US Material Events SEC 8-K Filings — August 11, 2026

11-08-2026

Comscore filed an 8-K on August 11, 2026, disclosing officer changes under Item 5.02, along with cost-related exit activities (Item 2.05), Regulation FD disclosure (Item 7.01), and financial exhibits (Item 9.01). The filing indicates a leadership transition and associated restructuring costs, but specific names, titles, reasons, and financial figures are not disclosed in the provided metadata. The absence of quantitative details limits the ability to assess materiality or market impact.

• · Filing includes Item 2.05 (exit/disposal costs) and Item 5.02 (officer change), suggesting a restructuring event tied to leadership transition.
• · Item 7.01 (Regulation FD) indicates the company made a selective disclosure, possibly related to the officer change or exit activities.
• · No specific names, titles, effective dates, or financial amounts are provided in the available data.

11-08-2026

B&G Foods announced the retirement of CEO Kenneth C. “Casey” Keller, effective August 7, 2026, after five years in the role. The Board has selected a successor who currently serves as a senior leader at another public company, but his identity has not yet been disclosed pending coordination with his current employer. The outgoing CEO and Board Chair highlighted portfolio reshaping efforts through recent divestitures and acquisitions, but the company faces ongoing industry headwinds including supply chain disruption, price inflation, and tariffs.

• · The successor CEO has accepted the offer but his identity is withheld at his request.
• · B&G Foods expects to announce the incoming CEO shortly in coordination with the successor's current employer's reporting requirements.
• · Mr. Keller will assist in the leadership transition on an ongoing basis after his retirement date.
• · The company has a pending divestiture of its Green Giant and Le Sieur frozen and shelf-stable business in Canada.
• · Recent acquisition includes College Inn and Kitchen Basics.

11-08-2026

Chaince Digital Holdings Inc. (Nasdaq: CD) announced a registered direct offering of 30,560,000 ordinary shares for gross proceeds of approximately $16.2 million (including purchases in USDC), expected to close on or about August 11, 2026. The company plans to use the net proceeds for working capital and general corporate purposes, including expanding institutional-grade digital asset management, advancing real-world asset tokenization infrastructure, and scaling its regulated broker-dealer subsidiary, Chaince Securities, LLC. CEO Shi Qiu emphasized disciplined capital deployment to build ahead of institutional demand for regulated on-chain financial products.

• · The offering is made under the company's effective shelf registration statement on Form F-3 (File No. 333-287428), initially filed on May 20, 2025 and declared effective on June 27, 2025.
• · The company was formerly known as Mercurity Fintech Holding Inc.
• · Chaince Digital's subsidiaries include Chaince Securities, LLC (a FINRA-registered broker-dealer) and AI/HPC infrastructure platforms.
• · The company aims to bridge traditional financial markets with the digital-asset economy through compliant, scalable, institutional-grade infrastructure.

11-08-2026

Tyson Foods priced a $1.0 billion senior notes offering, split evenly between $500M of 5.100% notes due 2031 and $500M of 5.600% notes due 2037. The company will use proceeds to fund a tender offer for existing notes and for general corporate purposes. The offering is expected to close on August 24, 2026.

• · The offering is being made under an effective shelf registration statement that became effective on June 9, 2026.
• · Joint book-running managers include BofA Securities, J.P. Morgan, Morgan Stanley, Rabo Securities, RBC Capital Markets, Goldman Sachs, and U.S. Bancorp Investments.
• · Senior co-managers are Scotia Capital and SMBC Nikko Securities.
• · Co-managers include BMO Capital Markets, Regions Securities, Academy Securities, Loop Capital Markets, and Siebert Williams Shank.

11-08-2026

JBS N.V. reported a 14% increase in net sales to $23.9 billion for Q2 2026, but saw a net loss of $102 million compared to net income of $528 million in the prior year. IFRS Adjusted EBITDA declined 18% driven by lower poultry margins and higher cattle costs, while leverage increased to 3.1x from 2.27x a year ago. The company also announced plant closures, a business unit merger, and increased its revolving credit facility to $4.2 billion.

• · JBS Beef North America Adjusted EBITDA improved to -$78 million vs -$233 million a year ago but remains negative.
• · Pilgrim's Pride net sales declined 2.8% to $4,623M, with gross profit down 34.3%.
• · JBS Brazil recorded record second-quarter net sales of $4,585M, up 28.0% YoY.
• · Seara sales grew 18.2% to $2,560M, but Adjusted EBITDA margin contracted to 14.9% from 18.1%.
• · JBS Australia net sales grew 30.0% to $2,565M, but Adjusted EBITDA fell 20.5% due to 24% higher cattle costs.
• · JBS USA Pork Adjusted EBITDA plunged 54.0% to $117M as domestic demand softened.
• · Non-recurring items in net income included $172M in tender offer costs, $133M in antitrust settlements, and $81M bargain purchase gain.
• · The company joined the Russell 1000 and Russell 3000 indices in Q2 2026.
• · The Company closed two plants (Souderton, PA and Memphis, TN) and merged three beef units into Beef USA.

11-08-2026

Safe & Green Holdings Corp. (now Olenox Industries Inc.) entered into an amendment agreement with investor Generating Alpha Ltd. on August 4, 2026, modifying key terms of the original May 2025 stock purchase agreement. The amendment changes the company name, updates anti-dilution provisions, deletes the true-up mechanism, and imposes stricter restrictions on variable rate transactions, including a 10% discount cap and a prohibition on warrants. The amendment also allows Generating Alpha to deduct up to 30% of put proceeds to repay outstanding notes and interest owed to it, signaling potential financial strain.

• · The company name was changed from Safe & Green Holdings Corp. to Olenox Industries Inc. in the agreement.
• · The agreement date was amended from May 29, 2025, to August 4, 2026.
• · Section 1.6 'Average Daily Trading Volume' was redefined to exclude pre-arranged special crossings, off-market transfers, block trades, or abnormal trades.
• · Section 4.18 Anti-Dilution was replaced: for any increase in outstanding common stock (excluding board/employee/existing preferred conversions/acquisition shares), the company must issue 4.99% of that increase into the holder's share reserve.
• · Section 7.5 True-Up was deleted entirely.
• · Section 7.6(b) No Variable Rate Transactions was replaced: prohibits any variable rate transaction with a total discount over 10% (including OID, legal fees, conversion discounts); absolutely no warrants allowed; investor can seek injunctive relief without bond.
• · Section 12.4 was replaced: if registration statement not effective within 60 days due to company's lack of diligence, company must issue 10,000 shares as penalty; if not issued, amount can be withheld from any put notice.
• · Section 12.11 Expiration was amended from May 8, 2026, to 'two years from the Effective Date'.
• · Section 2.3(b)(ix) was added: if company has not repaid principal and interest of any notes owed to Generating Alpha, up to 30% of put proceeds may be deducted by Generating Alpha.
• · Section 6.10 Review of Public Disclosures was deleted.
• · Notice email addresses for the company were revised (redacted in filing).

11-08-2026

Azenta, Inc. appointed Erik J. Bello as Vice President, Chief Accounting Officer, effective August 31, 2026. Mr. Bello will receive an annual base salary of $380,000, a one-time sign-on bonus of $80,000, and long-term incentive awards totaling $450,000 over two fiscal years. Lawrence Lin will cease to serve as principal accounting officer but will continue as Executive Vice President and Chief Financial Officer.

• · Mr. Bello's sign-on bonus of $80,000 is subject to repayment if he voluntarily terminates employment within one year of hire.
• · Mr. Bello holds a B.S. in Accounting from the University of Maryland and is a certified public accountant.
• · There are no family relationships between Mr. Bello and any director or executive officer, and no reportable transactions under Item 404(a) of Regulation S-K.

11-08-2026

Team, Inc. (NYSE: TISI) announced that Stellex Capital Management has acquired all 1,604,326 shares of common stock held by Corre Partners Management at $35.50 per share in a privately negotiated transaction, making Stellex the Company's largest common equity shareholder with an expected ownership of approximately 35% of outstanding common stock. The Company will not receive any proceeds from the transaction. Management views this as a strong vote of confidence in the Company's strategic direction and long-term value creation, while thanking Corre for its past engagement during the turnaround.

• · The transaction was a privately negotiated sale between two existing stakeholders; the Company is not issuing any shares and will not receive any proceeds.
• · Stellex also holds preferred stock and warrants that were issued to it in September 2025.
• · The Company is headquartered in Sugar Land, Texas and operates in 13 countries.

11-08-2026

Cardinal Health entered into a new $4.0B revolving credit agreement dated August 7, 2026, replacing its prior 364-day facility. The agreement includes a $500M alternative currency sublimit and involves major financial institutions as lenders and arrangers. No financial performance metrics were disclosed in this filing.

• · The credit agreement is dated August 7, 2026, and was filed on August 11, 2026.
• · The facility includes a swingline facility and letter of credit issuance capabilities.
• · The agreement includes an option to increase commitments and extend the facility termination date.
• · The prior 364-day facility was dated October 7, 2025, with Bank of America as administrative agent.
• · The new agreement includes a consolidated net leverage ratio covenant (Section 6.12).

11-08-2026

Immunic, Inc. appointed Elena Ridloff, CFA to its Board of Directors effective August 6, 2026. Ms. Ridloff brings over 20 years of financial and capital markets experience, having served as CFO at ACADIA Pharmaceuticals and currently as CFO at Sionna Therapeutics. The appointment comes as the company approaches a pivotal Phase 3 ENSURE readout in relapsing multiple sclerosis, with top-line data expected by year-end 2026, and plans to initiate a confirmatory Phase 3 program in progressive MS later in 2026.

• · Elena Ridloff currently serves as CFO at Sionna Therapeutics and also serves on the Board of Directors of Kymera Therapeutics, where she chairs the Audit Committee.
• · She previously served as EVP and CFO of ACADIA Pharmaceuticals, where she raised $600 million in capital.
• · Earlier in her career, she established and led the investor relations function at Alexion Pharmaceuticals, was CEO of BIOVISIO, and served as a Managing Director at Maverick Capital.
• · Vidofludimus calcium combines neuroprotective effects as a first-in-class Nurr1 activator with anti-inflammatory and anti-viral effects by selectively inhibiting DHODH.
• · The company's pipeline also includes earlier-stage programs IMU-381 and IMU-856.

11-08-2026

CVRx announced the departure of Chief Revenue Officer Robert John, effective immediately, and the appointment of Paul Verrastro as Interim Head of Sales. The change is driven by the company's revised commercial outlook and need to improve execution, reflecting ongoing challenges in sales performance.

• · Paul Verrastro has over 30 years of medical device sales and marketing experience and has been with CVRx for over five years.
• · Verrastro previously served as Chief Marketing and Strategy Officer before moving to a senior advisor role.
• · The company is conducting a search for a permanent successor to the Chief Revenue Officer position.

11-08-2026

Aura Biosciences reported Q2 2026 results with net loss widening to $45.6M from $27.0M YoY, driven by increased R&D and G&A expenses, including stock-based compensation from executive transitions. The company fully enrolled its Phase 3 CoMpass trial (108 patients, exceeding target) and extended cash runway into 1H 2029 through a 20% workforce reduction and strategic refocus on ocular oncology, while deprioritizing its NMIBC program despite encouraging interim data. Leadership changes include new COO, Chief Regulatory and Quality Officer, and Chief People Officer, with CFO, CLO, and CTO stepping down.

• · Phase 3 CoMpass trial topline data expected in 2H 2027.
• · NMIBC program deprioritized; data collection through 12-month follow-up to be completed.
• · Restructuring charges estimated at $2.9M to $3.2M, substantially complete by end of Q3 2026.
• · Cash runway extended into 1H 2029.
• · New executives appointed: Susan Abu-Absi (COO), Erica Kratz (Chief Regulatory and Quality Officer), Julie Person (Chief People Officer).
• · CFO, CLO, and CTO stepping down.
• · NMIBC interim data: 81% objective response rate, 69% complete response rate at 3 months; 100% disease-free at 9- or 12-month timepoints.
• · All treatment-related adverse events in NMIBC were Grade 1, no dose-limiting toxicities, no serious adverse events.
• · Additional ocular oncology programs (metastases to choroid, ocular surface cancers) to provide updates in Q1 2027.

11-08-2026

IES Holdings, Inc. (IESC) announced a definitive agreement to acquire DBM Global Inc. from INNOVATE Corp. for approximately $685 million, comprising $545 million in cash and $140 million in IES common stock. The acquisition adds a new Structural line of business, with DBM Global generating $1.3 billion in revenue for the twelve months ended March 31, 2026, and employing about 3,400 people. The transaction is expected to close in the quarter ending December 31, 2026, subject to regulatory approvals and customary conditions.

• · DBM Global operates through brands including Schuff Steel, Banker Steel, GrayWolf, DBM Vircon and Aitken.
• · DBM Global has over 2 million square feet of fabrication and operating facilities across the U.S.
• · The acquisition is expected to close in the quarter ending December 31, 2026.
• · IES will first acquire INNOVATE's 91.2% interest, then the remaining minority interests via a short form merger.
• · The cash consideration includes a $35 million payment to INNOVATE for a joint Section 338(h)(10) election.

11-08-2026

BioXcel Therapeutics entered into the Twelfth Amendment to its Credit Agreement with Oaktree Fund Administration LLC, extending the deadline to August 21, 2026 for the company to finalize a transaction that would repay all loan obligations or secure an alternative capital solution acceptable to lenders. The amendment also reduced the minimum liquidity covenant from $6.25 million to $3.0 million, providing near-term cash flexibility. However, the company faces significant pressure to secure a refinancing or capital transaction within a tight 11-day window, and the reduced liquidity threshold underscores ongoing financial strain.

• · The company must enter definitive agreements by August 21, 2026 (extended from August 10, 2026) for a transaction that either repays all loan obligations or is an alternative capital solutions transaction acceptable to lenders.
• · The Twelfth Amendment was entered into on August 10, 2026, and filed on August 11, 2026.
• · The Credit Agreement was originally dated April 19, 2022.

11-08-2026

Green Thumb Industries Inc. (GTBIF) entered into an amendment agreement on August 10, 2026, with its subsidiary RSLGH, LLC and Vision Management Services, LLC, and RYTHM, Inc. (RYM), removing all beneficial ownership limitations on convertible notes, warrants, and a shared services agreement. As a result, Green Thumb will be required to consolidate RYM in its financial statements beginning October 10, 2026, though it does not currently intend to exercise any securities before or after that date. The amendment involves $72.0 million in secured convertible notes and warrants for up to 9,731,638 shares of RYM common stock.

• · The amendment removes the 49.99% beneficial ownership limitation on the Notes, Warrants, and Services Agreement.
• · The effective date of the amendment is October 10, 2026.
• · Green Thumb does not currently intend to exercise any securities before or after the Consolidation Date.
• · Benjamin Kovler serves as Chairman and Interim CEO of both Green Thumb and RYTHM, Inc.

11-08-2026

RYTHM, Inc. entered into an amendment with RSLGH, LLC and Vision Management Services, LLC to remove all beneficial ownership limitations (the 49.99% cap and Nasdaq approval requirement) from its secured convertible notes, pre-funded warrants, and shared services agreement, effective October 10, 2026. The amendment covers the May 2025 Note ($27.0M original principal), August 2025 Note ($45.0M original principal), and all related warrants, potentially allowing RSLGH to convert or exercise into a controlling stake in the company. The filing does not disclose any new financing, operational results, or period-over-period performance metrics.

• · The amendment removes the 49.99% beneficial ownership limitation and the Nasdaq stockholder approval requirement from all notes and warrants, effective October 10, 2026.
• · The amendment also modifies the May 2025 Note and August 2025 Note to allow interest payments to be made, at the Required Holders' election, in cash, shares of Common Stock, or pre-funded warrants.
• · RSLGH is the Required Holder (majority holder) under both the May 2025 Note and August 2025 Note, giving it control over amendments.
• · The November 2024 Note had an original principal of $10.0M and was previously amended twice (May 2025 and August 2025).
• · The May 2025 Note had an original principal of $27.0M and was previously amended once (August 2025).
• · The August 2025 Note had an original principal of $45.0M and had not been previously amended.
• · Benjamin Kovler serves as both Interim CEO of RYTHM and Authorized Manager of VMS, the services provider.
• · The filing does not include any financial results, operational updates, or period-over-period comparisons.

11-08-2026

Superior Group of Companies (SGC) announced an amendment and restatement of its $200 million senior secured credit facilities, extending the maturity from August 2027 to August 2031. The facilities, comprised of a $125 million revolving credit facility and a $75 million term loan, are unchanged in size and retain an additional $75 million of incremental capacity. The refinancing provides the company with extended runway and flexibility to support its capital allocation strategy and growth initiatives, but no new debt or change in committed amount was incurred.

11-08-2026

Littelfuse appointed Todd Kelsey, President and CEO of Plexus Corp., to its board of directors and the Compensation Committee. Kelsey brings extensive global technology, engineering, and manufacturing expertise, as well as public company board experience. No financial metrics or performance data were disclosed in this filing.

• · Kelsey was also appointed to the Compensation Committee.
• · Kelsey has served as Vice Chair of the Board and Audit Committee Chair for Steelcase Inc.
• · Kelsey currently serves as Vice Chair of the Board for Wisconsin Manufacturers and Commerce.
• · Kelsey holds bachelor's and master's degrees in electrical engineering from the University of Wisconsin-Madison and an MBA from the University of Wisconsin-Oshkosh.

11-08-2026

ClearSign Technologies announced the appointment of Larry Saddler, a retired ExxonMobil executive with nearly 40 years of experience, to its Board of Directors. Saddler's expertise in heat transfer technology and emissions reduction is expected to support the company's strategic growth and technology adoption. The appointment fills a vacant directorship and is seen as a positive addition to the board.

• · Larry Saddler retired from ExxonMobil in 2021 after a career spanning the US, Thailand, and the UK.
• · He served as Global Technology Sponsor for Heat Transfer at ExxonMobil.
• · He played a key role in advancing next-generation Ultra-Low NOx burner technology.
• · He holds a Bachelor of Science in Mechanical Engineering from Clemson University.

11-08-2026

Idaho Copper Corporation (COPR) appointed four independent directors—Gil Atzmon, David Herskovits, Dr. John Moeller, and Corey Redfield—and established Audit, Compensation, and Nominating and Corporate Governance committees, rounding out an independent majority board following its NYSE American uplisting. The new directors bring expertise in mine development, public company audit, commodities trading, and Idaho permitting as the company advances its CuMo project toward an updated PEA and a PFS. No financial metrics or period-over-period comparisons were provided in this filing.

• · David Herskovits is a retired Deloitte & Touche audit partner with nearly 40 years of experience and chairs the Audit Committee.
• · Dr. John Moeller previously represented the CuMo project before state, local, and federal agencies from 2010 to 2019 and led its environmental assessment process.
• · Corey Redfield is a CFA and former senior commodities trader at Cargill Inc. (2018-2021) and chairs the Compensation Committee.
• · Gil Atzmon founded Zazu Metals in 2006 and served as Chairman/CEO until its acquisition by Solitario Resources in 2017; he was recently named Chairman of Solitario.
• · The CuMo project is described as one of the largest undeveloped copper deposits in the western hemisphere and likely the largest undeveloped molybdenum deposit in the world.
• · The CuMo project contains significant amounts of silver, rhenium, and tungsten.

11-08-2026

WEC Energy Group announced the appointment of Caroline Garcia as Vice President and Controller, effective August 31, 2026, succeeding William J. Guc who will retire in early 2027. Ms. Garcia, age 50, brings extensive experience from TXNM Energy and KPMG LLP. Her annual base salary will be $335,000 with short-term and long-term incentive targets of 50% and 70% of base salary, respectively.

• · Ms. Garcia has been serving as Director of Audit Services at TXNM Energy since 2024.
• · Prior to TXNM Energy, she was an Audit Partner at KPMG LLP from 1999 to 2024, focusing on energy, utility, and natural resources sectors.
• · Ms. Garcia is a Certified Public Accountant.
• · Her first long-term incentive awards will be effective with the 2027 award cycle.
• · William J. Guc will assume the role of special advisor to the CFO effective August 31, 2026, to ensure a smooth transition.

11-08-2026

National CineMedia, Inc. (NCM) announced a definitive agreement to acquire Captivate Holdings, LLC for $275 million enterprise value, creating a combined premium video and digital out-of-home advertising platform with over 48,000 screens across 185 DMAs. The acquisition is expected to close in H2 2026, funded with new term debt, and NCM is pausing its dividend and share repurchase programs to prioritize debt reduction. While Captivate has grown revenue ~40% and Adjusted EBITDA >50% over the past two years, the transaction adds significant leverage (net leverage ~3.9x) and NCM will suspend shareholder returns.

• · Captivate's core business generates ~90% of its advertising revenue from Class A and Class B office buildings.
• · Captivate expanded into residential properties in 2023 and now has over 9,700 residential locations.
• · NCM expects net leverage at close to be approximately 3.9x, inclusive of the new term debt, expected synergies, and savings from its operational transformation initiative.
• · The acquisition is expected to close during the second half of 2026, subject to regulatory approvals and customary closing conditions.
• · NCM is pausing its dividend and share repurchase programs following the close to prioritize debt reduction.
• · Captivate requires minimal ongoing capital investment, enabling profitable network growth.

11-08-2026

Bluerock Homes Trust, Inc. (BHM) completed the disposition of an additional 26 single-family residential units within its Golden Pacific portfolio for an aggregate sales price of approximately $7.2 million, with net proceeds of approximately $6.4 million. This brings the total units sold in 2026 to 61, as the company continues to exit the portfolio. The pro forma balance sheet shows total assets of $1.144 billion and total equity of $546.5 million, with the dispositions reducing net real estate investments but increasing cash.

• · The company holds a 97% interest in the Golden Pacific joint venture.
• · The 26-unit sale was completed between May 28, 2026 and August 7, 2026.
• · Pro forma net real estate investments decreased by approximately $9.4M from $847.3M historical to $838.0M.
• · Pro forma cash and cash equivalents increased by approximately $10.4M from $170.1M historical to $180.5M.
• · The pro forma financials do not reflect reinvestment of net proceeds from the dispositions.

11-08-2026

Simon Fisk resigned as Vice President of Fidelity Core Real Estate Fund and as a director and Vice President of its sole trustee, effective September 30, 2026, with no disagreement related to operations, policies, or practices. Vipul Gautam was appointed to succeed him in all roles, effective the same date. The filing is a routine officer change with no financial impact disclosed.

• · The resignation is effective September 30, 2026.
• · Vipul Gautam, 42, currently serves as Head of Direct Real Estate and Private Equity Multi-Strat Product and Investment Services at Fidelity.
• · Gautam previously held roles at Fidelity Institutional Wealth Advisor LLC and Fidelity's Workplace Investing division from 2016 to 2022, and at Morgan Stanley & Co. (2013-2016) and Bank of America Merrill Lynch (2009-2013).
• · No family relationships or reportable transactions exist between Gautam and the company or its officers.
• · The registrant is an emerging growth company.

11-08-2026

Smart Sand, Inc. reported record second-quarter 2026 results with revenue of $115.1M (up 24% sequentially and 34% YoY) and net income of $10.2M, reversing a net loss of $(3.9)M in Q1 2026. However, free cash flow was negative $(1.4)M in the quarter due to higher capital expenditures, though management expects positive free cash flow for the full year. The company also announced a leadership transition, with James Young becoming CFO effective January 1, 2027, replacing Lee Beckelman, who will remain as an advisor.

• · Company expects 2026 sales volume to increase 10% to 20% vs 2025.
• · Full-year 2026 CapEx guided at $15M to $20M, excluding acquisitions and new terminal investments.
• · Company expects to be free cash flow positive for 2026.
• · Cash on hand as of June 30, 2026: $10.2M; undrawn ABL capacity: $30.0M.
• · Share repurchase program approved Feb 23, 2026, for up to $20.0M in shares, effective through April 2, 2028.
• · Board declared a special dividend of $0.10 per share payable Aug 12, 2026 (record July 28, 2026).
• · A prior special dividend of $0.10 per share was paid May 5, 2026.
• · Expanded LNG export capacity and AI data center electricity demand cited as long-term growth drivers for natural gas demand.
• · SmartSand owns mines in Wisconsin and Illinois with access to four Class I rail lines.
• · Interest expense was $0.3M, consistent across all periods.

11-08-2026

Mineralys Therapeutics reported a net loss of $241.1M for Q2 2026, compared to a net loss of $43.3M in Q2 2025, driven largely by a $200.0M upfront payment to Tanabe to eliminate royalty obligations. The company strengthened its balance sheet with a $150.0M public offering and a $500.0M senior secured term loan facility, and appointed Dr. Terry Ferguson as Chief Medical Officer. The PDUFA target date for lorundrostat is December 22, 2026, with commercial preparations on track.

• · Net loss per share for Q2 2026 was $2.85, compared to $0.66 for Q2 2025.
• · Weighted-average shares outstanding increased from 65.5M in Q2 2025 to 84.7M in Q2 2026.
• · Total assets were $667.9M as of June 30, 2026, compared to $661.8M as of December 31, 2025.
• · Senior secured term loan, net was $97.6M as of June 30, 2026; no such debt existed at December 31, 2025.
• · Total liabilities increased from $15.1M to $116.9M, primarily due to the term loan.
• · Total stockholders' equity decreased from $646.7M to $550.9M, reflecting the net loss.
• · The company expects cash to fund operations into 2028.
• · Lorundrostat has 374-fold selectivity for aldosterone-synthase inhibition versus cortisol-synthase inhibition in vitro, with a half-life of 10-12 hours and 40-70% reduction in plasma aldosterone concentration.

11-08-2026

Griffon Corporation entered into a purchase agreement on August 10, 2026 to issue and sell $800,000,000 aggregate principal amount of 6.250% Senior Notes due 2034 to initial purchasers led by BofA Securities. The net proceeds will be used to redeem all of its outstanding 5.750% Senior Notes due 2028 and pay related fees and expenses. The offering is being conducted as a private placement exempt from registration under the Securities Act of 1933.

• · The purchase agreement was executed on August 10, 2026, with BofA Securities acting as representative of the initial purchasers.
• · The Notes will be issued under an indenture with Computershare Trust Company, N.A. as trustee.
• · The offering is exempt from registration under the Securities Act of 1933.
• · The company intends to use net proceeds to redeem all outstanding 5.750% Senior Notes due 2028 and pay related fees and expenses, including applicable premiums and accrued interest.
• · The company and guarantors made customary representations and warranties regarding the offering memorandum and their business.

11-08-2026

Burke & Herbert Financial Services Corp. (BHRB) entered into a change in control (CIC) agreement with its Executive Vice President and CFO, Kirtan Parikh, on July 6, 2026. The agreement provides Mr. Parikh with severance benefits—including 24 months of base salary, a lump-sum equal to two times his target annual incentive bonus, and up to 18 months of healthcare premium payments—if a change in control occurs and his employment is terminated without cause or for good reason within a specified window. The filing contains no financial results or period-over-period comparisons.

• · CIC benefits triggered if termination occurs within a window from three months before the change in control to 12 months after closing.
• · Severance subject to a separation and release agreement with non-disparagement, cooperation, and non-solicitation clauses.
• · The full CIC Agreement will be filed as an exhibit to the Company's Form 10-Q for the quarter ended September 30, 2026.

11-08-2026

Federal Realty OP LP entered into a call option transaction (a capped call) with one or more dealers in connection with its offering of $400 million (plus up to $60 million greenshoe) of exchangeable senior notes due 2031. The transaction is designed to reduce potential dilution upon exchange of the notes. The filing confirms the terms of the hedge, including a strike price and cap price, but does not disclose the specific financial figures for those prices or the premium.

• · The Exchangeable Notes are issued under an Indenture dated August 10, 2026.
• · The call option is structured as a 'Modified American' option, exercisable upon exchange of the notes.
• · The underlying Shares are the common shares of Federal Realty Investment Trust (ticker FRT).
• · The transaction is governed by a 2002 ISDA Master Agreement with New York law and USD as Termination Currency.
• · The filing includes provisions for automatic exercise of options on exchange dates and on the expiration date (August 15, 2031).

11-08-2026

Thryv Holdings, Inc. replaced its 2026 Short-Term Incentive Plan (STIP) with a new H2 2026 Bridge Plan effective July 1, 2026, following a recently announced restructuring. The Bridge Plan covers a six-month performance period (July 1 – December 31, 2026) with prorated target opportunities at 50% of the original annual targets and updated performance metrics reflecting the company's revised second-half business plan. The change applies to all employees, including Named Executive Officers, and was approved by the Compensation Committee on August 10, 2026.

• · The Bridge Plan performance period is July 1, 2026 through December 31, 2026.
• · Target opportunities under the Bridge Plan are prorated to 50% of the annual target under the 2026 STIP.
• · Performance metrics and weights: EBITDA (25%), Free Cash Flow (25%), SaaS Revenue (25%), Individual Performance (25%).
• · The Bridge Plan supersedes the 2026 STIP and cancels any prior conflicting documents.
• · Eligible employees must be in a STIP-eligible position for a minimum of 90 consecutive days and commence employment on or before September 30, 2026.
• · The Compensation Committee retains sole discretion to set award levels and adjust payouts.

11-08-2026

Apogee Therapeutics held a special meeting on August 11, 2026, where stockholders voted to approve the merger with AbbVie Inc. (Proposal 1) with 46,508,107 votes for, 3,885 against, and 14,261 abstentions. However, the non-binding advisory compensation proposal (Proposal 2) was rejected by stockholders (19,323,605 for vs. 27,123,259 against). All directors have indicated they will resign effective at the merger's closing, with no disagreements cited.

• · The adjournment proposal (Proposal 3) was not voted on because sufficient votes existed to approve the merger.
• · All seven directors will resign effective at the merger's closing, with no disagreements cited.
• · The compensation proposal was advisory and non-binding; its rejection does not affect merger consummation.

11-08-2026

Accel Entertainment appointed CEO Mark Phelan as a Class 2027 director on the Board effective August 7, 2026, increasing the Board size from 9 to 10 directors. Mr. Phelan will not receive additional compensation for his director role, and his existing CEO compensation arrangements remain unchanged.

• · Mr. Phelan has not been appointed to any Board committee.
• · Mr. Phelan's term expires at the 2027 Annual Meeting of Stockholders.
• · Mr. Phelan is not a party to any arrangement or transaction requiring disclosure under Item 404(a) of Regulation S-K.

11-08-2026

General Motors entered into a Master Irrevocable Independent Payment Undertaking Agreement with Procura Auto Parts LLC and JPMorgan Chase Bank (as assignee) on August 7, 2026. Under the agreement, GM irrevocably and unconditionally agrees to pay principal plus interest (Daily Simple SOFR + 1.55%) on prepayments made to vendors for inventory, with a final payment date of August 6, 2029. The agreement establishes a structured financing arrangement for GM's supply chain payments, with payments due on average 47 days after inventory consumption notices.

• · The agreement has a final payment date of August 6, 2029.
• · Interest rate is Daily Simple SOFR plus 1.55%, with a floor of zero.
• · Payments are due on average 47 days following delivery of an Inventory Consumption Notice.
• · The agreement includes provisions for acceleration upon an Insolvency Event.
• · GM's payment obligations are independent, irrevocable, and unconditional, without set-off or counterclaim.
• · The agreement is governed by New York law.

11-08-2026

Ferguson Enterprises Inc. entered into a $700 million bridge credit agreement on August 11, 2026, with JPMorgan Chase Bank as administrative agent, to fund a portion of the consideration for the acquisition of the Firecracker Acquired Business and related refinancing and expenses. The facility is a term loan credit facility with a ticking fee rate ranging from 0.07% to 0.125% and interest rates based on the company's credit ratings. The availability period runs until October 8, 2026, with a possible extension to November 7, 2026.

• · The bridge credit agreement is a $700 million term loan facility.
• · The facility is intended to fund a portion of the consideration for the Firecracker Acquisition, the Firecracker Refinancing, and related costs and expenses.
• · The availability period ends on October 8, 2026, with a possible extension to November 7, 2026.
• · Interest rates are tied to the company's credit ratings, with Term Benchmark Loans ranging from 0.750% to 1.250% and Base Rate Loans from 0.000% to 0.250%.
• · The ticking fee rate ranges from 0.07% to 0.125% based on credit ratings.
• · The agreement includes standard representations, warranties, covenants, and events of default.
• · The borrower is Ferguson Enterprises Inc., a Delaware corporation.
• · The administrative agent is JPMorgan Chase Bank, N.A.

11-08-2026

The Hartford announced the election of Priscilla Almodovar, former president and CEO of Fannie Mae, to its Board of Directors, effective September 1, 2026. She will serve on the Finance, Investment and Risk Management Committee and the Audit Committee, bringing expertise in financial services, capital management, and enterprise risk management. The appointment is a routine board refreshment and does not involve any financial metrics or period-over-period comparisons.

• · Almodovar earned a juris doctor from Columbia Law School and a bachelor's degree from Hofstra University.
• · She currently serves on the boards of Realty Income Corp. and Fifth Third Bancorp.
• · The Hartford is headquartered in Hartford, Connecticut and operates under the brand name The Hartford.

11-08-2026

ConocoPhillips announced a planned leadership succession effective September 1, 2026. Andy O'Brien, currently CFO and EVP of Strategy and Commercial, will succeed Ryan Lance as President and CEO and join the board. Ryan Lance will retire as CEO and become Executive Chair in a transitional role. Konnie Haynes-Welsh, currently VP of Finance and Controller, will become SVP and CFO. The filing contains no financial results or quantitative performance data, only organizational changes.

• · Andy O'Brien began his career with Conoco in 1997 and joined the executive leadership team in 2022.
• · Ryan Lance has served as CEO for 14 years and has a 42-year career with the company.
• · Konnie Haynes-Welsh joined ConocoPhillips in 2012 and previously held roles at PricewaterhouseCoopers and Mariner Energy.
• · The appointments are effective September 1, 2026.

11-08-2026

Radian Group Inc. appointed Barry C. McCarthy, President and CEO of Deluxe Corporation, to its Board of Directors effective August 10, 2026. McCarthy brings extensive experience in payments, financial technology, and data analytics, which aligns with Radian's evolution as a global multi-line specialty insurer. The appointment is a routine board expansion and does not involve any financial metrics or performance changes.

• · Barry C. McCarthy, age 62, is President, CEO and board member of Deluxe Corporation (NYSE-listed Fortune 1000).
• · McCarthy has nearly four decades of executive leadership experience across payments, financial technology, financial services, software, data and analytics, and consumer products.
• · He holds an MBA from the Kellogg School of Management at Northwestern University and is an NACD and ACCD Certified Director.
• · The appointment is effective as of August 10, 2026.

11-08-2026

Trulieve Cannabis Corp. filed an 8-K on August 11, 2026, reporting the filing of a Certificate of Domestication in Delaware, which is part of a corporate restructuring. The filing includes items related to material agreements, unregistered sales of equity securities, amendments to governing documents, and changes in control. No financial figures were disclosed.

• · Certificate of Domestication filed in Delaware on August 11, 2026, at 9:10 AM.
• · The 8-K includes items 1.01, 3.02, 3.03, 5.03, and 9.01, indicating material agreements, unregistered securities, amendments to governing documents, and changes in control.

11-08-2026

SES AI Corp filed an 8-K on August 11, 2026, reporting results of operations and financial condition (Item 2.02), a departure of directors or certain officers (Item 5.02), and financial statements and exhibits (Item 9.01). The filing does not disclose specific financial figures or the name of the officer involved, limiting quantitative analysis. The leadership change may signal governance or strategic shifts, but without details, the market impact is uncertain.

11-08-2026

NeoGenomics announced that Alicia Olivo, EVP, General Counsel & Business Development, will transition from her role and cease to serve as General Counsel effective September 21, 2026. She will remain an employee until October 2, 2026 for transitional purposes and will receive separation payments and benefits per her employment agreement. The departure is a senior leadership change with no financial impact disclosed.

• · Ms. Olivo's departure is effective September 21, 2026, with employment ending October 2, 2026.
• · Separation benefits are consistent with Section 5(b) of her employment agreement, referenced in the 2025 Form 10-K filed February 17, 2026.

11-08-2026

Boxlight Corp entered into a Securities Purchase Agreement on August 5, 2026, issuing 937,500 shares of Series D Convertible Preferred Stock at $8.00 per share (stated value $10.00, 20% OID) for gross proceeds of $7.5 million, split into a $5.5 million initial tranche and a $2.0 million tranche contingent on stockholder approvals and SEC reporting. Concurrently, the company established a $15.0 million equity line of credit (Equity Purchase Agreement) over 36 months, selling shares at 95% of market price. The financing provides working capital but carries significant dilution risk, with conversion terms tied to market discounts and a 4.99% beneficial ownership cap, while the equity line includes a 19.99% exchange cap (subject to prior stockholder approval).

• · The Preferred Stock ranks senior to Class A and Class B Common Stock in liquidation.
• · No ordinary dividends accrue; default dividends of 20% per annum apply upon Dividend Trigger Event (Event of Default or stock price below floor for 5 consecutive days).
• · Conversion price is based on a discount to recent market prices, subject to a floor price and other limitations.
• · Equity line purchase price is 95% of market price, with Maximum Regular Put Amount capped at lesser of 100% of 5-day average daily volume, 30% of daily volume on put date, or $500,000/closing price.
• · Company must call a special stockholder meeting within 20 days of issuance (and every 20 days thereafter) if conversion shares would exceed 19.99% of outstanding Common Stock, to seek approval for excess issuance, reverse stock split up to 500:1, and authorized share increase.
• · Proceeds cannot be used for debt repayment, equity redemption, litigation settlement, or in violation of anti-corruption/sanctions laws.
• · Equity line includes a standstill restricting other issuances around put notices.
• · Company may not enter into other equity lines or variable rate transactions during the equity line term without investor consent.

11-08-2026

Alamo Group Inc. announced the retirement of Edward T. Rizzuti, Executive Vice President and Head of Corporate Development, effective September 11, 2026. The retirement is amicable with no disagreement over operations or financial reporting. The Company entered into a consulting agreement with Mr. Rizzuti from September 14, 2026, to December 31, 2026, at $20,000 per month plus expense reimbursement for advisory support on corporate development initiatives.

• · Consulting agreement runs from September 14, 2026, to December 31, 2026.
• · Mr. Rizzuti's retirement is not due to any disagreement with the Company's operations, financial reporting, or accounting practices.
• · Consulting covers advice on acquisitions, divestitures, and similar corporate development matters.

11-08-2026

Blend Labs, Inc. announced the resignation of Oxana Tkach, Head of Accounting and FP&A (principal accounting officer), effective August 31, 2026, to pursue another opportunity. Jason Ream, Head of Finance and Administration, will serve as interim principal accounting officer without additional compensation. The resignation was not due to any disagreement with auditors or management on accounting matters.

• · Resignation effective on or around August 31, 2026
• · Company has initiated a search for a successor principal accounting officer
• · Jason Ream will not receive additional compensation for the interim role

11-08-2026

Edible Garden AG Incorporated entered into an Equity Distribution Agreement with Maxim Group LLC to sell up to $7,195,548 of its common stock through an at-the-market offering. The agreement enables the company to issue and sell shares at market prices until August 11, 2027, with Maxim receiving a 3.0% commission. The company may also reimburse Maxim up to $30,000 in legal fees. No prior period comparison is available for this event.

• · The offering is made under the Company's shelf registration statement on Form S-3 (File No. 333-297912) that became effective on August 7, 2026.
• · The agreement terminates upon the earliest of August 11, 2027, sale of all Shares provided for in the prospectus supplement, or termination by either party.
• · The legal opinion was provided by Harter Secrest & Emery LLP.

11-08-2026

NuScale Power Corporation (SMR) filed an 8-K on August 11, 2026, disclosing entry into a Sales Agreement with sales agents for the issuance and sale of shares. The agreement is material but does not specify the offering size or terms, and the filing includes legal opinions from O'Melveny & Myers LLP. No financial results or operational metrics are provided, limiting the immediate impact assessment.

• · The Sales Agreement is dated August 11, 2026, and involves unnamed sales agents.
• · Exhibits include the Sales Agreement (Exhibit 1.1), legal opinion (Exhibit 5.1), and consent (Exhibit 23.1).
• · No specific number of shares, offering price, or gross proceeds are disclosed in the filing.

11-08-2026

Kilroy Realty Corporation announced the departure of CFO Jeffrey Kuehling effective August 11, 2026, with Eliott Trencher assuming the CFO and Treasurer roles on an interim basis. The Company reaffirmed its 2026 guidance provided in the Q2 2026 earnings release. As of June 30, 2026, the stabilized portfolio was 77.0% occupied and 81.5% leased, with residential units averaging 95.6% occupancy, but the departure introduces uncertainty in leadership continuity.

• · Jeffrey Kuehling's departure is not due to disagreements over financial policies, accounting principles, or financial statements/disclosures.
• · The company has retained Russell Reynolds Associates to conduct a CFO search.
• · Eliott Trencher previously served as CFO from 2022 to 2024 and as CIO since 2020.
• · The company reaffirmed 2026 guidance from the July 27, 2026, Q2 earnings release.

11-08-2026

Arbor Realty Trust closed an $825 million commercial real estate mortgage loan securitization, issuing $730.1 million of investment-grade notes at a weighted average spread of 1.76% over Term SOFR. The company retained $112.4 million in subordinate interests in the issuing vehicle. Proceeds will be used to repay borrowings under current credit facilities, pay transaction expenses, and fund future loans and investments. The securitization includes a two-year and six-month reinvestment period.

• · Subordinate interests retained by Arbor: $112.4M.
• · Additional loan acquisition capacity: $56.7M (up to 180 days from closing).
• · Notes have initial weighted average spread of 1.76% over Term SOFR (excluding fees/expenses).
• · Reinvestment period of approximately two years and six months.
• · Collateral consists primarily of first mortgage bridge loans.
• · The offering was a private placement (unregistered notes).

11-08-2026

NRC Health (NRC) announced the resignation of CFO Shane Harrison, effective August 28, 2026, to pursue an outside opportunity. The company has initiated a search for a new CFO. This leadership change may create temporary uncertainty, though it is not accompanied by any financial results or strategic shifts.

• · Resignation was tendered on August 7, 2026.
• · Effective date of resignation is August 28, 2026.
• · The resignation is not due to a disagreement with the company.

11-08-2026

Twin Disc's Board approved an amended and restated 2021 Omnibus Incentive Plan, increasing authorized shares by 700,000 to 2,336,550, and set fiscal 2027 base salaries and bonus targets for named executive officers. CEO John H. Batten received a 4% salary increase to $740,554 with a 100% target bonus, and CFO Jeffrey S. Knutson received a 4% increase to $454,480 with a 60% target bonus. The plan is subject to shareholder approval at the next annual meeting; if not approved by August 5, 2027, the prior plan remains in effect.

• · The Omnibus Plan amendment increases authorized shares from 1,636,550 to 2,336,550.
• · The CIP weights: net sales (20%), EBITDA as % of net sales (40%), operating cash flow (20%), corporate growth and profitability (10%), individual performance (10%).
• · Performance stock awards vest based on three-year period ending June 30, 2029, with metrics: average return on invested capital (50%) and cumulative EBITDA (50%).
• · Restricted stock awards vest in three years subject to continued employment.
• · CEO may adjust NEO incentive payments by up to 20% (except his own, which is adjusted by the Committee).

11-08-2026

AVITA Medical entered into a Global Amendment with Stedical Scientific on August 5, 2026, modifying their existing distribution and manufacturing agreements. The amendment grants AVITA a right of first offer to expand its exclusive distribution territory into the EU, UK, and Australia for a $500,000 fee, and increases AVITA's revenue share on PermeaDerm sales to 67% (sheet form) and 80% (glove form), subject to margin-based adjustments. However, AVITA faces escalating minimum revenue sharing payments of $1.0 million in 2026 with 20% annual growth minimums through 2030, while Stedical gains rights to commercialize PermeaDerm in certain U.S. markets not served by AVITA and in Asia.

• · All previous minimum revenue sharing payment requirements under the Distribution Agreement were waived.
• · Stedical may pursue commercialization of PermeaDerm in certain U.S. markets not currently served by AVITA.
• · For PermeaDerm sold to Stedical for non-U.S. markets (primarily Asia), AVITA will sell at $200 per carton plus a 10% manufacturing fee, subject to a reasonable volume cap.
• · The amendment includes a right of first offer and refusal for AVITA to expand its exclusive distribution territory to include all or a portion of the European Union, the United Kingdom, and/or Australia.