities Act and/or Regulation D, meaning the securities are not initially registered.
• · The company has agreed to file a resale registration statement with the SEC covering the shares sold in the offering.
• · The placement agent is A.G.P./Alliance Global Partners.
• · The company's forward-looking statements include risks related to customary closing conditions and use of proceeds.

29-05-2026

Lisata Therapeutics, Inc. entered into an amendment to its merger agreement with Kuva Labs Inc. and its acquisition subsidiary, modifying the offer price to $4.00 per share plus one contingent value right (CVR) per share, and extending the outside date for the merger to July 6, 2026. The amendment also updates the form of the CVR agreement and extends the deadline for commencing the tender offer to 60 business days after the original merger agreement date.

• · The amendment restates the second recital of the original merger agreement to include the $4.00 per share cash component plus one CVR per share as the offer price.
• · The form of Contingent Value Rights Agreement attached to the merger agreement is replaced with a new version attached as Exhibit A to the amendment.
• · The commencement of the tender offer is conditionally extended to 60 business days after the original merger agreement date (March 6, 2026), instead of the prior 59 business days.
• · The outside date for completing the merger is extended from July 1, 2026, to July 6, 2026.

29-05-2026

GrafTech International Ltd. entered into an Equity Distribution Agreement with Evercore Group L.L.C. on May 29, 2026, allowing the company to sell up to $50,000,000 of its common stock through an at-the-market offering. The company intends to use net proceeds for general corporate purposes, including operating activities, refinancing debt, capital expenditures, or strategic opportunities. However, the company cannot provide any assurances that it will issue any shares under the agreement, and the offering is subject to market conditions and termination by either party at any time.

• · The Equity Distribution Agreement was filed as Exhibit 1.1 to the 8-K.
• · The offering is made under the company's effective shelf registration statement on Form S-3 (File No. 333-296171), filed May 22, 2026 and declared effective May 27, 2026.
• · A prospectus supplement was filed with the SEC on May 29, 2026.
• · The legal opinion of Jones Day regarding the legality of the issuance and sale is attached as Exhibit 5.1.
• · The agreement may be terminated at any time by either party upon written notice.
• · The offering will terminate upon the earlier of settlement of $50,000,000 in sales or termination of the agreement.

29-05-2026

Tenaya Therapeutics held its annual meeting on May 27, 2026, where stockholders elected three Class II directors (Amy Burroughs, Karah Parschauer, Catherine Stehman-Breen) and ratified Deloitte & Touche as auditor for FY2026. Additionally, the amended and restated 2021 Equity Incentive Plan was approved, increasing share reserve by 6,509,966 shares (approx. 3% of outstanding) and modifying the evergreen provision. The plan approval received 67,356,607 votes for and 20,575,701 against, indicating some shareholder dissent.

• · The equity plan amendment removed the annual limit of 4 million shares but maintained the annual increase at 4% of outstanding shares.
• · Broker non-votes were 48,606,132 for director elections and the equity plan proposal, indicating significant shares not voted by brokers.
• · Ratification of Deloitte & Touche passed with 135,650,321 votes for, 2,023,657 against, and 1,220,906 abstentions.

29-05-2026

Healthy Choice Wellness Corp. (HCWC) has entered into a definitive Agreement and Plan of Merger to acquire Host Digital Infrastructure LLC, a Delaware limited liability company, through a merger of its wholly-owned subsidiary, Healthy Choice Wellness II Corp., into Host Digital Infrastructure. The transaction is structured as a tax-free reorganization under Section 351(a) of the Code, with Host Digital Infrastructure becoming a wholly-owned subsidiary of HCWC. The merger consideration will consist of shares of HCWC common stock (and potentially pre-funded warrants) issued to Host Digital Infrastructure's members, with the exchange ratio to be determined based on a capitalization certificate. The closing is subject to customary conditions including HSR clearance, stockholder/member approval, listing of the shares, and tax opinions.

• · The merger is intended to qualify as a tax-free reorganization under Section 351(a) of the Internal Revenue Code.
• · The surviving entity will be Host Digital Infrastructure LLC, which will become a wholly-owned subsidiary of Healthy Choice Wellness Corp.
• · No fractional shares of HCWC common stock will be issued; fractional interests will be rounded up to one whole share.
• · The merger agreement includes voting and restriction agreements from certain HCWC stockholders, directors, and officers listed in Exhibit B.
• · Post-closing, the directors and officers of HCWC will be designated by Host Digital Infrastructure LLC as provided in Section 5.11 of the agreement.
• · The agreement contains customary termination provisions, including a reverse termination fee (Section 9.3).