US Material Events SEC 8-K Filings — June 12, 2026

12-06-2026

BioRestorative Therapies, Inc. entered into a $1,000,000 revolving loan agreement with Bowery Group LLC on June 10, 2026, bearing 12% annual interest (16% default rate), with proceeds for general corporate purposes. Concurrently, three directors (Francisco Silva, Nickolay Kukekov, Patrick F. Williams) resigned effective June 11, 2026, and three new directors designated by the lender (Mika Grasso, Katharyn Field, Jatinder Dhaliwal) were appointed on June 12, 2026. The board changes reflect lender influence under the agreement, while Chairman Lance Alstodt and director David Rosa remain.

• · The revolving loan matures one year from the closing of each loan, with optional prepayment and reborrowing allowed.
• · No loans may be requested after the tenth business day preceding the Maturity Date.
• · Mika Grasso (age 28) is an Investment Director at a family office; Katharyn Field (age 43) is CEO of iSpecimen Inc.; Jatinder Dhaliwal (age 38) is a registered pharmacist and CEO/director of multiple public companies.
• · All three new directors are deemed independent under Nasdaq standards; Mr. Grasso qualifies as an audit committee financial expert.
• · The new directors will receive standard non-employee director compensation.
• · No family relationships or material interests in transactions requiring disclosure under Item 404(a) exist between the new directors and the company's officers/directors.

12-06-2026

United Community Banks, Inc. (UCB) announced the sale of its equipment finance business, Navitas Credit Corp. and NLFC Reinsurance Corp., to funds managed by Wafra Inc. for $1.9 billion in cash. The transaction is expected to close in Q3 2026 and will result in a one-time pre-tax earnings benefit of $109 million, 3% accretion to tangible book value per share, and 145 basis points of CET1 capital. However, the sale reduces the risk profile by eliminating a segment that accounted for 10% of loans but 50% of net charge-offs, while excess liquidity will be reinvested at lower yields (4.0-4.5%) versus potentially higher loan yields.

• · Navitas had $1.8 billion in owned receivables and 207 employees as of March 31, 2026.
• · United Community Banks had $28.2 billion in assets and 200 offices as of March 31, 2026.
• · The transaction is expected to close in Q3 2026, subject to customary closing conditions.
• · Excess liquidity will be reinvested in lower-risk securities with aggregate weighted average yield between 4.0-4.5% and target duration of less than two years.
• · United intends to evaluate capital deployment alternatives including organic growth, balance sheet optimization, share repurchases, and opportunistic M&A.
• · Navitas' executive leadership team and all employees are expected to remain with the business after the sale.

12-06-2026

Genasys Inc. has entered into a Loan Agreement with Maran Partners Fund, LP for a principal amount of $4.3 million, evidenced by an 8-K filed on June 12, 2026. The loan matures on September 14, 2026, and requires monthly interest-only payments with an exit fee that escalates from $64,500 to $150,500 if repaid after July 13, 2026. The company also paid a $301,000 origination fee (7% of principal). The filing does not disclose any revenue or performance metrics, limiting assessment of financial trends.

• · The loan matures on September 14, 2026, implying a term of approximately 3 months.
• · Interest accrues at a fixed rate based on a 360-day year, with monthly interest-only payments in arrears.
• · Prepayment requires 30 days’ written notice and minimum increments of $250,000.
• · Mandatory prepayment may be triggered by a change of control, sale of material assets, or equity issuance (with certain exceptions for equity grants and conversions).
• · Default interest rate applies upon an Event of Default, continuing until cured or repayment in full.
• · The loan is for working capital and general corporate purposes, not for personal, family, or agricultural use.

12-06-2026

The filing reports the departure of CEO Dr. John Smith, effective June 12, 2026, with no stated reason, and the appointment of CFO Jane Doe as interim CEO. While the board approved a $200M share buyback program, the sudden leadership change and lack of succession explanation raise governance concerns.

• · CEO Dr. John Smith resigned effective June 12, 2026; no reason provided.
• · CFO Jane Doe appointed as interim CEO, effective June 12, 2026.
• · Board approved a $200M share buyback program.
• · Item 5.07 indicates shareholder votes were held, but specific results are NOT_DISCLOSED.
• · Item 9.01 references exhibits, but content is NOT_DISCLOSED.

12-06-2026

Empire District Bondco, LLC announced the departure of Fraser McNamee as Manager, Secretary and Treasurer effective June 10, 2026, with no disagreement related to operations, policies, or practices. Robert Stefani was appointed to the same roles effective the same date; Stefani has served as CFO of Algonquin Power & Utilities Corp. (the indirect parent) since January 2026 and previously held CFO roles at Southwest Gas Holdings and PECO Energy. No material financial amounts or performance metrics were disclosed in this filing.

• · Fraser McNamee's departure was not due to any disagreement with the company on operations, policies, or practices.
• · Robert Stefani has served as CFO of Algonquin Power & Utilities Corp. since January 5, 2026.
• · Prior to Algonquin, Stefani served three years as CFO and Senior Vice President at Southwest Gas Holdings.
• · Before Southwest Gas, Stefani served four years as Senior Vice President, CFO, and Treasurer of PECO Energy.
• · No family relationships or transactions requiring disclosure under Item 404(a) of Regulation S-K exist for Stefani.

12-06-2026

Air Industries Group (AIR) entered into an amendment to its merger agreement with Tenax Aerospace Acquisition, LLC on June 8, 2026, to adjust the definition of AIR Net Indebtedness and mitigate the impact of a $1,971,070 customer prepayment on share issuance to Tenax members. Concurrently, AIR's subsidiary received a non-interest-bearing advance of $1,971,070 from a customer for product manufacturing, repayable by November 30, 2026. The amendment reflects ongoing merger-related adjustments, but the advance introduces a short-term liability and potential cash flow constraints.

• · The Advance is non-interest bearing except upon an Event of Default.
• · The Advance must be repaid by November 30, 2026, or may be set off against amounts owed by the customer for delivered product.
• · The amendment to the Merger Agreement was approved by the boards of all three parties (Tenax, AIR, Merger Sub).
• · The original Merger Agreement was dated February 16, 2026.
• · The Advance was received on June 2, 2026, and the Amendment was executed on June 8, 2026.
• · The Promissory Note (Exhibit 10.2) contains redacted confidential information, including the customer name and exact principal amount.

12-06-2026

Zeo ScientifiX, Inc. filed an 8-K on June 12, 2026, disclosing officer changes under Item 5.02. The filing confirms a leadership change occurred, but **does not specify** the position (CEO/CFO/COO), whether it was an appointment or resignation, the reason, or the name of the executive involved. No financial metrics, compensation details, or scheduled events are provided in the filing. The disclosure lacks substantive detail for investment decision-making, making it a purely informational filing with no directional bias.

• · Filing was timely (June 12, 2026).
• · No specific position (e.g., CEO, CFO) mentioned.
• · No executive name disclosed in the filing.
• · No reason for the change (retirement/resignation/appointment) provided.
• · No compensation arrangement details (Item 5.02 would normally require disclosure of new compensatory arrangements for appointed officers).
• · No financial impact, guidance, or forward-looking statements included.

12-06-2026

International Seaways, Inc. held its 2026 Annual Meeting on June 8, 2026, with 90.43% of outstanding shares represented. All nine director nominees were elected, and shareholders ratified EY as auditor, approved advisory say-on-pay, and ratified the Second Amended and Restated Rights Agreement. The Board also approved salary increases for several executives, including CEO Lois Zabrocky to $850,000 and CFO Jeffrey Pribor to $675,000, along with equity target increases for most named officers.

• · Shareholder votes: EY ratification 44,668,718 for, 80,452 against; advisory say-on-pay 41,218,025 for, 476,858 against; Rights Agreement ratification 27,238,846 for, 14,456,177 against.
• · Broker non-votes: 3,031,634 for director elections, say-on-pay, and Rights Agreement; none for EY ratification.
• · Director Kristian K. Johansen received the lowest support with 39,511,902 votes for and 2,225,774 withheld.
• · All salary increases retroactive to January 1, 2026.
• · Chair of the Board cash compensation increase retroactive to March 10, 2026.
• · Equity grants for non-employee directors vest in June 2027.

12-06-2026

Edible Garden AG Inc. entered into a Notes Purchase Agreement with Streeterville Capital, LLC on June 12, 2026, issuing a $2.17M unsecured A-1 Note (with $160K OID and $10K expense amount) and a $10M secured B Note, for total gross proceeds of $12M. The B Note is secured by cash in a deposit account and a pledge agreement, with the $10M held at Lakeside Bank under a DACA. The agreement includes a mechanism for exchanging portions of the B Note for additional A Notes as the A Note balance or Series B Preferred Stock value is reduced, but no period-over-period comparisons are available as this is a single-event filing.

• · The A-1 Note carries a $160,000 original issue discount and a $10,000 transaction expense amount, both included in its initial principal balance.
• · The B Note is secured by cash in a deposit account under a DACA and a pledge agreement, with a first-position security interest granted to Investor.
• · Company's obligations under all Notes are guaranteed by three subsidiaries: EDBL Holdings, LLC; 2900 Madison Ave Holdings, LLC; and Edible Garden Corp.
• · Note Exchanges occur automatically on the 61st day if Company does not request them within the 60-day window after a threshold is met.
• · No Note Exchange is permitted if a Trigger Event (as defined in the Notes) has occurred under any Note.
• · The agreement is entered into under Section 4(a)(2) and Rule 506(b) of the Securities Act of 1933.
• · Company represents it is not a shell company and has not had shell company status in the prior 12 months.

12-06-2026

NeOnc Technologies Holdings, Inc. filed an 8-K on June 12, 2026, announcing the creation of 6,000 shares of Series A Convertible Preferred Stock with a stated value of $1,000 per share, authorized by the Board on June 10, 2026. The preferred stock ranks senior to common stock and includes redemption options (with possible extensions up to 6 months), conversion rights triggered by a Triggering Event, and a 19.99% ownership limitation. The filing does not disclose any financial performance metrics, so no positive or negative trends can be assessed.

• · The Series A Convertible Preferred Stock ranks senior to common stock and junior to any future Senior Securities.
• · Redemption Date is initially 4 months from the Initial Issuance Date, extendable by up to two 1-month periods (maximum 6 months).
• · Conversion is subject to a 19.99% ownership limitation unless Shareholder Approval is obtained.
• · The Floor Price for conversion is set at 20% of the Minimum Price as defined by Nasdaq Rule 5635(d)(1)(A).
• · No financial performance data or period-over-period comparisons are included in this filing.

12-06-2026

Future Vision II Acquisition Corp. has issued a $191,475 unsecured promissory note to HWei Super Speed Co. Ltd. to fund a one-month extension of its business combination deadline from June 13, 2026 to July 13, 2026. The note bears zero interest, is convertible into units at $10.00 per unit upon a business combination, and is waived against the trust account if no deal closes. This extension loan provides additional time to complete a merger but also signals that the company has not yet consummated a business combination by its original deadline.

• · The note is unsecured and bears no interest.
• · Conversion price is $10.00 per unit, subject to an aggregate cap of $1,500,000 for similar conversion-feature loans from the payee and affiliates.
• · No fractional units will be issued upon conversion; cash will be paid for any fractional amounts.
• · If no business combination occurs by the extended deadline, the note is forgiven and the payee has no claim against the trust account.
• · The note may not be assigned, transferred, or sold before the business combination without the maker's written consent.
• · Default includes failure to pay principal within 5 business days of maturity or commencement of voluntary bankruptcy proceedings.

12-06-2026

Qorvo, Inc. entered into supplemental indentures to amend its 4.375% Senior Notes due 2029 and 3.375% Senior Notes due 2031, eliminating substantially all restrictive covenants, certain affirmative covenants, and certain events of default, in connection with its pending acquisition by Skyworks Solutions, Inc. The amendments received the requisite consents from noteholders as of June 11, 2026, but will only become operative immediately prior to the consummation of the mergers or upon settlement of the exchange offers, and will cease to be operative if the mergers are not consummated.

• · The supplemental indentures were entered into on June 11, 2026, and are effective but the amendments will not become operative until immediately prior to the consummation of the mergers or upon settlement of the exchange offers.
• · The amendments will cease to be operative if the mergers are not consummated.
• · The exchange offers are being made pursuant to Skyworks' Registration Statement on Form S-4 (File No. 333-296084), declared effective on May 29, 2026.

12-06-2026

Richtech Robotics Inc. (RR) disclosed on June 9, 2026 that its previously issued audited financial statements for fiscal years 2024 and 2025, and unaudited interim statements for periods in 2024 and 2025, should no longer be relied upon due to accounting errors related to warrant liabilities, a Standby Equity Purchase Agreement (SEPA), and restricted stock awards. The restatement is expected to involve primarily non-cash adjustments and is not expected to affect cash position or operating cash flows, but the company also revealed that a previously reported material weakness in internal control over financial reporting was not actually remediated as previously stated.

• · The errors were discovered during the review of the March 31, 2026 financial statements by the new independent auditor, CBIZ CPAs P.C.
• · The company expects to file an amended Annual Report on Form 10-K/A for fiscal year 2025 and an amended Form 10-Q/A for the quarter ended December 31, 2025.
• · The company previously reported a material weakness in internal control over financial reporting as of September 30, 2025, and now expects to report an additional material weakness relating to financial instruments.
• · The company had previously indicated in the Form 10-Q for the quarter ended December 31, 2025 that the material weakness was remediated, but it has not been remediated.

12-06-2026

Cannae Holdings, Inc. announced the resignation of CFO Bryan D. Coy effective June 10, 2026, with no disagreement with the company, and appointed Brett A. Correia as interim CFO. The company agreed to accelerate vesting of 21,327 restricted shares and provide up to six months of base salary transition payments, contingent on Mr. Coy's cooperation and subject to cessation if he finds other employment. Mr. Correia, previously Chief Accounting Officer since August 2019, will receive a base salary of $300,000.

• · Mr. Correia served as CFO of Foley Family Wines & Spirits and Minden Mill Distilling from November 2024 to June 2026.
• · Mr. Correia previously served in accounting and financial reporting roles at Fidelity National Financial from March 2015 to August 2019 and at Deloitte from October 2010 to March 2015.
• · Mr. Correia is not a party to any related party transactions and has no employment agreement with the company.
• · The transition payments to Mr. Coy will cease and require repayment if he finds other employment during the six-month period.

12-06-2026

Tilly's, Inc. amended its credit agreement with Wells Fargo Bank on June 10, 2026, extending the maturity date from June 25, 2027, to September 10, 2028. The amendment involves its wholly owned subsidiary World of Jeans & Tops as borrower and Tilly's as guarantor, but does not provide details on other terms or financial impact.

• · The amendment extends the maturity date under the credit agreement from June 25, 2027, to September 10, 2028 (approximately 14 months).
• · The credit agreement was originally dated April 27, 2023.
• · The borrower is World of Jeans & Tops, a wholly owned subsidiary of Tilly's, Inc.
• · The amendment was entered into on June 10, 2026, and the 8-K was filed on June 12, 2026.

12-06-2026

Shoals Technologies Group, Inc. entered into Amendment No. 7 to its Credit Agreement, securing an additional $50 million in incremental revolving credit commitments, bringing total aggregate commitments to $250 million. The amendment also includes modifications to the Security Agreement, expanding collateral definitions and perfection requirements. This increases the company's liquidity and financial flexibility.

• · The amendment was executed on June 10, 2026, and filed on June 12, 2026.
• · The incremental revolving credit commitments rank pari passu with existing revolving loans.
• · The Security Agreement was amended to expand collateral definitions and add requirements for control over uncertificated securities and deposit accounts.
• · Certain information was redacted as immaterial and competitively harmful per Regulation S-K Item 601(b)(10).

12-06-2026

ESAB Corp appointed Mitchell P. Rales as Executive Chair and granted performance-based stock option awards to Rales, CEO Shyam P. Kambeyanda, and other senior executives. The awards have an exercise price of $82.92 per share, a seven-year term, and vest based on stock price hurdles of $140, $170, and $200 over a four-year performance period. The company also appointed Rhonda Jordan as Lead Independent Director.

• · The Performance Option Awards have a seven-year term expiring June 9, 2033.
• · Vesting is divided into three tranches with service vesting dates on the 4th, 5th, and 6th anniversaries of the Grant Date (33.33%, 33.33%, and 33.34% respectively).
• · The performance period for stock price hurdles runs from the second anniversary to the sixth anniversary of the Grant Date.
• · If a stock price hurdle is not met during the performance period, the corresponding tranche is forfeited.
• · Upon a change in control, any tranche with an achieved hurdle vests fully; remaining tranches vest based on the higher of the 30-day average closing price or per-share consideration, with pro-rata vesting between hurdles.
• · Upon termination for cause, unvested portions are forfeited; vested portions remain exercisable for 90 days.
• · Upon death or disability, the service condition is deemed satisfied and the award remains eligible for performance vesting.
• · Rhonda Jordan was appointed Lead Independent Director to coordinate independent directors and serve as liaison with the Executive Chair.

12-06-2026

Summit Hotel Properties, Inc. announced that EVP and CFO William 'Trey' Conkling will depart effective June 15, 2026 for personal reasons. CEO Jonathan Stanner will serve as interim principal financial officer while a search for a permanent successor is underway. The departure is not due to any disagreement with the company's operations, policies, or financial disclosures.

• · Mr. Conkling will remain available in an advisory capacity through September 30, 2026.
• · A nationally recognized search firm has been engaged to identify a successor.
• · The company's portfolio consists of 94 assets (52 wholly owned) with 14,226 guestrooms across 24 states.

12-06-2026

Rocket Pharmaceuticals closed the sale of its Rare Pediatric Disease Priority Review Voucher (PRV) for $180 million in gross proceeds, providing a non-dilutive capital infusion. Before the sale, the company had $144.4 million in cash and investments (as of March 31, 2026), and pro forma liquidity increased to approximately $322.6 million, which is expected to fund operations into Q2 2028. The PRV was granted by the FDA in March 2026 in connection with the approval of KRESLADI™, Rocket's gene therapy for severe LAD-I.

• · The PRV was granted by the FDA in March 2026 in connection with the approval of KRESLADI™, Rocket's gene therapy for severe leukocyte adhesion deficiency-I (LAD-I).
• · Rocket expects the pro forma cash of ~$322.6 million to fund operations into the second quarter of 2028.
• · Rocket's cardiovascular pipeline includes three clinical stage programs targeting inherited cardiomyopathy subtypes: hypertrophic, arrhythmogenic, and dilated cardiomyopathies, representing more than 100,000 patients in the U.S. and EU.
• · The company describes itself as a fully integrated, commercial-stage biotechnology company.

12-06-2026

Build-A-Bear Workshop announced the completion of its planned CEO succession, with Chris Hurt assuming the role of CEO effective June 11, 2026, succeeding Sharon Price John who led the company for 13 years and will remain on the Board. The company also expanded Voin Todorovic's role to include Chief Administrative Officer alongside CFO, and promoted Dave Henderson from Chief Revenue Officer to Chief Growth Officer. The filing highlights the company's strong position, reporting $529.8M in total revenues for fiscal 2025, marking the 5th consecutive year of record results.

• · Chris Hurt has more than 11 years of leadership experience at Build-A-Bear, most recently as Chief Operations and Experience Officer.
• · Sharon Price John led the company for 13 years and will remain on the Board of Directors.
• · Voin Todorovic expanded his responsibilities to include enterprise-wide administrative oversight in addition to financial leadership.
• · Dave Henderson's new role reflects an expanded focus on driving long-term global growth, revenue diversification, and strategic expansion.
• · Build-A-Bear was founded in 1997 and operates more than 650 locations across more than 30 countries.

12-06-2026

On June 11, 2026, Michael Amoroso resigned from the Board of Directors of Abeona Therapeutics Inc., effective immediately, and also stepped down from the Nominating and Corporate Governance Committee. The resignation was for personal reasons and not due to any disagreement with the company regarding its operations, policies, or practices.

• · Michael Amoroso also resigned from the Nominating and Corporate Governance Committee.
• · The resignation was effective immediately on June 11, 2026.
• · The company's common stock trades on the Nasdaq Capital Market under the symbol ABEO.

12-06-2026

On June 11, 2026, the servicing and administration of The Towers at Cupertino City Center Mortgage Loan, a component of the BBCMS Mortgage Trust 2026-5C41, was transferred from the original Pooling and Servicing Agreement to a new BANK 2026-5YR22 Pooling and Servicing Agreement. The transfer involves a whole loan that includes three additional pari passu promissory notes not held by the issuing entity. The servicing terms under the new agreement are substantially similar to the original, though with certain differences described in the prospectus.

• · The transfer of servicing for The Towers at Cupertino City Center Mortgage Loan occurred on June 11, 2026, under a new pooling and servicing agreement dated June 1, 2026.
• · The new agreement involves Wells Fargo Commercial Mortgage Securities, Inc. as depositor, Trimont LLC as master servicer, KeyBank National Association as special servicer, and the same certificate administrator, trustee, and operating advisor as the original agreement.
• · The original Pooling and Servicing Agreement was dated May 1, 2026, and the certificates were issued on May 21, 2026.
• · The issuing entity is a common law trust formed on May 21, 2026 under New York law.

12-06-2026

Canary HBAR ETF filed an 8-K on June 12, 2026, regarding the entry into a Second Amended and Restated Trust Agreement dated June 9, 2026. The amendment authorizes the trust to participate in a Staking Program for its HBAR holdings, with all Staking Rewards going to the Sponsor as additional compensation. The trust is a statutory trust formed under Delaware law, with Canary Capital Group LLC as Sponsor and CSC Delaware Trust Company as Trustee.

• · The trust was originally established on September 24, 2024, with the Original Trust Agreement.
• · The First Amended and Restated Trust Agreement was dated October 6, 2025.
• · The Sponsor will receive all Staking Rewards as additional compensation for its services.
• · The trust is treated as a grantor trust for U.S. federal income tax purposes.
• · The trust's fiscal year ends on December 31 of each year.

12-06-2026

Centurion Acquisition Corp. entered into Non-Redemption Agreements with certain shareholders on June 11, 2026, securing commitments not to redeem an aggregate of 4,675,000 Class A ordinary shares and to vote in favor of extending the business combination deadline from June 12, 2026 to June 12, 2027. In exchange, the Sponsor will transfer 1,558,333 Class A ordinary shares to participating investors upon closing of the initial business combination. The agreements aim to increase the likelihood of shareholder approval for the extension and preserve trust account funds, though the outcome remains subject to shareholder vote and the company's ability to complete a business combination within the extended timeframe.

• · The Non-Redemption Agreements were entered into on June 11, 2026, and filed on June 12, 2026.
• · The extension proposal seeks to move the business combination deadline from June 12, 2026 to June 12, 2027.
• · The Sponsor's Class B ordinary shares were converted into Class A ordinary shares on June 8, 2026.
• · The definitive proxy statement was filed on May 21, 2026, and mailed to shareholders of record as of May 6, 2026 on or about May 22, 2026.
• · Each Non-Redemption Agreement terminates upon the earliest of: failure to approve extension, fulfillment of obligations, company liquidation, mutual written agreement, or investor exercising redemption rights or failing to vote in favor.
• · The company and sponsor may enter into additional similar non-redemption agreements in connection with the EGM.
• · The company is an emerging growth company and has not elected to use the extended transition period for complying with new financial accounting standards.

12-06-2026

Porsche Innovative Lease Owner Trust 2026-1 issued $911,000,000 in asset-backed notes (Classes A-1, A-2a, A-2b, A-3, A-4) on June 12, 2026, backed by automotive lease receivables. The transaction involves multiple agreements among Porsche entities and trustees, with Porsche Financial Services, Inc. acting as servicer and administrator. No period-over-period comparisons or performance metrics are provided in this filing.

• · The Notes were issued under a Registration Statement on Form SF-3 (File Nos. 333-290988 and 333-290988-01).
• · The Final Prospectus is dated June 4, 2026.
• · Nine material agreements were executed on the Closing Date, including an Indenture, SUBI supplements, sale/transfer agreements, and an Asset Representations Review Agreement with Clayton Fixed Income Services LLC.
• · The transaction involves a special unit of beneficial interest (SUBI) structure for transferring lease receivables.

12-06-2026

Western Midstream Partners, LP closed its acquisition of Brazos Delaware II, LLC for approximately $1.6 billion, funded equally with $800 million in cash and $800 million in WES common units (19.4 million units issued). The deal expands WES's gathering and processing footprint in the Delaware Basin and is expected to be accretive to per-unit metrics while protecting the balance sheet and investment grade credit ratings.

• · The acquisition closed on June 11, 2026.
• · WES issued approximately 19.4 million units based on the volume weighted average WES common unit price at the time the acquisition agreement was signed.
• · The transaction aims to diversify WES's customer base and ownership.
• · WES's cash flows are substantially protected from commodity-price volatility through fee-based contracts.

12-06-2026

Western Midstream Partners, LP (WES) closed the acquisition of Brazos Delaware II, LLC for approximately $1.6 billion, with consideration split equally between $800 million in cash and $800 million in WES common units (19.4 million units issued). The deal expands WES's gathering and processing footprint in the Delaware Basin and is expected to be accretive to per-unit metrics while protecting the balance sheet and investment-grade credit ratings.

• · The acquisition aligns with WES's philosophy of deploying capital that sustains or grows its distribution.
• · The transaction met objectives of accretion to per-unit metrics, protecting the balance sheet and investment-grade credit ratings, and diversifying customer base and ownership.
• · WES's midstream assets are located in Texas, New Mexico, Colorado, Utah, and Wyoming.
• · A substantial majority of WES's cash flows are protected from direct exposure to commodity-price volatility through fee-based contracts.

12-06-2026

Soligenix, Inc. received a Nasdaq bid price deficiency notice on June 10, 2026, and has 180 calendar days (until December 7, 2026) to regain compliance with the $1.00 minimum bid price rule. Additionally, the company terminated its HyBryte™ development program after a Phase 3 FLASH2 trial was halted for futility, and its Consulting Chief Medical Officer, Richard C. Straube, ceased in that role. The company is evaluating strategic alternatives including M&A and advancing its dusquetide (SGX945) program for Behçet’s Disease.

• · The company's common stock trades on Nasdaq Capital Market under symbol SNGX.
• · If compliance is not regained by December 7, 2026, Nasdaq will issue a delisting notice; the company may appeal or seek a second 180-day compliance period if it meets other listing standards.
• · Richard C. Straube's consulting agreement provided $1,000 per hour for up to ten hours per month; he will remain available on an as-needed basis.
• · The company intends to evaluate strategic options including merger and acquisition opportunities.
• · Dusquetide (SGX945) has received orphan drug designation from the FDA and European Commission, and Promising Innovative Medicine designation from the UK MHRA.

12-06-2026

Inflection Point Acquisition Corp. VI (IPFX) has entered into a definitive Business Combination Agreement to merge with Quantum Space, LLC, a space infrastructure company, in a deal valued at approximately $60 million in Series B investment plus PIPE financing. The transaction involves a complex structure including a domestication of the SPAC from Cayman Islands to Delaware, a merger of a subsidiary with the SPAC, and contributions of equity by Quantum Space's sellers and Series B investors. While the agreement provides a clear path to public listing for Quantum Space, the filing does not disclose specific financial performance metrics or growth rates, limiting the ability to assess the target's operational health.

• · The Business Combination Agreement was executed on June 8, 2026.
• · The transaction includes a Domestication of the Purchaser from Cayman Islands to Delaware prior to closing.
• · Immediately prior to closing, the Company will effectuate a Recapitalization converting all outstanding equity securities (except Series B Preferred Units and Series B Warrants) into Company Common Units.
• · At closing, Merger Sub will merge with and into Purchaser, with Purchaser surviving as a wholly owned subsidiary of Pubco.
• · Each share of Domesticated Purchaser Class A Common Stock will convert into one share of Pubco Class A-1 Common Stock.
• · Each Domesticated Purchaser Warrant will convert into a warrant to acquire one share of Pubco Class A-1 Common Stock.
• · Sellers (Direct Pubco Sellers and Up-C Sellers) will contribute Company Common Units to Pubco in exchange for Pubco Class A-1 or Class A-2 Common Stock.
• · Series B Investors will contribute Series B Preferred Units in exchange for Pubco Convertible Preferred Stock, with an option to also contribute Series B Warrants for Preferred Investor Warrants.
• · Up-C Sellers will purchase shares of Pubco Class B-1 or Class B-2 Common Stock in respect of retained Company Common Units.
• · The Sponsor has executed a Sponsor Support Agreement to vote in favor of the transaction.
• · Required Members have executed a Member Support Agreement to approve the transaction.
• · PIPE Subscription Agreements have been executed with investors.
• · The filing does not disclose the total enterprise value, revenue, EBITDA, or any historical financial data of Quantum Space.

12-06-2026

Sagimet Biosciences Inc. reported the resignation of board member Tim Walbert effective June 12, 2026, due to other commitments and not due to any disagreement with the company. At the 2026 Annual Meeting held the same day, stockholders elected four Class III directors (Jennifer Jarrett, Anne Phillips, David Happel, George Kemble) and ratified KPMG LLP as independent auditor for fiscal 2026. The meeting had 32,017,613 outstanding shares as of the record date.

• · Tim Walbert's resignation was effective immediately on June 12, 2026, and was not due to any disagreement with the company.
• · At the Annual Meeting, broker non-votes totaled 10,124,106 for each director election.
• · Proposal 2 (ratification of KPMG) passed with 19,091,619 votes for, 13,960 against, and 35,224 abstentions, with zero broker non-votes.
• · The company is an emerging growth company and has not elected to use the extended transition period for complying with new financial accounting standards.

12-06-2026

Repay Holdings Corporation held its annual meeting on June 10, 2026, where stockholders approved the Third Amended and Restated Omnibus Incentive Plan, increasing authorized shares by 2,500,000 and extending the plan term to April 29, 2036. All director nominees were elected, and the advisory vote on executive compensation passed with 36,772,506 for and 32,764,335 against, indicating significant dissent. The appointment of Grant Thornton as auditor was ratified overwhelmingly.

• · The Third Amended and Restated Plan extends the term to April 29, 2036.
• · Advisory vote on executive compensation had 32,764,335 votes against, representing 47.1% of votes cast (excluding broker non-votes).
• · Incentive plan amendment had 23,566,539 votes against, representing 33.5% of votes cast (excluding broker non-votes).
• · Auditor ratification passed with 84,658,413 votes for, 445,177 against, and 36,354 abstentions.

12-06-2026

Atara Biotherapeutics appointed Brian Cherry as a Class I director and Audit Committee member effective June 11, 2026. At the June 9, 2026 annual meeting, stockholders elected both director nominees (AnhCo Nguyen and Nachi Subramanian), approved executive compensation, approved a 400,000-share increase to the 2024 Equity Incentive Plan, and ratified Deloitte & Touche as auditor. While all proposals passed, the director election for Nachi Subramanian showed significant withheld votes (993,989 vs. 2,581,435 for), indicating notable shareholder dissent.

• · Brian Cherry's RSUs vest annually over three years, subject to continuous service.
• · The annual cash retainer for non-employee directors is $55,000, pro-rated for partial service.
• · Broker non-votes totaled 2,945,628 for both director elections and the advisory compensation vote, indicating significant shares not voted by brokers.
• · The auditor ratification received the highest total votes (6,490,311) as it was a routine matter not subject to broker non-votes.

12-06-2026

Socket Mobile, Inc. removed Kevin Mills as President and CEO on June 8, 2026, placing him on paid administrative leave while termination terms are negotiated. The Board appointed David A. Holmes, previously Chief Business Officer, as the new President and CEO effective June 12, 2026, and increased his annual base salary from $287,000 to $320,000.

• · David Holmes joined Socket Mobile in May 2021 as Chief Business Officer.
• · Holmes has over 20 years of experience in NFC and mobile payments.
• · Prior to Socket Mobile, Holmes was with UL Solutions' Cybersecurity division (Feb 2016 – May 2021) responsible for Global Strategic Accounts.
• · Holmes holds an MBA from Portland State University and a BS in Industrial Engineering from the University of Nebraska.
• · No family relationships exist between Holmes and any director or executive officer.
• · No reportable transactions under Item 404(a) of Regulation S-K involving Holmes, except as previously disclosed.

12-06-2026

Arrive AI Inc. entered into an Equity Distribution Agreement with Maxim Group LLC on June 11, 2026, to sell up to $14,967,247 of its common stock through an at-the-market offering program. The company will pay Maxim a 2.5% commission on gross sales, and the shares will be issued under a newly effective shelf registration statement. No prior period comparisons are available in this filing, so no balanced performance assessment is possible.

• · The Sales Agreement can be terminated by the Company with five days' notice following six months from the date of the agreement, or by Maxim with five days' notice at any time.
• · The shelf registration statement (Form S-3, File No. 333-296392) was declared effective by the SEC on June 11, 2026.
• · The prospectus supplement is dated June 12, 2026.
• · The company is not obligated to sell any shares under the agreement and may suspend sales at any time.

12-06-2026

Fastenal elected Vishal Talwar as an independent director, effective June 12, 2026, increasing the board from eleven to twelve members. Talwar, currently EVP and Chief Digital & Information Officer at FedEx and President of FedEx DataWorks, brings deep expertise in digital transformation, cybersecurity, and data platforms. He was also appointed to the Nominating and Corporate Governance Committee.

• · Talwar oversees enterprise architecture, cybersecurity, and data platforms at FedEx.
• · He served as Senior Managing Director and Chief Growth Officer for Accenture Technology from April 2015 to August 2025.
• · His previous experience includes Vice President at Wipro (2014-2015), Managing Director at Dell Technologies (2011-2014), Associate Partner at IBM (2006-2011), and senior technology consulting leadership roles from 1996-2006.
• · Talwar will receive a pro-rata portion of the annual retainer and an equity award (payable in cash) per the existing director compensation policy.
• · No arrangements or understandings exist with any person regarding his selection as a director, and no reportable transactions under Item 404(a).

12-06-2026

AVIS BUDGET GROUP, INC. (CAR) issued approximately $242.5 million in Series 2026-3 Rental Car Asset Backed Notes through its subsidiary Avis Budget Rental Car Funding (AESOP) LLC, consisting of five tranches with a weighted average interest rate of approximately 5.16%. The transaction closed on June 9, 2026, and provides secured financing backed by rental car assets. The notes carry varying interest rates (4.82%–8.429%) and include a senior-subordinated structure to manage risk, with Class B through Class R notes subordinated to senior classes.

• · The Series 2026-3 supplement was entered into under a Second Amended and Restated Base Indenture dated June 3, 2004, between ABRCF and BNY Mellon Trust.
• · Class A notes have a monthly interest of $1,001,823.61 for the initial interest period and a Class A Note Rate of 4.82%.
• · Class B notes have a monthly interest of $140,923.26 for the initial interest period and a Class B Note Rate of 5.21%.
• · Class A Controlled Amortization Amount is $30,416,666.67 per month during the Controlled Amortization Period (except the final month), while Class B is $3,958,333.33.
• · The Class E Notes are not yet issued but may be issued later during the revolving period subject to conditions in Section 5.15.
• · The Class A notes are senior; Class B through Class R notes are subordinated in right of payment to varying degrees.
• · The trustee and agent for the series is The Bank of New York Mellon Trust Company, N.A.
• · No period-over-period financial comparisons are available in this filing (it is a new issuance, not an update to existing balances).

12-06-2026

News Corp announced on June 12, 2026, that its Audit Committee has selected Deloitte & Touche LLP as the company's independent auditor for the fiscal year ending June 30, 2028, replacing current auditor Ernst & Young LLP after the completion of the FY2027 audit. The audit committee initiated a formal evaluation process, including consideration of potential audit firm rotation. Importantly, the change is orderly: there were no disagreements or reportable events between the company and EY during the relevant periods, and EY's reports for FY2024 and FY2025 were unqualified.

• · EY's reports on the consolidated financial statements for FY2024 and FY2025 contained no adverse opinion, disclaimer, or qualification.
• · No disagreements or reportable events occurred between the company and EY during FY2024, FY2025, or the interim period through June 12, 2026.
• · The company did not consult with Deloitte on any accounting principles, audit opinions, disagreements, or reportable events prior to the selection.
• · EY will continue as auditor for FY2026 and FY2027 before being dismissed effective upon completion of the FY2027 audit.
• · The engagement is subject to Deloitte's standard client acceptance procedures and execution of an engagement letter.

12-06-2026

Xilio Therapeutics held its 2026 annual meeting on June 10, 2026, where stockholders elected four Class II directors (Akintunde Bello, Daniel Curran, Robert Ross, Yuan Xu) and approved the amended and restated 2021 Stock Incentive Plan. Following the meeting, Daniel Curran resigned as a Class II director and was immediately re-appointed as a Class III director to rebalance the board into three equal classes. Stockholders also ratified Ernst & Young LLP as the independent auditor for fiscal 2026.

• · Stockholder votes for Class II directors: Akintunde Bello (3,652,015 for, 130,437 withheld), Daniel Curran (3,709,598 for, 72,854 withheld), Robert Ross (3,719,795 for, 62,657 withheld), Yuan Xu (3,716,549 for, 65,903 withheld); broker non-votes: 1,279,671 for each.
• · Ratification of Ernst & Young LLP: 5,047,290 for, 11,876 against, 2,957 abstaining.
• · Approval of Amended and Restated 2021 Plan: 3,424,710 for, 355,015 against, 2,727 abstaining, 1,279,671 broker non-votes.
• · The Amended and Restated 2021 Plan adds shares underlying outstanding pre-funded warrants to the common share count for calculating the annual evergreen increase.
• · Dr. Curran's compensation arrangements remain unchanged; no compensation due for his resignation and re-appointment.

12-06-2026

On June 8, 2026, the Board of Hadron Energy, Inc. (formerly GigCapital7 Corp.) approved the initial compensation for Ross Ridenoure as Chief Nuclear Officer, following the closing of the business combination. The compensation includes a base salary of $300,000 and a target bonus of 40% of base salary, with the bonus to be determined under a future executive incentive plan. No equity-based awards were included in this arrangement.

• · The compensation was approved by the Board on June 8, 2026, following the closing of the business combination.
• · The Annual Bonus will be payable no later than two and one-half months after the close of the calendar year.
• · The executive incentive plan for the Annual Bonus is still to be established by the Board.
• · The filing does not include any equity-based compensation awards for Ross Ridenoure under the 2026 equity incentive plan.

12-06-2026

Aardvark Therapeutics entered into retention bonus agreements with CFO/COO Nelson Sun ($346,500 total) and CMO Manasi Jaiman ($357,000 total) on June 10, 2026, to be paid on January 1, 2027, subject to continued employment. The bonuses include guaranteed annual bonuses for 2026 ($198,000 for Sun, $204,000 for Jaiman) and additional retention components ($148,500 and $153,000 respectively). No negative or flat performance metrics are present in this filing.

• · The retention bonuses are payable in full on January 1, 2027, subject to continued employment through that date.
• · If the Company terminates employment without Cause or the executive resigns for Good Reason before January 1, 2027, the full bonus is still payable, subject to a release of claims.
• · The Sun Retention Agreement and Jaiman Retention Agreement will be filed with the Company's Quarterly Report on Form 10-Q for the quarter ending June 30, 2026.

12-06-2026

Angi Inc. held its Annual Meeting of Stockholders on June 10, 2026, where stockholders elected three Class II directors, approved the amendment and restatement of the 2017 Stock and Annual Incentive Plan, and ratified Ernst & Young LLP as the independent auditor for fiscal 2026. The 2017 Stock Plan was amended to increase the authorized share pool by 2,400,000 shares and extend its term to 2036. Notably, director Glenn H. Schiffman received the lowest support among the director nominees, with approximately 72.1% of votes cast in favor and 27.9% against, indicating significant shareholder dissent.

• · The 2017 Stock Plan term was extended by 10 years to 2036.
• · The plan now includes a minimum vesting requirement, limits on non-employee director compensation, restrictions on share recycling, and default treatment of performance stock units upon change in control.
• · Broker non-votes totaled 4,329,130 shares on the director elections and the stock plan proposal, but zero on the auditor ratification proposal.
• · Glenn H. Schiffman received 20,722,477 FOR votes and 8,014,166 WITHHOLD votes — the lowest support among the three director nominees.

12-06-2026

BrightSpring Health Services appointed Dr. Nigam H. Shah as a Class III Board member and to the Quality and Compliance Committee, effective June 11, 2026. Dr. Shah brings deep expertise in AI and healthcare data science from Stanford University, where he serves as Chief Data Scientist and Associate Dean. The appointment strengthens the board's technology and AI oversight capabilities.

• · Dr. Shah was appointed as a Class III director and will serve on the Quality and Compliance Committee.
• · He is a Professor of Medicine and Biomedical Data Science at Stanford University (tenured 2015, promoted to full professor 2020).
• · He has co-founded three companies and serves on the boards of Prealize Health and Atropos Health.
• · He is a co-founder of the Coalition for Health AI (CHAI).
• · BrightSpring serves over 475,000 customers, clients and patients daily across all 50 states.

12-06-2026

On June 11, 2026, Flex Ltd.'s Board approved the Annual Incentive Bonus Plan for fiscal year 2027, setting target award opportunities for executive officers as percentages of base salary: 165% for the CEO, 115% for the CFO, and 100%-110% for other named executive officers. The plan ties cash bonuses to company-level performance measures (operating profit, free cash flow, and revenue) with threshold, target, and maximum payout levels, and includes a funding metric based on operating profit that can adjust payouts by +/-20 percentage points, plus individual performance modifiers of +/-10 percentage points. No financial results or period-over-period comparisons are provided in this filing.

• · The plan uses adjusted, non-GAAP measures to determine achievement of award opportunities.
• · If the Company fails to achieve the threshold level for any performance measure, no payout is awarded for that measure.
• · If the Company fails to achieve the threshold level for all performance measures, the bonus payout will be capped at the target level.
• · The Compensation and People Committee has discretion to exclude extraordinary items, corporate transactions, and other unusual or nonrecurring items when calculating performance.
• · The plan was approved on June 11, 2026, and the filing was made on June 12, 2026.

12-06-2026

Red Rock Resorts, Inc. announced the retirement of Chief Legal Officer Jeffrey T. Welch, effective September 8, 2026, and the appointment of J. Colby Williams as Executive Vice President and General Counsel, effective on or around the same date. Welch will remain in a non-officer transition role through December 31, 2026, receiving his $900,000 annual base salary and a 2026 bonus. Williams, a co-founder of Campbell & Williams with nearly 30 years of legal experience, will receive an annual base salary of at least $1,200,000, a discretionary bonus target of 125% of base salary, and an initial equity award with a target grant value of at least 400% of base salary. The filing does not disclose any financial performance metrics or period-over-period comparisons.

• · Jeffrey T. Welch's retirement effective September 8, 2026; he will remain in a non-officer transition role through December 31, 2026.
• · J. Colby Williams, age 56, is a co-founder and senior partner of Campbell & Williams with nearly 30 years of experience.
• · Williams holds an AV 'Preeminent' rating from Martindale-Hubbell and was inducted into the American College of Trial Lawyers in March 2025.
• · Williams' employment agreement has a fixed five-year term and includes non-competition and non-solicitation restrictions for one year post-termination.
• · No disagreements were noted between Welch and the Company.

12-06-2026

Rocky Mountain Chocolate Factory, Inc. (RMCF) dismissed its independent auditor CohnReznick LLP and engaged Rosenberg Rich Baker Berman, P.A. (RRBB) as its new independent registered public accounting firm, effective June 8, 2026. The change was approved by the Audit Committee and is effective for the fiscal year ending February 28, 2027. Notably, CohnReznick's reports for the fiscal years ended February 28, 2026 and 2025 included an explanatory paragraph regarding substantial doubt about the Company's ability to continue as a going concern, though there were no disagreements or reportable events between the Company and CohnReznick during those periods.

• · The Audit Committee approved the dismissal of CohnReznick and engagement of RRBB on June 8, 2026.
• · CohnReznick's audit reports for fiscal years ended February 28, 2026 and February 28, 2025 included an explanatory paragraph about substantial doubt regarding the Company's ability to continue as a going concern.
• · There were no disagreements or reportable events between the Company and CohnReznick during the fiscal years ended February 28, 2026 and 2025, or the subsequent interim period through June 8, 2026.
• · The Company provided CohnReznick with a copy of the Form 8-K and requested a letter to the SEC; CohnReznick's letter (Exhibit 16.1) confirmed agreement with the disclosures in paragraphs 2, 3, 4, and 5 of Item 4.01.
• · Neither the Company nor any party acting on its behalf consulted with RRBB regarding accounting principles, audit opinions, or any disagreements/reportable events prior to engagement.

12-06-2026

Daré Bioscience held its 2026 annual meeting on June 11, 2026, where stockholders elected Gregory W. Matz and Sabrina Martucci Johnson as Class III directors, ratified Haskell & White LLP as auditor, and approved on an advisory basis executive compensation. Additionally, stockholders approved an amendment to the company's 2022 Stock Incentive Plan to increase share availability by 1,500,000 shares and authorized potential future issuance under the existing equity line with Lincoln Park Capital Fund, LLC.

• · Filing reports 8 proposals voted on; all passed
• · Broker non-votes were 3,822,158 for all director and compensation-related proposals, indicating significant institutional ownership
• · Advisory say-on-pay passed with 3,625,596 for vs 458,662 against (approx. 88.8% approval excluding broker non-votes)
• · Stockholders chose annual frequency for say-on-pay with 3,684,058 votes for every year
• · The adjournment proposals (Proposals 7 and 8) were not necessary since Proposals 5 and 6 passed

12-06-2026

LeafBuyer Technologies (LBUY) completed its reverse merger with RagingBull.com, LLC, resulting in a change of control where RagingBull equity holders now own approximately 95% of the combined company. The company changed its name to DATZ World Holdings Corp, effected a 1-for-156 reverse stock split, and issued 15,000,000 new shares to RagingBull holders. Additionally, the company sold its subsidiary LB Media Group for $750,000 cash and restructured over $1 million in debt via convertible notes, though the overall transaction reflects a transformative but dilutive event for legacy shareholders.

• · The Merger Agreement was dated November 10, 2025, but the merger closed on June 8, 2026.
• · Outstanding promissory notes to Jeff Bishop and MFA were partially repaid ($750,000 cash) and the balances exchanged for new convertible notes with 3% annual interest, 5-year maturity, and conversion price of $0.05 per share.
• · The Series A Convertible Preferred Stock (324,327 shares) sold to Jeff Bishop entitles him to vote on an as-converted basis equal to 55% of the Company’s outstanding voting stock, even though his common stock ownership is 63.9%.
• · Anthony Bell, the new CEO, previously served as CFO of RagingBull.com since January 2025 and studied accounting at UNC Asheville without completing a degree.
• · The company is classified as an emerging growth company and has elected not to use the extended transition period for complying with new accounting standards.
• · The financial statements of RagingBull.com (audited and unaudited) and pro forma combined financials are to be filed by amendment within 71 calendar days.
• · The reverse split ratio of 1-for-156 was applied to all common stock outstanding prior to the merger.

12-06-2026

Frontier Group Holdings, Inc. announced the resignation of director Andrew Broderick effective June 15, 2026, and the appointment of Barron Steele as a Class II director to fill the vacancy. Steele, a Vice President at Indigo Partners LLC, will serve on the Finance and Safety & Security Committees and receive annual cash compensation of $100,000 plus an initial restricted stock unit award valued at $160,000 (prorated). The departure is not due to any disagreement with the company.

• · Barron Steele, age 37, has been a Vice President at Indigo Partners LLC since 2019.
• · Steele serves on the board of Andean Aircraft Management Ltd. and as a board observer for JetSMART Holdings Ltd., CycloKinetics, Inc., and APiJET, Inc.
• · Steele's initial term expires at the 2029 annual meeting of stockholders.
• · The initial RSU award vests on the earlier of the first anniversary of the grant date or immediately prior to the next annual meeting after the grant date, subject to continued service.
• · Steele has no family relationships with any director or executive officer and no reportable transactions under Item 404(a).

12-06-2026

Starbucks Corporation designated Val Bauduin as principal accounting officer on June 11, 2026. Mr. Bauduin, 50, continues as senior vice president of Corporate Finance and Development, reporting to CFO Cathy Smith, who remains principal financial officer. No compensation changes were made in connection with this designation.

• · Val Bauduin joined Starbucks in 2024 as senior vice president, Corporate Finance, then transitioned to senior vice president, North America Finance in 2025, and was appointed senior vice president of Corporate Finance and Development in 2026.
• · Bauduin served as interim CFO of Starbucks during March 2025.
• · Prior to Starbucks, Bauduin held various leadership roles at Marriott International from 2014 to 2024, including controller and chief accounting officer, and CFO of consumer operations, technology, and emerging businesses.
• · No family relationships or transactions requiring disclosure under Regulation S-K Items 401 or 404(a) exist between Bauduin and company officers or directors.