US Material Events SEC 8-K Filings — July 01, 2026

01-07-2026

HIVE Digital Technologies Ltd. announced the pricing of a upsized US$115 million private offering of 0% exchangeable senior notes due 2031, increased from the previously announced US$100 million. The net proceeds of approximately US$110 million (or up to US$124.5 million if the initial purchasers' option is fully exercised) will be used for general corporate purposes, capital investment including GPU purchases, and data center development. The company also entered into capped call transactions to reduce potential dilution, with a cap price of US$8.5275 per share, representing a 125% premium to the closing price of US$3.79 on June 25, 2026.

• · The notes will mature on July 1, 2031, unless earlier exchanged, redeemed or repurchased.
• · Holders may require repurchase on July 1, 2030 at 100% of principal.
• · Issuer may redeem notes on or after July 5, 2029 if stock price is at least 130% of exchange price for 20 trading days in a 30-day period.
• · The offering is exempt from TSX shareholder approval under Section 602.1 for Eligible Interlisted Issuers.
• · Option counterparties may engage in hedging activities that could affect the market price of common shares or notes.

01-07-2026

Functional Brands Inc. (MEHA) disclosed that the seller, BullionFX, terminated the Asset Purchase Agreement for the 'Alchemy' gold-backed blockchain settlement platform on June 29, 2026. The termination means the acquisition, which was to be paid with 100,000 shares of Series D Convertible Preferred Stock, will not proceed. This represents a failed strategic initiative for the company.

• · The Asset Purchase Agreement was originally entered into on May 22, 2026.
• · The termination was effective June 29, 2026, and was elected by the Seller (BullionFX).
• · The consideration for the acquisition was 100,000 shares of Series D Convertible Preferred Stock.

01-07-2026

Provectus Biopharmaceuticals will convert $542,500 of accrued but unpaid directors' fees into Series D-1 Preferred Stock at $2.862 per share, issuing 189,554 preferred shares (convertible into 1,895,540 common shares) to satisfy outstanding cash compensation owed to board members through June 30, 2026. The conversion, approved on May 14, 2026, is not part of the company's 2024 Equity Compensation Plan and addresses fees that had been accruing since April 2017.

• · The conversion was approved by the Board on May 14, 2026.
• · Directors' fees had been accruing since April 12, 2017, when the Board approved deferring payment.
• · The preferred stock issuance is not part of the company's 2024 Equity Compensation Plan.

01-07-2026

Aptose Biosciences Inc. was acquired by Hanmi Pharmaceuticals Co. Ltd. via a statutory plan of arrangement completed on June 30, 2026. Shareholders received C$2.41 per share in cash, with aggregate consideration of approximately USD$3.47M for 2,043,719 shares not already owned by Hanmi. All directors resigned, the stock will be delisted from the TSX, and the company will terminate its SEC reporting obligations.

• · The arrangement was approved by the Court of King’s Bench of Alberta on March 31, 2026.
• · Locust Walk Securities, LLC provided a fairness opinion to the Special Committee of the Board.
• · Common shares are expected to be delisted from the TSX on or about July 3, 2026.
• · The company will file a Form 15 to terminate or suspend its SEC reporting obligations.

01-07-2026

Atlantic International Corp. (Nasdaq: ATLN) announced it is relaunching as Circle8 Group, Inc. and will trade under the ticker CIRC, reflecting its transformation into a global technology and workforce solutions platform with annualized revenue exceeding $1.2 billion. Guus Franke has been appointed CEO while continuing as Executive Chairman, and Jeffrey Jagid transitions to President. The company also secured two major European public-sector contracts valued at $380 million and $52 million, reinforcing its market position.

• · The company's operations span North America and Europe.
• · The name change to Circle8 Group, Inc. is subject to Nasdaq approval and customary regulatory requirements.
• · The company focuses on AI, cybersecurity, cloud modernization, and digital infrastructure.
• · Jeffrey Jagid led the strategic transformation through acquisitions of Lyneer Staffing Solutions and Circle8 Group.

01-07-2026

Dynatrace appointed George Riedel and Dan Streetman to its Board of Directors following constructive engagement with activist investor Starboard Value. The company also announced plans to hold an Investor Day after its Q2 fiscal 2027 results to outline a path to the 'Rule of 50' by fiscal 2029, while reiterating its $1 billion share repurchase authorization. The appointments and strategic focus aim to drive balanced growth and profitability, though no specific financial results or timelines for capital return were provided.

• · George Riedel brings experience as CEO/Chairman at Cloudmark, Chief Strategy Officer at Nortel Networks, and Senior Partner at McKinsey.
• · Dan Streetman is CEO of Tanium and previously CEO of TIBCO Software; he also held senior roles at BMC, Salesforce, and C3.ai.
• · Dynatrace and Starboard intend to engage substantively in the coming months.
• · The Investor Day will follow the announcement of Q2 fiscal 2027 financial results.
• · Rule of 50 defined as sum of ARR growth rate and non-GAAP operating margin percentage.

01-07-2026

Peabody Energy Corp. amended its revolving credit facility on June 30, 2026, increasing commitments from $320M to $400M, extending the maturity from January 2028 to June 2030, and reducing interest rate margins by 25 basis points across all leverage tiers. The amendment improves liquidity and lowers borrowing costs, but the company's total net leverage ratio remains a key determinant of pricing.

• · Maturity extended from January 18, 2028 to June 30, 2030 (approximately 2.5 years longer).
• · Interest rate margins reduced by 25 basis points across all leverage tiers for both SOFR and base rate options.
• · The amendment was entered into on June 30, 2026, and the 8-K was filed on July 1, 2026.

01-07-2026

Nova Minerals appointed Joshua Girnun, a former JP Morgan metals & mining professional, to its Board of Directors effective July 1, 2026. The company is advancing its Estelle Gold and Critical Minerals Project and preparing for near-term antimony production backed by a $43.4 million U.S. Department of War award. The appointment comes after the company's redomiciliation from Australia to the U.S., aiming to improve access to capital and index inclusion.

• · Mr. Girnun co-founded a risk underwriting team at JP Morgan covering metals, mining, energy, renewables, industrials, oil & gas, and agriculture.
• · He holds a Master of Science in Metals and Energy Finance from Imperial College London and a Master of Science in Geosciences from Hebrew University of Jerusalem.
• · Estelle hosts two defined multi-million-ounce gold resources and more than 20 prospects along a 35 km trend.
• · The antimony production is targeted for late 2026/2027.
• · Mr. Girnun's research has been published in the Journal of Structural Geology.

01-07-2026

Owlet, Inc. entered into a new $25 million asset-based revolving credit facility with Wells Fargo on June 26, 2026, refinancing and replacing its existing facility and term loan. The new facility significantly reduces borrowing costs by lowering the interest rate margin to SOFR plus 2.00%-2.25% from SOFR plus 7.50%-8.50%, a reduction of at least 525 basis points. Following the closing, total liquidity (cash plus available borrowing capacity) was approximately $33.8 million, enhancing financial flexibility.

• · The facility matures three years from closing (June 26, 2026).
• · The facility includes an accordion feature to increase commitments to up to $35 million, subject to lender approval.
• · Owlet is a pediatric health platform offering FDA-cleared wearable monitors and has over 2.5 million parents trusting its products since 2012.

01-07-2026

CorMedix Inc. dismissed CBIZ CPAs as its independent auditor on June 25, 2026, and appointed Ernst & Young (EY) as its new independent registered public accounting firm for the fiscal year ending December 31, 2026. The change was approved by the Audit Committee, and CBIZ CPAs' report on the company's 2025 financial statements was unqualified. However, the filing discloses a material weakness in internal control over financial reporting related to the operational effectiveness of an internal control to ensure adequate and timely review of significant, non-routine transactions, which was initially reported in the 2025 10-K.

• · CBIZ CPAs was originally appointed on April 17, 2025, following Marcum LLP's dismissal due to CBIZ's acquisition of Marcum's attest business.
• · No disagreements or reportable events occurred between CBIZ CPAs and the company from April 17, 2025 through June 25, 2026, except for the previously disclosed material weakness.
• · The material weakness relates to internal control over financial reporting for ensuring adequate and timely review of significant, non-routine transactions.
• · The company did not consult with EY on any matters described in Item 304(a)(2)(i) or (ii) of Regulation S-K during the relevant periods.

01-07-2026

Energy Vault Holdings, Inc. amended its Securities Purchase Agreement with YA II PN, Ltd. to increase the aggregate principal cap from $75M to $150M and issue an additional $38M principal under an Amended and Restated AR Convertible Debenture, bringing total principal to $80M. The company also disclosed updated share counts: 179,940,017 common shares outstanding as of June 29, 2026, up from 178,221,198 on May 18, 2026. However, the amendment includes a $1.25M structuring fee and other costs, and the additional principal is purchased at a 5% discount ($36.1M for $38M principal), indicating potential dilution for existing shareholders.

• · The amendment increases the aggregate principal cap from $75M to $150M, allowing for future additional issuances subject to mutual agreement.
• · The Amended and Restated AR Convertible Debenture includes all outstanding principal under the Initial AR Convertible Debenture ($42M) plus accrued interest.
• · The Buyer is entitled to tack its holding period for common shares received upon conversion of the Initial Purchase Amount back to the original purchase date for Rule 144 purposes.
• · Conditions precedent include delivery of legal opinions, officer's certificate, UCC searches, and no Material Adverse Effect since the most recent Form 10-K.
• · The company's authorized common stock remains 500M shares; no preferred shares issued.

01-07-2026

FMC Corporation announced a definitive agreement for a $400 million minority equity investment from Tessenderlo Group at $13.30 per share, which will give Tessenderlo approximately 20% ownership. The investment enables FMC to reach its ~$1 billion debt paydown target and concludes its strategic options review. However, the transaction is subject to regulatory approvals and customary closing conditions, and FMC has also taken other steps including a $1.2 billion secured high-yield bond offering and the sale of its India commercial business for $252 million.

• · FMC amended its Revolving Credit Facility to achieve significant covenant relief.
• · The transaction is expected to close subject to customary conditions including regulatory approvals.
• · Tessenderlo Group is listed on Euronext Brussels and part of the Next 150 and BEL Mid indices.
• · FMC's strategic options review was announced in February 2026.

01-07-2026

Metallus Inc. entered into a Fifth Amended and Restated Credit Agreement dated June 30, 2026, amending and restating the prior Fourth Amended and Restated Credit Agreement from September 30, 2022. The new agreement provides an aggregate commitment of $300,000,000 from lenders led by JPMorgan Chase Bank, N.A. as Administrative Agent, with Bank of America, N.A. as Syndication Agent, and includes asset-based lending terms, a $300 million revolving credit facility, and various financial covenants including a fixed charge coverage ratio requirement.

• · The agreement replaces the Fourth Amended and Restated Credit Agreement dated September 30, 2022.
• · The facility is an asset-based lending (ABL) arrangement with an aggregate commitment of $300,000,000.
• · The agreement includes provisions for revolving loans, swingline loans, protective advances, and letters of credit.
• · Letters of credit may be issued in U.S. dollars and euros.
• · The agreement includes a fixed charge coverage ratio covenant.
• · The credit agreement also features terms related to defaulting lenders, break funding payments, increased costs, and tax gross-ups.
• · The effective date is June 30, 2026.

01-07-2026

Inmune Bio, Inc. entered into a warrant inducement agreement on June 30, 2026, allowing holders of its April 2024 warrants to exercise 50% of their warrants at a reduced price of $1.40 per share (down from $1.95), generating approximately $905,957 in cash proceeds. In exchange, the company extended the maturity date of the remaining 50% of the warrants from June 30, 2026 to December 31, 2027. While the inducement provides near-term cash, it also dilutes existing shareholders by 647,112 shares and extends the overhang of unexercised warrants.

• · The reduced exercise price is $1.40 per share, down from the original $1.95.
• · The maturity date for the remaining 50% of warrants was extended from June 30, 2026 to December 31, 2027.
• · The warrants were originally issued in April 2024 and previously amended on December 22, 2025.
• · The shares underlying the warrants are registered under an effective registration statement (File No. 333-279036).
• · The inducement offer period ran from June 29, 2026 to June 30, 2026.

01-07-2026

Prosperity Bancshares completed its merger with Stellar Bancorp on July 1, 2026, issuing 0.3803 shares and $11.36 in cash per Stellar share. Stellar's CEO and President joined Prosperity's leadership, and Stellar's banking offices will operate under the Stellar name until operational integration in March 2027. The combined entity operates 311 full-service banking locations across Texas and Oklahoma, with total assets of $43.619 billion as of March 31, 2026.

• · Stellar operates 52 banking offices in Houston, Beaumont, East Texas, and Dallas.
• · Stellar banking locations will continue under the Stellar Bank name until operational integration scheduled for March 2027.
• · Prosperity operates 311 full-service banking locations across Texas and Oklahoma as of June 30, 2026.
• · Prosperity's total assets were $43.619 billion as of March 31, 2026.

01-07-2026

Kimball Electronics acquired Helvoet Polymer Technologies B.V., a European-based medical CDMO, for €90 million (~$103 million), or approximately 9x estimated 2026 adjusted EBITDA. The acquisition is expected to be accretive to fiscal 2027 adjusted earnings and increase Kimball's medical vertical sales in the low double-digit range. Helvoet generated ~$56 million in revenue in calendar 2025 with a mid-teens EBITDA margin, and over 70% of its revenue came from medical customers.

• · Helvoet was founded in 1939 and most recently operated as a wholly-owned subsidiary of Hydratec Industries N.V.
• · Helvoet has manufacturing facilities in Tilburg, Netherlands, and Pune, India.
• · Over 70% of Helvoet revenue was from medical customers; the balance from other end markets with strong margins.
• · Helvoet will continue to be led by its current leadership team, including CEO Eveline Hogenkamp.
• · Kimball funded the acquisition through a combination of cash and available borrowing capacity on existing lines of credit.
• · Pro forma leverage following the close remains consistent with Kimball's capital allocation priorities.
• · Kimball's Indianapolis facility positions the combined business to capture near-term U.S. demand from existing Helvoet customers.
• · Management will host a conference call and webcast on Wednesday, July 1, 2026, at 9:00 AM ET.

01-07-2026

Stellar Bancorp, Inc. was acquired by Prosperity Bancshares, Inc. effective July 1, 2026. Stellar shareholders received 0.3803 Prosperity shares plus $11.36 cash per Stellar share. Stellar stock was delisted from the NYSE, and its directors and officers resigned, with two directors joining Prosperity's board. In connection with the closing, Stellar sold approximately $466.4 million of securities as part of a balance sheet repositioning.

• · Stellar stock options with exercise price below the Per Share Merger Consideration Value were cancelled for cash; those at or above were cancelled for no consideration.
• · Performance unit awards vested at 100% of target (200% for 2024 grants).
• · Stellar's Second Amended and Restated Certificate of Formation and Amended and Restated Bylaws ceased to be in effect; Prosperity's governing documents continue.
• · Stellar notified NYSE of delisting on June 30, 2026, and trading was suspended before July 1, 2026 opening.

01-07-2026

Arrow Financial Corporation completed its strategic acquisition of Adirondack Bancorp, Inc., merging Adirondack Bank into Arrow Bank. The combined company holds approximately $5.4 billion in total assets, $4.8 billion in deposits, and $4.1 billion in gross loans as of March 31, 2026, expanding Arrow's footprint to 57 branches across northeastern New York and the Mohawk Valley. Rocco F. Arcuri Sr., former President and CEO of Adirondack, has been appointed Senior Vice President, Regional President, Mohawk Valley, and to the Arrow Board of Directors. Integration of banking systems is expected later in 2026, with no specific financial performance metrics or cost savings disclosed.

• · Arrow Financial Corporation is celebrating its 175th anniversary in 2026.
• · The acquisition extends Arrow's footprint into Oneida, Herkimer, and Franklin counties, and strengthens its commitment to Essex and Clinton counties.
• · Customers will begin to see Arrow Bank branding at Adirondack branch locations starting July 1, 2026.
• · Conversion and integration of banking systems to Arrow Bank's platform is expected later in 2026.
• · No purchase price, cost savings, or revenue synergy targets were disclosed in the filing.

01-07-2026

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01-07-2026

FTI Consulting announced the third amendment and restatement of its senior unsecured credit facility, increasing the revolving line of credit from $900 million to $1.5 billion and extending the maturity from November 2027 to June 2031. The new facility provides more favorable ratings-based pricing and enhanced financial flexibility, reflecting the company's investment-grade credit rating upgrade from S&P Global in October 2024.

• · The credit facility maturity was extended from November 21, 2027 to June 30, 2031.
• · The facility includes more favorable restricted payment, debt, and other restrictive covenants, with some covenants removed entirely.
• · Borrowings may be used for working capital, capital expenditures, general corporate purposes, debt repayments, acquisitions, and other investments.
• · The company generated $3.8 billion in revenues during fiscal year 2025.
• · FTI Consulting had more than 8,100 employees in 32 countries as of March 31, 2026.

01-07-2026

BTCS Inc. appointed Chris Janis to its Board of Directors as Chairperson of the Audit Committee and a member of the Compensation Committee, effective July 1, 2026. Mr. Janis brings over 35 years of experience, including as a Partner at PwC's Cyber, Risk & Regulatory Practice until his retirement in June 2026, and prior CFO roles in telecom and tech. The appointment strengthens the Company's governance and financial oversight as it advances its blockchain infrastructure and DeFi/TradFi strategy.

• · Mr. Janis served as a Partner at PwC from 2015 to June 2026, leading internal audit engagements focused on risk management and internal controls.
• · Prior to PwC, he served as CFO in the telecommunications and technology sectors, guiding companies through M&A, financings, and restructurings.
• · Mr. Janis holds an MBA from Saint Joseph's University and a BS in Accounting and Finance from La Salle University.
• · BTCS is an Ethereum-first blockchain technology company with operations in NodeOps (staking), Builder+ (block building), and Imperium (DeFi deployments).

01-07-2026

Tortoise Energy Infrastructure Corporation (TYG) announced the resignation of director Alexandra Herger effective July 1, 2026, and the appointment of John Maxwell to succeed her on the Board and the Nominating and Governance Committee. Mr. Maxwell, a retired portfolio manager with a CFA designation, has been nominated for a full 3-year term as a Class I director at the 2026 Annual Meeting. The change is a routine board succession with no disclosed material relationships or transactions.

• · John Maxwell previously served as Lead Portfolio Manager at Delaware Ivy Investments/Waddell & Reed/Ivy Investments from 2006 to 2021.
• · Mr. Maxwell holds the Chartered Financial Analyst (CFA) designation since 1998.
• · He also serves as an independent trustee for Tortoise Capital Series Trust.
• · Mr. Maxwell will be compensated per the 2025 director compensation elements described in the company's proxy statement filed July 10, 2025.

01-07-2026

Greenpro Capital Corp. entered into a Confidential Settlement Agreement with Millennium Fine Art Inc. to resolve all claims in a Nevada state court action and related JAMS arbitration concerning an alleged 2021 NFT-related contract. Under the agreement, Greenpro will pay $100,000 and surrender 2,000,000 restricted shares of MFAI Class B common stock (its entire equity interest in MFAI) for cancellation. The settlement includes mutual releases, confidentiality, and non-disparagement provisions, and does not constitute an admission of liability.

• · The settlement resolves Nevada state court action Case No. A-21-840033-B and JAMS arbitration Ref. No. 5260000038.
• · The 2,000,000 shares surrendered represent the entirety of Greenpro's equity interest in MFAI, acquired on July 1, 2020 as consideration for the sale of a 4% ownership interest in the Millennium Sapphire.
• · The Board of Directors approved the Settlement Agreement via unanimous written consent dated June 15, 2026.
• · Following exchange of consideration, the litigation and arbitration will be dismissed with prejudice.
• · The agreement contains mutual general releases, confidentiality, and non-disparagement provisions.

01-07-2026

National Bankshares, Inc. entered into a consulting agreement with Chairman F. Brad Denardo effective July 1, 2026 to June 30, 2027, extending a prior agreement. Mr. Denardo will receive a monthly fee of $6,000 and is subject to noncompetition covenants. The agreement continues his advisory role after his departure as President and CEO.

• · Consulting agreement extends a prior agreement dated March 31, 2025.
• · Consulting period is from July 1, 2026 to June 30, 2027, with possible extension by mutual agreement.
• · Mr. Denardo is subject to customary noncompetition covenants during the consulting period.
• · The agreement will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2026.

01-07-2026

Flexible Solutions International Inc. (FSI) entered into an ATM Sales Agreement with Bancroft Capital, LLC on June 30, 2026, to sell up to $18.5 million of its common stock. The agreement includes a 3% cash fee to the Sales Agent and expense reimbursements up to $30,000, plus quarterly payments of up to $5,000. The offering is made under an effective S-3 registration statement declared effective on March 5, 2026.

• · The ATM Sales Agreement was entered into on June 30, 2026.
• · The offering is made under Registration No. 333-293705 on Form S-3, declared effective on March 5, 2026.
• · The prospectus supplement was dated June 30, 2026.
• · The agreement includes customary representations, warranties, indemnification obligations, and termination provisions.
• · The filing includes exhibits: ATM Sales Agreement (Exhibit 1.1), Opinion of Hart & Hart, LLC (Exhibit 5.1), and Consent of Hart & Hart, LLC (Exhibit 23.1).

01-07-2026

ExxonMobil completed its redomiciliation reorganization from New Jersey to Texas on July 1, 2026, via a merger with ExxonMobil Holdings Corporation. Each share of ExxonMobil common stock was exchanged for one share of the new Texas corporation, which will trade under the same ticker 'XOM' starting July 2, 2026. The directors and executive officers remain the same, and all equity awards were converted on a one-for-one basis with identical terms.

• · ExxonMobil's authorized common stock was reduced from 9,000,000,000 shares to 100 shares.
• · ExxonMobil's board size was adjusted to a range of 3 to 5 directors.
• · ExxonMobil Holdings Corporation fully and unconditionally guaranteed all of ExxonMobil's payment obligations under the Indenture and Notes via a Second Supplemental Indenture.
• · ExxonMobil's former directors resigned and three new directors were elected by ExxonMobil Holdings Corporation as sole shareholder.
• · ExxonMobil's named executive officers ceased to hold their offices; James R. Chapman became President and Treasurer, Susan E. Buchanan became Vice President and Controller.

01-07-2026

World Acceptance Corporation (WRLD) increased its revolving credit facility by $15 million to a total of $655 million through an accordion feature, with Investar Bank joining as a new lender. The company paid a 0.15% upfront fee on the new commitment and confirmed no default exists. This expansion provides additional liquidity but increases total debt obligations.

• · The increase was effective June 29, 2026.
• · The new commitment is secured and guaranteed on a pari passu basis with existing obligations.
• · The increase is subject to the same terms (interest rate and maturity) as the existing loan.
• · No default or event of default existed at the time of the increase.
• · The borrower certified pro forma compliance with all financial covenants after the increase.

01-07-2026

Singularity Future Technology Ltd. entered into an Amended Settlement Agreement on June 22, 2026 to resolve a securities class action for $5.8M, with $2M already in escrow and additional payments of $1.5M and $2.3M due. Separately, at the June 30, 2026 annual meeting, shareholders approved a reverse stock split (ratios 1:5, 1:10, or 1:14) and an increase in authorized shares from 50M to 50B. However, the settlement remains subject to court approval and the company faces material breach risk if payments are missed.

• · The Amended Settlement Agreement amends and supersedes the Original Settlement Agreement dated July 13, 2025.
• · Court denied final approval of the original settlement on March 9, 2026.
• · If the company fails to make any required payment, plaintiffs may terminate the settlement and enforce a Confession of Judgment for the unpaid balance plus interest, costs, and attorneys' fees.
• · Shareholders approved a reverse stock split at ratios of 1:5, 1:10, or 1:14, with the exact ratio and effective date to be determined by the Board within one year.
• · Shareholders approved an increase in authorized shares from 50,000,000 to 50,000,000,000.
• · The 2026 Incentive Plan was approved by shareholders.
• · Audit Alliance LLP was ratified as independent auditor for fiscal year ending June 30, 2026.
• · Xu Zhao and Jinhao Pang were re-elected as Class I directors.

01-07-2026

IREN Ltd granted 9,099,328 RSUs to each of its Co-CEOs, William Roberts and Daniel Roberts, on June 30, 2026. The awards vest over four years with an additional two-year post-vesting holding period, and neither Co-CEO will receive further equity grants until fiscal 2031. The grants are designed to retain leadership and align interests with long-term shareholder value, but represent a significant dilution event with no immediate performance-based vesting conditions.

• · The RSUs vest in equal annual installments over four years from the grant date, subject to continued employment.
• · Each vested tranche is subject to an additional two-year post-vesting holding period, extending to fiscal 2033 for the final tranche.
• · The grants were unanimously approved by independent directors after consultation with an independent compensation consultant.
• · The Compensation Committee considered alternative structures including different grant sizes, performance-based and hybrid structures, and alternative vesting periods before selecting the approved structure.
• · The awards are granted under the IREN Limited 2025 Omnibus Incentive Plan.

01-07-2026

Zumiez Inc. announced on June 30, 2026, that CFO Christopher C. Work is stepping down after 19 years of service. He will remain in his role until a successor is found, and the company has engaged an executive search firm. The filing does not disclose any financial metrics or performance data.

• · CFO Christopher C. Work gave notice of resignation on June 30, 2026.
• · He will continue as CFO and assist with transition until a successor is appointed.
• · The company has engaged a leading executive search firm to find a new CFO.

01-07-2026

SITE Centers Corp. completed the sale of its ground leasehold interest in The Pike Outlets (Long Beach, CA) for $50.0 million in cash, with net proceeds of approximately $46.5 million. The transaction closed on June 30, 2026.

• · Purchase Agreement dated May 1, 2026
• · Property located in Long Beach, California
• · Seller is a subsidiary of SITE Centers Corp.

01-07-2026

Velo3D granted CEO Arun Jeldi a performance-based stock option for 964,474 shares at $18.40, vesting only if market capitalization milestones ($1B, $3B, $5B, $10B) are achieved within five years. The company also entered Change in Control Agreements with the CEO, CFO, and Chief Revenue Officer, providing severance benefits including salary, bonus, equity acceleration, and medical coverage upon qualifying termination around a change in control. The awards are highly contingent on significant market cap growth and do not reflect any current financial performance changes.

• · The performance-based option was granted under the company's 2021 Equity Incentive Plan.
• · Vesting milestones must be achieved within five years from the grant date.
• · Once vested, the option remains exercisable until the earlier of the 10th anniversary of the grant date or one year after cessation of service.
• · CIC Agreements cover termination without cause or resignation for good reason within a period starting three months before and ending twelve months after a change in control.
• · Severance benefits include a lump sum of base salary plus target annual bonus plus pro-rata target bonus, vesting of time-based equity, and 12 months of medical premium coverage.
• · Benefits are subject to a general release of claims and may be reduced to avoid golden parachute excise tax if it results in a higher net after-tax amount for the executive.

01-07-2026

Forum Markets, Inc. (f/k/a ETHZilla Corp) entered into Side Letter Amendment No. 2 with Zippy, Inc. on June 30, 2026, restructuring the Final Make Whole Amount under the Series B-3 Preferred Stock Purchase Agreement. The amendment replaces a single true-up determination date with three separate measurement and payment dates (July 31, September 30, and December 31, 2026) to provide greater flexibility and spread stock performance risk. The amendment does not disclose any financial amounts or performance metrics, making it a procedural restructuring of existing obligations.

• · The amendment replaces the single June 30, 2026 true-up date with three dates: July 31, 2026, September 30, 2026, and December 31, 2026.
• · Zippy may sell up to 285,714 shares per period in the first two sell periods, with unsold shares carried forward.
• · For the third true-up period, the make-whole amount is calculated on both sold shares (against gross proceeds) and retained shares (against VWAP).
• · The aggregate make-whole obligation is capped so Zippy receives no more than $10.50 per share for all stock consideration.
• · Failure to timely pay any true-up amount constitutes an 'ETHZ Forfeiture Event' under the original agreement.

01-07-2026

AppFolio announced the retirement of directors Andreas von Blottnitz and Janet Kerr, effective June 29, 2026, and the election of Diya Jolly and Michael Yang as new Class I directors. Shane Trigg was appointed Chairman of the Board, and Winifred Webb as Lead Independent Director. The non-employee director compensation was updated: committee chair retainers decreased from $50,000 to $40,000, annual equity awards increased from $150,000 to $200,000, and a new $40,000 retainer for the Lead Independent Director was introduced.

• · Andreas von Blottnitz served as director since 2007; Janet Kerr since 2015.
• · Retirements not due to any disagreement with the Company.
• · New directors Diya Jolly and Michael Yang are independent under Nasdaq and SEC rules.
• · Diya Jolly is Chief Product and Technology Officer of Xero Limited; previously CPO at Okta, product roles at Google, FreeWheel, Microsoft, and business analyst at McKinsey.
• · Michael Yang is a Partner at Investment Group of Santa Barbara and Founder/CEO of Toro TMS; previously at McKinsey, U.S. Steel, Tiger Management.
• · Shane Trigg will not receive separate compensation for Chairman role.
• · Committee assignments: Saori Casey to Audit Committee; Casey and Yang to Compensation Committee; Yang to Nominating and Corporate Governance Committee; Jolly to Risk and Compliance Oversight Committee.

01-07-2026

TopBuild Corp filed an 8-K on July 1, 2026, reporting the formation of a Delaware LLC named 'Titanium MergerCo 2, LLC' on March 27, 2026, which is a typical structure for a merger or acquisition transaction. The filing includes multiple items (1.01, 1.02, 2.01, 2.03, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01) indicating a significant corporate event, but no specific financial terms or performance metrics are disclosed.

• · The Certificate of Formation was filed with the Delaware Secretary of State on March 27, 2026.
• · The registered office is at 1209 Orange Street, Wilmington, Delaware 19801.
• · The registered agent is The Corporation Trust Company.
• · The filing includes items 1.01, 1.02, 2.01, 2.03, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, and 9.01, indicating a material definitive agreement, termination of a material agreement, completion of an acquisition, creation of a direct financial obligation, notice of delisting, material modification to security holder rights, changes in control, departure/election of directors, amendments to articles of incorporation, and other events.

01-07-2026

Cumberland Pharmaceuticals closed a strategic transaction with Apotex, selling its branded pharmaceutical line for $100 million in cash, with over 99% shareholder approval. The deal strengthens Cumberland's financial position to focus on its rare disease pipeline, including ifetroban for Duchenne Muscular Dystrophy, Systemic Sclerosis, Idiopathic Pulmonary Fibrosis, and Cancer Metastasis. However, the company is divesting its existing branded revenue stream, shifting to a development-stage pipeline with no approved products, which introduces execution risk.

• · Cumberland retains its majority ownership in Cumberland Emerging Technologies Inc.
• · Ifetroban has FDA Orphan Drug, Rare Pediatric Disease, and Fast Track designations for Duchenne Muscular Dystrophy Cardiomyopathy.
• · Phase II study for Idiopathic Pulmonary Fibrosis is actively enrolling with favorable interim safety findings.
• · Cancer Metastasis pilot study showed a favorable trend in fewer deaths due to metastatic disease with ifetroban vs. placebo.

01-07-2026

Columbus McKinnon announced the appointment of John R. Linker as EVP of Finance and CFO, effective July 1, 2026, succeeding Gregory P. Rustowicz. The company also reaffirmed its fiscal year 2027 guidance as previously announced on June 4, 2026. No financial figures or performance metrics were disclosed in this filing.

• · John R. Linker previously served as CFO of Husky Technologies Limited, where he improved financial flexibility and drove record earnings growth.
• · Linker also served as CFO and COO of Serta Simmons Bedding LLC, leading a commercial and operational turnaround that drove substantial margin improvement.
• · Prior roles include CFO at JELD-WEN Holding, Inc., where he oversaw initiatives leading to significant earnings growth and the company's successful IPO in 2017.
• · Gregory P. Rustowicz is departing after 15 years with the company.
• · The company reaffirmed its fiscal year 2027 guidance, originally issued on June 4, 2026.

01-07-2026

NN, Inc. entered into a Securities Purchase Agreement on June 30, 2026, to sell 24,509,804 shares of common stock at $3.06 per share in a private placement, expecting gross proceeds of $75.0 million. The closing is expected on July 2, 2026, with Craig-Hallum Capital Group LLC acting as placement agent receiving a 6.0% fee. The company also entered into a Registration Rights Agreement to register the shares for resale, with potential liquidated damages if filing or effectiveness deadlines are missed.

• · The purchase price per share is $3.06.
• · The closing is expected on or about July 2, 2026.
• · The Registration Rights Agreement requires filing a registration statement within 45 days and effectiveness within 45 days (or 90 days for full SEC review).
• · The offering is exempt from registration under Section 4(a)(2) of the Securities Act and Regulation D.
• · The company will pay all fees and expenses related to the registration of the shares.

01-07-2026

QXO, Inc. completed its acquisition of TopBuild Corp., significantly expanding its scale in building products distribution. The deal is expected to be substantially accretive to earnings, with plans to generate at least $300 million in annual synergies by 2030. However, the acquisition was funded with cash and stock, and no specific financial terms were disclosed; the company also faces integration risks and the departure of board member Jared Kushner.

• · QXO is now #1 in insulation, #2 in roofing, #1 in waterproofing, and #1 or #2 in lumber/building materials in key geographies.
• · TopBuild shares stopped trading on NYSE before market open on July 1, 2026.
• · Morgan Stanley acted as lead financial advisor; Barclays and Wells Fargo as additional advisors.
• · TopBuild is now a wholly owned subsidiary of QXO.
• · Brad Jacobs stated the acquisition expands exposure to fast-growing end markets like data centers.

01-07-2026

Quantum Cyber N.V. (Nasdaq: QUCY) announced that its subsidiary, Quantum Drones Corporation, has signed definitive agreements to acquire a 50,000-square-foot industrial facility and installed manufacturing equipment in Bridgeport, Connecticut, for $3.2 million. The acquisition advances the company's strategic transition from a technology licensing model to a vertically integrated domestic defense manufacturer, positioning it to pursue U.S. government contracts under the Trump Administration's Executive Order 14307 and the DoD's $55 billion FY2027 budget for drone and autonomous warfare programs. However, the transaction remains subject to customary closing conditions, and the company's forward-looking statements highlight significant risks, including the failure to consummate the acquisition or integrate the facility successfully.

• · The acquisition follows a Letter of Intent announced on June 8, 2026.
• · The facility is located at 38 Union Avenue, Bridgeport, Connecticut, with direct access to Interstate 95.
• · The acquired equipment includes a substantial installed inventory of metal-forming and machining assets.
• · The company previously announced on June 2, 2026, that it would assume direct manufacturing of its licensed autonomous drone platform.
• · On May 28, 2026, the company announced plans to establish a U.S.-based defense-technology manufacturing complex.
• · Quantum Drones Corporation is a Nevada-incorporated subsidiary led by Peter O'Rourke (former Acting Secretary of the U.S. Department of Veterans Affairs) and Robert Liscouski (former Assistant Secretary for Infrastructure Protection at DHS).

01-07-2026

Blue Owl Capital Inc. completed its acquisition of Sila Realty Trust, Inc. for $30.38 per share in cash, representing an approximately 19% premium over the closing price on April 17, 2026. The transaction was approved by over 98% of votes cast at Sila's special meeting on June 26, 2026. Sila's common stock has been delisted from the NYSE.

• · Sila's portfolio comprises high quality tenants in geographically diverse facilities positioned to capitalize on dynamic healthcare delivery.
• · Blue Owl's Real Assets platform will integrate the Sila portfolio, benefiting from institutional scale and investment expertise.
• · Advisors included BofA Securities for Sila, and Citigroup Global Markets Inc., Truist Securities, Inc., and Newmark Group, Inc. for Blue Owl.

01-07-2026

Viatris Inc. entered into an amended and restated term loan credit agreement on July 1, 2026, with Mizuho Bank as administrative agent and Mizuho, MUFG, and Sumitomo Mitsui as mandated lead arrangers, providing a ¥40,000,000,000 (approximately $267M) term loan facility. The agreement replaces the existing 2021 credit agreement and includes financial covenants, negative covenants, and an interest rate grid tied to Viatris's debt ratings (initially set at Pricing Level 2 with an Applicable Rate of 1.10% for TIBOR rate loans). The filing does not disclose any material adverse changes or litigation that would affect the company's financial condition.

• · The credit agreement includes a financial covenant (Section 6.07) and negative covenants covering indebtedness, liens, fundamental changes, restricted payments, investments, affiliate transactions, and lines of business.
• · The agreement contains standard events of default, representations and warranties, and affirmative covenants including financial reporting and compliance with laws.
• · The facility is guaranteed by certain affiliates and subsidiaries of Viatris as guarantors.
• · The agreement includes provisions for increased costs, taxes, break funding payments, and illegality, as well as customary clauses for replacement of lenders and mitigation obligations.
• · The filing references an existing credit agreement dated July 1, 2021, which is being amended and restated.

01-07-2026

NextTrip, Inc. (NTRP) borrowed an additional $250,000 in short-term unsecured loans from The Donald P. Monaco Insurance Trust, a related party, on June 25 and June 30, 2026. The total principal balance of the Monaco Loans now stands at $950,000, with interest accruing at 7.5% simple interest per annum and the maturity date extended to July 15, 2026. While the loans provide immediate liquidity, the rapid accumulation of debt and short maturity highlight potential cash flow pressures.

• · The Monaco Loans commenced on March 25, 2026, and the principal balance has grown to $950,000 within about three months.
• · The loans are unsecured and approved by both the Board of Directors and the Audit Committee.
• · The maturity date was extended to July 15, 2026, indicating a short-term financing need.

01-07-2026

Scotts Miracle-Gro announced a strategic leadership succession, appointing Nate Baxter as President and CEO effective immediately, and Pete Shumlin as Chairman of the Board. Jim Hagedorn, CEO since 2001, transitions out as part of a long-term internal plan. The company reaffirmed its Fiscal 2026 guidance, projecting low single-digit U.S. Consumer net sales growth, non-GAAP adjusted EBITDA mid single-digit growth, and free cash flow of approximately $275 million, but also noted a leverage ratio in the high 3's, indicating ongoing debt reduction needs.

• · Nate Baxter joined the company in April 2023 as EVP, technology and operations, became COO in September 2023, and president and COO in 2024.
• · Jim Hagedorn led the merger of Miracle-Gro with The Scotts Company in 1995 and the public listing of SMG on the NYSE.
• · The company will host its 2026 Investor Day at the New York Stock Exchange on August 4, 2026.
• · Baxter is a general partner of the Hagedorn Partnership, L.P., the largest shareholder of the company.
• · Non-GAAP adjusted EBITDA mid single-digit growth is part of the fiscal 2026 guidance.

01-07-2026

At its 2026 Annual Meeting on June 30, Petco stockholders approved a Plan Amendment to increase shares reserved under the 2021 Equity Incentive Plan by 15.5 million shares. All four director nominees were elected, the say-on-pay proposal passed, and Ernst & Young LLP was ratified as auditor for FY2027. Approximately 24 million broker non-votes were recorded on three of four proposals, indicating modest retail participation on those items.

• · Say-on-pay (Proposal 2) received 201,860,152 votes for, 42,922,182 against, and 1,564,386 abstentions.
• · Ratification of Ernst & Young (Proposal 4) passed overwhelmingly: 269,971,930 for, 343,606 against, 123,776 abstentions, and no broker non-votes.
• · All director nominees were elected with votes for ranging from 200.9 million (Nishad Chande) to 215.0 million (Joel Anderson).
• · Broker non-votes totaled approximately 24.1 million on Proposals 1, 2, and 3.

01-07-2026

Box Inc. held its annual meeting on June 25, 2026, where stockholders approved an amendment to the 2015 Equity Incentive Plan, increasing the share reserve by 7.2 million shares. The meeting also saw the election of three Class III directors (Sue Barsamian, Jack Lazar, Steve Murphy) and advisory approval of executive compensation. However, the equity plan amendment passed with a relatively narrow margin (75.0 million for vs. 47.0 million against), and director Sue Barsamian received a significant 40.4 million against votes, indicating notable shareholder dissent.

• · Proposal 4 (ratification of Ernst & Young as auditor) passed overwhelmingly: 125.8 million for, 4.4 million against.
• · Proposal 2 (advisory vote on executive compensation) passed with 120.7 million for, 1.3 million against.
• · Proposal 3 (equity plan amendment) had a narrower approval: 75.0 million for, 47.0 million against.
• · Director Sue Barsamian received 40.4 million against votes, the highest dissent among the three nominees.
• · The record date for voting was May 1, 2026.

01-07-2026

Mativ Holdings, Inc. appointed Bruce Hausmann, CFO of Interface, Inc., to its Board of Directors effective July 1, 2026, where he will serve on the Audit Committee. Hausmann brings over 25 years of corporate and operational finance experience across multiple industries and capital structures. The appointment strengthens the Board's financial expertise as the company executes its strategic priorities, though no specific financial metrics or performance data were disclosed in the filing.

• · Hausmann will serve on the Company's Audit Committee.
• · He has been Vice President and CFO of Interface, Inc. since April 2017.
• · Hausmann holds a Bachelor of Science in Finance from Arizona State University and is a Certified Public Accountant (Inactive).
• · Mativ operates two segments: Filtration & Advanced Materials and Sustainable & Adhesive Solutions.
• · The company manufactures on three continents and generates sales in over 80 countries.

01-07-2026

Sangamo Therapeutics filed an 8-K on July 1, 2026, disclosing the termination of Ernst & Young (EY) as its independent auditor on June 25, 2026, following the company's Chapter 11 bankruptcy filing. The company's common stock was delisted from Nasdaq and began trading on the OTCQB Venture Market on May 5, 2026, and subsequently moved to the OTCID Basic Market under the symbol 'SGMOQ' on June 24, 2026. No new auditor has been engaged, and the Nasdaq delisting appeal remains pending.

• · EY's reports for fiscal years ended Dec 31, 2024 and Dec 31, 2025 contained no adverse opinion or disclaimer, except a going concern explanatory paragraph.
• · No disagreements or reportable events occurred between the company and EY during the relevant periods.
• · The company's common stock began trading on the OTCID Basic Market under symbol 'SGMOQ' on June 24, 2026.
• · The Nasdaq delisting determination was issued on April 28, 2026; trading was suspended on May 5, 2026.
• · The Nasdaq appeal hearing has been completed but the outcome remains pending.

01-07-2026

Employers Holdings, Inc. (NYSE:EIG) announced the appointment of Stephanie C. Bush to its Board of Directors, effective July 1, 2026. Ms. Bush brings over 30 years of experience in underwriting, product management, and distribution from The Hartford and Travelers, and currently serves on multiple insurance and advisory boards. The appointment strengthens the board's expertise in small commercial lines and industry leadership.

• · Ms. Bush retired from The Hartford in March 2024 after serving as EVP and Head of Small Commercial and Personal Lines Insurance.
• · She previously led Travelers Personal Insurance Product Management as SVP from 2008 to 2012.
• · She holds a BA in political science from the University of Missouri–St. Louis.
• · Employers' insurance subsidiaries are rated A (Excellent) by AM Best.

01-07-2026

National Health Investors, Inc. (NHI) entered into a Change in Control Severance Agreement with CFO Todd Siefert on July 1, 2026. The agreement provides for severance benefits including a lump sum cash payment equal to 2.0 times the average of the Executive's annual base salary and bonus for the most recent two consecutive calendar years, accelerated equity vesting, and 18 months of COBRA coverage, contingent upon a qualifying termination within two years following a Change in Control. The agreement also includes non-competition and non-solicitation restrictions for 12 months after severance benefits become payable.

• · The CIC Severance Agreement is effective as of July 1, 2026.
• · Severance is in lieu of any severance under any other agreement or arrangement.
• · Qualifying termination includes termination by the Company without Cause or by the Executive for Good Reason within two years following a Change in Control, or termination without Cause within 30 days prior to a Change in Control.
• · The lump sum cash payment is 2.0 times the average of the Executive's annual base salary and bonus for the most recent two consecutive calendar years.
• · A pro-rated annual bonus payment is also provided, equal to the greater of target bonus or earned bonus based on performance through termination.
• · Accelerated vesting applies only to equity awards subject solely to time-based vesting.
• · The agreement includes a 'best net' cutback provision for excise tax under Section 4999 of the Code.
• · Non-competition and non-solicitation restrictions apply during employment and for 12 months after severance benefits are payable.
• · Confidentiality restrictions apply during and after employment.