US Material Events SEC 8-K Filings — August 13, 2026

13-08-2026

CapsoVision reported Q2 2026 revenue of $3.6M, up 10% YoY, driven by a 13% increase in capsule volume, though partially offset by a 3% decline in average selling price. Gross margin fell to 51% from 55% due to pricing pressure and higher tariffs. Operating expenses surged $3.0M to $9.5M, widening the net loss to $7.5M from $4.6M in Q2 2025. The company launched AI Highlights™ internationally and expects FDA clearance by Q3 2026, while its cash position declined to $9.1M.

• · CapsoCam Plus has been used by over 176,000 patients as of June 30, 2026.
• · AI Highlights™ launched commercially in the EU and other international markets; FDA clearance expected by end of Q3 2026.
• · CapsoCam Colon™ on track for 510(k) submission in Q4 2026; UGI clinical study for pancreatic cancer detection ongoing.
• · Appointed David S. Shields, M.D. to the Board of Directors effective July 1, 2026.
• · Entered into a $100M at-the-market equity offering program with Cantor.
• · Cash burn: net cash used in operating activities was $14.5M in H1 2026 vs $9.5M in H1 2025.
• · Inventory increased to $4.7M from $3.0M at year-end 2025, a 58% rise.
• · Net loss per share improved to $(0.15) from $(2.02) due to a large increase in weighted average shares outstanding (49.9M vs 2.3M).

13-08-2026

Illumina, Inc. entered into a $1.0 billion senior unsecured credit agreement on August 13, 2026, with Bank of America as administrative agent and a syndicate of lenders including JPMorgan, Citibank, and Goldman Sachs. The five-year revolving facility provides liquidity for general corporate purposes and includes an accordion feature allowing up to $500 million in additional commitments. The pricing is tied to Illumina's credit ratings, initially set at Level III (Baa2/BBB/BBB), with a Term SOFR spread of 1.025% and a facility fee of 0.100%.

• · The credit agreement includes a financial covenant (Section 6.04) requiring maintenance of a maximum leverage ratio.
• · Negative covenants restrict subsidiary indebtedness, liens, and fundamental changes/asset sales.
• · The facility is unsecured and ranks pari passu with Illumina's other unsecured senior indebtedness.
• · The agreement contains standard events of default, including cross-default provisions.
• · The initial pricing is based on Pricing Level III (Baa2/BBB/BBB), reflecting Illumina's current investment-grade credit ratings.

13-08-2026

TWFG, Inc. filed an 8-K on August 13, 2026, reporting a material definitive agreement (Item 1.01) that created a direct financial obligation (Item 2.03). The filing also includes Regulation FD disclosure (Item 7.01) and exhibits (Item 9.01). However, the filing does not disclose the counterparty, dollar value, or specific terms of the agreement, making it impossible to assess the financial impact or strategic importance. The filing is informational with no directional bias due to lack of quantitative data.

• · Filing date: August 13, 2026
• · Filing size: 1 MB
• · AccNo: 0002007596-26-000014
• · Sector: not specified
• · No financial statements or exhibits details provided in the summary

13-08-2026

On August 7, 2026, OnKure Therapeutics' Board approved a repricing of underwater stock options for employees and consultants, including named executive officers. The repricing covers approximately 1.7 million shares with original exercise prices ranging from $13.99 to $24.59, reset to $4.14 per share (the closing price on the effective date). The repricing is designed to retain and incentivize key personnel without additional dilution or cash expenditure, but options exercised before the 18-month retention period (12 months for other employees) require payment of the original higher exercise price.

• · Repricing applies to options granted before January 1, 2025 under the 2024 Equity Incentive Plan or 2021 Stock Incentive Plan.
• · Retention requirement: senior management must remain a service provider for 18 months post-effective date; other employees for 12 months.
• · Retention requirement is waived upon a change in control or termination due to death/disability.
• · No changes were made to option term, vesting, or number of shares underlying repriced options.
• · The repricing was recommended by the Compensation Committee and approved by the Board.

13-08-2026

The filing reports the departure of Marqeta's Chief Financial Officer, effective August 13, 2026. No reason for the departure is stated, and no successor has been named. The filing is a routine SEC disclosure under Item 5.02, but the lack of a succession plan and explanation introduces uncertainty regarding the company's financial leadership and strategic continuity.

• · CFO departure effective August 13, 2026.
• · No reason for departure provided.
• · No successor named.
• · No compensatory arrangements disclosed.

13-08-2026

B. Riley Financial, Inc. filed an 8-K on August 13, 2026, reporting Item 1.01 (Entry into a Material Definitive Agreement) and Item 9.01 (Financial Statements and Exhibits). The filing indicates a material agreement was entered, but no specific financial terms, counterparty names, or strategic details are disclosed in the summary. The filing is mandatory under SEC rules for material definitive agreements, but the lack of quantitative data limits assessment of financial impact or market reaction.

• · Filing date: August 13, 2026
• · AccNo: 0001213900-26-089148
• · File size: 396 KB
• · Sector: not specified

13-08-2026

Digital Asset Acquisition Corp. filed an 8-K on August 13, 2026, announcing entry into and termination of material definitive agreements, along with other events. The filing does not disclose specific financial terms, parties, or strategic rationale, making it difficult to assess the deal's impact. The company is a blank-check company (SPAC), and the filing likely relates to a business combination agreement, but no details are provided.

• · The filing includes Item 1.01, 1.02, 8.01, and 9.01, indicating entry into and termination of material agreements, but no specifics are provided.
• · The company is a SPAC (special purpose acquisition company) based on its name, suggesting the agreements may relate to a business combination.

13-08-2026

Opendoor Technologies Inc. announced a series of capital structure transactions: a $650 million offering of 0% Convertible Senior Notes due 2030, a concurrent $158 million share repurchase (its first ever, reducing shares outstanding by 5%), and capped call transactions. The net proceeds add approximately $440 million of growth capital to the balance sheet at a 0% coupon, with the structure designed to result in no net share issuance until the stock exceeds $10.38 per share (about 3x the current price of $3.49). The company intends to use the capital to support disciplined expansion of home inventory and market footprint, while the share buyback and capped calls are expected to substantially limit dilution to existing shareholders.

• · The Notes mature on August 15, 2030, with an initial conversion rate of 212.2466 shares per $1,000 principal (conversion price ~$4.71 per share).
• · The capped call transactions have an initial cap price of $6.98 per share (100% premium over $3.49).
• · The share repurchase price was $3.49 per share, representing approximately 5% of shares outstanding as of July 28, 2026.
• · The Board authorized the repurchase on August 12, 2026.
• · The offering is expected to settle on August 19, 2026.
• · The Notes are unsecured, bear no regular interest, and are not registered under the Securities Act.
• · Holders may convert Notes before February 15, 2030 only upon satisfaction of certain conditions; thereafter at any time until maturity.
• · The Company may redeem the Notes on or after February 22, 2029 if stock exceeds 130% of conversion price for a specified period.
• · Upon a fundamental change, holders can require repurchase at 100% of principal plus accrued interest.
• · JWCA will purchase approximately $25 million of common stock at a discount concurrently with the offering.

13-08-2026

Starwood Property Trust appointed President Jeffrey F. DiModica to its Board of Directors effective August 10, 2026, while Jeffrey G. Dishner resigned from the Board after 17 years of service. Mr. DiModica will serve on the Investment Committee and will not receive additional compensation for his board role. Mr. Dishner's resignation was not due to any disagreement with the company.

• · Mr. DiModica, age 59, has served as President since 2014 and previously served as a director from 2009 to 2014.
• · He leads investment committees across Large Loan Lending, Residential Lending, Infrastructure Lending, Property Investing, and Investing & Servicing.
• · Mr. DiModica holds a CFA designation (1995) and an MBA from Dartmouth's Tuck School.
• · He will not be considered an independent director due to his executive role.
• · Mr. Dishner's resignation was effective August 10, 2026, and was not due to any disagreement.

13-08-2026

Renewal Fuels, Inc. filed an 8-K on August 13, 2026, reporting multiple material events: a material definitive agreement (Item 1.01), a departure/appointment of officers (Item 5.02), and Regulation FD disclosure (Item 7.01). The filing does not disclose specific financial terms, transaction values, or performance metrics. While the entry into a material agreement and officer changes suggest strategic activity, the lack of quantitative data limits assessment of financial impact. No positive or negative performance metrics are provided, resulting in a neutral sentiment.

• · Filing date: August 13, 2026
• · AccNo: 0001079973-26-001073
• · Size: 295 KB
• · Items reported: 1.01, 5.02, 7.01, 9.01
• · No specific names, titles, or effective dates for officer changes disclosed
• · No details on the material definitive agreement (counterparty, value, terms)
• · No Regulation FD disclosure content provided

13-08-2026

On August 10, 2026, Agenus Inc.'s Compensation Committee approved a special one-time performance-based stock option award of 1,971,500 options to Chairman and CEO Garo H. Armen. The exercise price is set at $7.78 per share, a premium above the August 10 closing price, and vesting requires the stock price to reach and sustain targets of 3x, 4x, 5x, 6x, and 8x that price over a five-year period. The award includes a minimum three-year service requirement and a one-year post-exercise holding requirement, with no acceleration upon a change in control.

• · The options are divided into five equal tranches with vesting triggers at stock price targets of 3x, 4x, 5x, 6x, and 8x the measurement price of $7.78.
• · Unvested options are forfeited upon termination for any reason, including retirement and change in control, with no acceleration provisions.
• · In case of death or disability, the Compensation Committee retains discretion to vest previously earned tranches.
• · Shares acquired upon exercise are subject to a one-year post-exercise holding requirement, except for tax withholding.
• · The award is subject to the Company's clawback policy.

13-08-2026

Global Net Lease, Inc. completed its acquisition of Modiv Industrial, Inc. on August 12, 2026, adding a $535 million primarily industrial portfolio. The transaction is expected to be immediately 4% accretive to AFFO per share on a leverage-neutral basis, with an attractive 7.6% cash cap rate and 8.7% GAAP cap rate. The acquisition increases GNL's industrial exposure to approximately 50% of total straight-line rent and extends its weighted average remaining lease term from 5.7 years to 6.6 years.

• · Modiv stockholders approved the transaction at a special meeting on August 10, 2026.
• · No vote of GNL stockholders was required.
• · Modiv's common stock and preferred stock were delisted from the NYSE following closing.
• · Former Modiv common stockholders now own shares of GNL common stock.
• · Modiv portfolio had a weighted average remaining lease term of 15.0 years and annual contractual rent escalations averaging 2.4%.

13-08-2026

Cannabist Company Holdings Inc. entered into definitive agreements to sell its Maryland cannabis cultivation, manufacturing, and retail operations to Free State Botanicals Holdings LLC for up to $13.75 million in cash, subject to regulatory approvals and court approval under the CCAA. The real estate associated with the operations will be sold separately to 6797 Bowman Frederick LLC, which will assume existing indebtedness. The transaction was unanimously approved by a special committee of the board.

• · Transaction subject to Ontario Superior Court of Justice (Commercial List) approval under the CCAA and cannabis regulatory approvals.
• · Consideration subject to customary adjustments for cash, indebtedness, tax liabilities, and working capital.
• · Real Estate Buyer will assume all existing indebtedness related to the real estate.
• · Special Committee of independent directors unanimously approved the transaction.

13-08-2026

Zenas BioPharma reported a net loss of $111.5M for Q2 2026, widening from a $52.2M loss in Q2 2025, driven by a 46% increase in R&D expenses to $62.9M and a $30.0M AIPR&D milestone charge. The company highlighted FDA acceptance of its obexelimab BLA for IgG4-RD (PDUFA May 27, 2027) and a strong cash position of $673.9M as of June 30, 2026. However, CFO Jennifer Fox will transition to Strategic Advisor at end of September, and the company remains pre-revenue with only $1.0M in milestone revenue for the quarter.

• · Obexelimab BLA accepted by FDA with PDUFA date May 27, 2027.
• · Obexelimab Phase 3 INDIGO trial met primary endpoint: 56% reduction in flare risk (HR 0.44; p=0.0005); 73.2% of obexelimab patients flare-free at Week 52 vs 45.4% placebo.
• · Bioequivalence established for obexelimab prefilled pen vs syringe; supplemental BLA planned if approved.
• · Phase 2 SunStone SLE trial topline results expected Q4 2026.
• · ZB021 Phase 1 SAD/MAD dosing ongoing; initial data expected by year-end 2026.
• · Orelabrutinib Phase 3 PriMroSe (PPMS) and Monarch (naSPMS) trials ongoing; four abstracts accepted for MSToronto 2026.
• · ZB022 and ZB014 IND-enabling studies ongoing; Phase 1 expected in 2027.
• · Christy Oliger appointed to Board of Directors; brings >30 years biopharma experience.
• · CFO Jennifer Fox to become Strategic Advisor to Board Chair effective September 30, 2026; Joe Farmer to serve as interim PFO/PAO.
• · Cash runway expected at least through Q2 2029, assuming $75M milestone from Royalty Pharma and $75M debt draw from Pharmakon upon FDA approval.
• · Net loss widened to $111.5M in Q2 2026 from $52.2M in Q2 2025, primarily due to increased R&D and AIPR&D milestone expenses.

13-08-2026

Olema Pharmaceuticals announced the appointment of Jason O'Byrne as Chief Financial Officer, effective August 13, 2026. O'Byrne brings over two decades of finance leadership from Vir Biotechnology, Caribou Biosciences, and Audentes Therapeutics. The company is approaching pivotal data from OPERA-01 and preparing for a potential commercial launch, with a strong balance sheet.

• · O'Byrne previously served as CFO at Vir Biotechnology and Caribou Biosciences, leading Caribou's IPO.
• · Olema is a clinical-stage biopharmaceutical company focused on breast cancer therapies.
• · Palazestrant is in two Phase 3 trials; OP-3136 is in Phase 1.
• · Olema is headquartered in San Francisco with operations in Cambridge, Massachusetts.

13-08-2026

Pelthos Therapeutics Inc. (PTHS) disclosed on August 12, 2026 that its previously issued financial statements for the quarter ended March 31, 2026 should no longer be relied upon due to a misapplication of ASC 820 related to Level 3 fair value measurements of convertible debt. The restatement will increase the fair value of convertible debt by $15.8 million, increase accumulated deficit by $14.8 million, and reduce accumulated other comprehensive income by $1.0 million. The company also identified a material weakness in internal controls over financial reporting that continues to exist.

• · The restatement will have no impact on the company's liquidity, cash position, revenues, operating expenses, or operating loss for the affected period.
• · The material weakness relates to controls over the valuation and review of Level 3 fair value measurements associated with convertible debt, specifically regarding provisions in a subordination agreement entered into in January 2026.
• · The company intends to file an Amendment No. 1 to its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026.
• · Grant Thornton LLP was appointed as the current independent registered public accounting firm on May 16, 2026, subsequent to the filing of the affected Form 10-Q.

13-08-2026

Vireo Growth Inc. announced that certain indirect non-cannabis subsidiaries have entered into a $65 million senior secured asset-based revolving credit facility, expandable to $85 million and further to $105 million via an accordion feature. The five-year facility, led by Bank of Montreal, enhances financial flexibility for refinancing, working capital, and acquisitions; however, it is secured by substantially all assets of the non-cannabis subsidiaries and carries interest based on SOFR plus a margin of up to 2.00%, which introduces ongoing interest cost exposure. No prior-period figures are provided for comparison, so the announcement reflects a new financing arrangement rather than period-over-period performance.

• · The facility is secured by substantially all assets of the Company’s non-cannabis subsidiaries that are parties to the credit agreement.
• · Proceeds may be used to refinance certain existing indebtedness, fund working capital, capital expenditures, general corporate purposes, and finance permitted acquisitions.
• · BMO Capital Markets acted as arranger and bookrunner.
• · The facility includes a $20 million accordion feature subject to customary conditions.
• · Vireo operates in 10 states and has more than 170 dispensaries nationwide.

13-08-2026

Southland Holdings, Inc. entered into a Financial Assistance Agreement and Second Amendment to its Credit Agreement with surety partners, effective retroactively to October 1, 2025 and March 17, 2026 respectively. The agreements provide $58.97 million in Bonding Surety Financing and $150.86 million in Non-Bonding Financing, with the latter expected to be partially converted into senior non-voting preferred shares. While the restructuring reduces the interest rate on the Credit Agreement from a floating rate (7.25% + SOFR) to a fixed 4.00% and suspends certain financial covenants, it also reflects the company's ongoing liquidity challenges and reliance on surety support, with the Preferred Shares ranking senior to all other equity and forgiveness provisions tied to project completion within 20% of expected loss.

• · The Financial Assistance Agreement has a retroactive effective date of October 1, 2025.
• · The Second Amendment to the Credit Agreement has a retroactive effective date of March 17, 2026.
• · Preferred Shares are required to be issued no later than September 30, 2026.
• · Preferred Shares have a perpetual maturity and are not convertible into any other securities.
• · Forgiveness of Non-Bonding Financing is subject to revocation if an Indemnitor engages in specified bad acts or omissions.
• · The Preferred Shares rank senior to any other class or series of equity of the Company.
• · Quarterly amortization payments and early termination premium under the Credit Agreement have been suspended.
• · Certain financial maintenance covenants (minimum liquidity and minimum EBITDA) have been suspended under the Second Amendment.

13-08-2026

Wabash National Corporation entered into a Sixth Amendment to its Second Amended and Restated Credit Agreement, effective August 12, 2026. The amendment adds Morgan Stanley Senior Funding, Inc. as a new lender, removes Citizens Bank, N.A., and appoints PNC Capital Markets and JPMorgan Chase as joint lead arrangers. The amendment also releases SC Tower Structural Laminating, Inc. as a borrower and requires Excess Availability of at least $120 million as a condition to effectiveness.

• · Morgan Stanley Senior Funding, Inc. joins as a new lender.
• · Citizens Bank, N.A. is no longer a lender.
• · PNC Capital Markets, LLC and JPMorgan Chase Bank, N.A. are appointed joint lead arrangers.
• · SC Tower Structural Laminating, Inc. is released as a borrower and its assets are released from liens.
• · Borrowers must deliver Collateral Access Agreements within 90 days for locations with inventory value exceeding $1,000,000.

13-08-2026

Sprinklr appointed Jordi Ribas, Ph.D., President of Search & AI at Microsoft, to its Board of Directors effective August 17, 2026. Ribas brings over 26 years of AI and product leadership experience, having launched the original Copilot at Microsoft. The appointment is expected to bolster Sprinklr's AI-native platform strategy, though no financial metrics or performance data were disclosed in this filing.

• · Ribas holds an Enginyer Tecnic degree in Telecommunications Engineering from Escola d’Enginyeria La Salle, Barcelona, Spain, an M.S. in Engineering from UC Irvine, and a Ph.D. in Electrical and Computer Engineering from University of Michigan, Ann Arbor.
• · He received the Young Investigator Award at the international conference VCIP for his work on video compression.
• · Sprinklr serves 59% of the Fortune 100.

13-08-2026

Banzai International, Inc. entered into an additional closing under its existing securities purchase agreement, issuing a senior secured convertible note of $1,099,989.00 and warrants for 112,531 shares at an exercise price of $1.96 per share. The company raised approximately $1,000,000 in net proceeds, which will be used for general corporate purposes and working capital. The note carries a 10% original issue discount and 10% interest, with a maturity date of August 12, 2027. The company has also issued financial advisor warrants to Rodman & Renshaw LLC for 63,062 shares at $2.45 per share. This is part of a series of closings under the same agreement, with total notes issued to date aggregating $11,333,322.33 (including the latest note).

• · The August 2026 Note has a conversion price of $1.96 per share, subject to a floor price of $0.35.
• · The August 2026 Warrants are exercisable immediately and have a term of three years.
• · The Financial Advisor Warrants have a term of five years and an exercise price of $2.45 per share.
• · The company is restricted from issuing additional notes or entering variable rate transactions until the later of 180 days after the August 2026 Closing or until no notes remain outstanding.
• · The Leak-Out Agreement remains effective, restricting the Buyer's sales of company shares during the Restricted Period.
• · The notes are convertible into shares of common stock, subject to a beneficial ownership limitation of 4.99% (or 9.99% at the holder's election).
• · The company has issued a total of $11,333,322.33 in notes across all closings (Initial, August, October, February, and August 2026).

13-08-2026

Sonida Senior Living, Inc. (SNDA) entered into a Second Amended and Restated Term Loan Agreement dated August 7, 2026, with Ally Bank as Administrative Agent and other lenders. The agreement amends and restates the prior Existing Loan Agreement from August 7, 2025, and provides for additional term loans to the borrowers, which include both Propco Borrowers and Opco Borrowers. The filing does not disclose the specific dollar amount of the new term loan commitments or any financial performance metrics.

• · The agreement is dated August 7, 2026, and amends and restates the prior Amended and Restated Term Loan Agreement dated August 7, 2025.
• · The borrowers include multiple Propco Borrowers (listed on Annex A) and Opco Borrowers (listed on Annex B).
• · The lenders include Ally Bank and other financial institutions party to the agreement.
• · The agreement includes financial covenants such as Debt Yield (Section 9.1) and Debt Service Coverage Ratio (Section 9.2), as well as an Equity Cure and Cash Sweep provision (Section 9.3).
• · The agreement provides for Delayed Draw Term Loan Advances (Exhibit E) and Protective Advances (Section 2.2).
• · The agreement includes a Qualified ECP Keepwell provision (Section 13.29) and a Release of Claims clause (Section 13.27).
• · The filing does not disclose the principal amount of the term loan commitments or any specific financial figures.

13-08-2026

The filing reports an officer change at Bed Bath & Beyond, Inc. under Item 5.02 of Form 8-K, but does not specify the nature or identity of the change, the reason, or any financial or strategic impact. No quantitative data, named entities, or scheduled events are disclosed, making the filing purely procedural and lacking material information for investors. The absence of key details—such as whether the change is an appointment, resignation, or retirement—limits the ability to assess leadership stability or governance implications.

• · The filing references Item 5.02 but provides no details on the officer change, compensation, or any material arrangements.
• · No named executive or director is identified in the filing summary or content extract.
• · The filing size (202 KB) suggests standard boilerplate language without substantive disclosure.

13-08-2026

Universal Health Services, Inc. (UHS) entered into an underwriting agreement on August 11, 2026 to issue $1.1 billion aggregate principal amount of senior secured notes in two tranches: $600 million of 5.500% notes due 2031 and $500 million of 6.000% notes due 2036. The notes are guaranteed by existing and future subsidiaries that guarantee UHS's senior secured credit facility. Proceeds will be used partly to repay outstanding borrowings under UHS's revolving credit facility, and certain underwriters (including J.P. Morgan, which is also acting as financial advisor on UHS's proposed Talkspace acquisition) may receive a portion of the proceeds.

• · The notes are issued under UHS's existing shelf registration statement (Form S-3, File No. 333-282135) and a prospectus supplement dated August 11, 2026.
• · J.P. Morgan Securities LLC is acting as financial advisor for UHS's proposed acquisition of Talkspace, Inc.
• · Affiliates of certain underwriters are lenders under UHS's revolving credit facility and tranche A term loan facilities.
• · Certain underwriters may hold some of UHS's 1.650% Senior Secured Notes due 2026 and may receive a portion of the proceeds.

13-08-2026

Magnolia Bancorp, Inc. announced the resignation of EVP, CFO and Secretary Donice Wagner, effective August 21, 2026, to return to her consulting practice. In response, the company reassigned titles: Executive Chair Michael L. Hurley (age 78) will also serve as CEO, and President/CEO Robert W. Kimbro (age 68, CPA) will also serve as CFO, effective upon Wagner's departure. Both executives receive an annual base salary of $175,000. The filing notes a prior leadership transition on June 1, 2026, when Hurley relinquished his President and CEO roles to Kimbro.

• · Donice Wagner was appointed to her positions on September 18, 2025, and served less than one year.
• · Michael L. Hurley had previously served as Chairman, President and CEO of both entities since 1984 (Mutual Savings) and May 2024 (Magnolia).
• · Robert W. Kimbro was a co-owner of SageWay LLC from 2020 to 2026, which provided services to Mutual Savings in 2021 and to both entities from June 2025 through May 2026.
• · Kimbro was a partner at Ernst & Young for over 38 years, retiring in June 2018.
• · Michael L. Hurley is the father of non-employee director Robert M. Hurley.
• · Magnolia Bancorp is an emerging growth company and has not elected to use the extended transition period for complying with new financial accounting standards.

13-08-2026

Vestand Inc. entered into a Stock Transfer Agreement on July 30, 2026, to sell its 200 shares of Vestand Korea Co., Ltd. to Mr. Sang-Woo Noh for KRW 1,000,000 (approximately $750 USD). The company retains a right to repurchase the shares for KRW 1,100,000 until July 28, 2027, representing a potential 10% premium. This is a relatively small transaction with no material financial impact on Vestand Inc.'s overall operations.

• · The company's common stock trading symbol is VSTD on the Nasdaq Capital Market, but a Form 25-NSE is pending to deregister the securities under Section 12(b) of the Exchange Act.
• · Vestand Inc. is an emerging growth company and has not elected to use the extended transition period for complying with new financial accounting standards.
• · The company was formerly known as Yoshiharu Global Co.

13-08-2026

Eco Science Solutions, Inc. dismissed its independent auditor, Fruci & Associates II, PLLC, effective August 10, 2026, and appointed Dylan Floyd Accounting & Consulting as its new auditor for the fiscal year ending January 31, 2027. The change was approved by the Board and Audit Committee, with no disagreements or reportable events other than previously disclosed material weaknesses in internal controls. The prior auditor's reports included a going concern qualification, highlighting ongoing financial uncertainty.

• · The prior auditor's reports for fiscal years ended January 31, 2026 and January 31, 2025 contained an explanatory paragraph expressing substantial doubt about the company's ability to continue as a going concern.
• · Management identified material weaknesses in internal control over financial reporting, as disclosed in Item 9A of the 10-K for fiscal year ended January 31, 2026.
• · The new auditor, Dylan Floyd Accounting & Consulting (PCAOB ID: 6235), will perform reviews of interim financial statements for the quarters ending July 31, 2026 and October 31, 2026, and audit the fiscal year ending January 31, 2027.
• · No consultations occurred with the new auditor prior to engagement regarding accounting principles, disagreements, or reportable events.

13-08-2026

On August 13, 2026, the majority stockholder of Internet Sciences, Inc. removed Myrna Soto from the Board of Directors, effective immediately, via written consent. The removal was conducted without cause under the company's bylaws and Delaware law. No financial metrics or performance data were disclosed in this filing.

• · Removal was effective immediately on August 13, 2026.
• · Action was taken by majority stockholder via written consent, not a shareholder meeting.
• · Removal was without cause, citing Section 3.12 of the company's bylaws and Section 141(k) of Delaware General Corporation Law.

13-08-2026

On August 7, 2026, the Board of Directors of Chilean Cobalt Corp. approved compensation increases for CEO/President Duncan T. Blount and CFO Jim Van Horn, effective August 2026. Mr. Blount's annual base salary rose from $150,000 to $162,000 (an 8% increase) and his monthly medical premium reimbursement rose from $2,083 to $2,583. Mr. Van Horn's annual base salary increased from $112,000 to $124,000 (a 10.7% increase). Additionally, each officer received a $7,000 discretionary bonus. The filing does not disclose any declines or flat metrics.

• · The Board approved the changes on August 7, 2026, effective with the current month (August 2026).
• · The company is an emerging growth company and has not elected to use the extended transition period for complying with new or revised financial accounting standards.
• · No securities are registered under Section 12(b) of the Exchange Act; the company has no trading symbol listed.

13-08-2026

Lithium Americas Corp. (LAC) completed an initial closing of a $150.0M subordinated convertible debenture private placement with YA II PN, Ltd., with an additional $25.0M available via delayed closings. The 5-year notes carry a 5% annual interest rate that can increase to 7.5% or 15% upon certain adverse events, and a conversion price with a floor of $1.63 (reducible to $0.65). The financing provides liquidity for general corporate purposes but includes restrictive covenants, a cash repayment cap of $35M while Orion notes are outstanding, and a prohibition on cash interest unless Orion interest is paid in cash, reflecting a complex and potentially dilutive capital structure.

• · Debentures were issued at 100% of principal.
• · Conversion price is the lower of a fixed $4.56 or 95% of the lowest daily VWAP over the prior five trading days, subject to a floor of $1.63 (reducible to $0.65).
• · Cash repayments of principal are limited to $35M while Orion notes are outstanding and must be funded solely from new equity proceeds or cash distributions from the GM joint venture.
• · Company cannot pay cash interest on debentures unless Orion interest has been paid in cash on the most recent interest payment date.
• · Investor is prohibited from short selling the company's equity.
• · Registration statement for resale of conversion shares must be filed within three business days after the Q2 2026 10-Q filing.
• · The debentures and underlying shares were issued in a private placement under Section 4(a)(2) and Rule 506 of Regulation D.
• · The Purchase Agreement was previously filed as an 8-K on August 6, 2026.

13-08-2026

ONE Gas, Inc. issued $375 million of 5.45% Senior Notes due 2036 in an underwritten public offering on August 13, 2026. The company will use net proceeds to repay its $250 million unsecured term loan and outstanding commercial paper, with the remainder for general corporate purposes. The offering was conducted under a shelf registration statement and involved BofA Securities, RBC Capital Markets, and Truist Securities as underwriters.

• · The Notes are governed by a Base Indenture and First Supplemental Indenture dated August 13, 2026.
• · Underwriters and their affiliates have provided or may provide commercial banking, financial advisory, and investment banking services to ONE Gas.
• · The Trustee (U.S. Bank Trust Company) is also a lender under ONE Gas' credit facility.
• · The offering was registered under the Securities Act via a shelf registration statement (File No. 333-293655) effective February 23, 2026.

13-08-2026

Omeros Corp filed an 8-K on August 13, 2026, reporting a change in its board of directors or certain officers under Item 5.02. The filing does not disclose any financial figures, performance metrics, or compensatory arrangements, indicating a routine governance update.

13-08-2026

Sino Green Land Corp. (SGLA) entered into two stock purchase agreements on August 7, 2026, to acquire a 60% controlling stake in Xing Da Plastics Sdn. Bhd. and 100% of Invent Fortune Sdn. Bhd., both Malaysian private limited companies. The total consideration consists of 26,716,700 shares of SGLA common stock (par value $0.60 per share), issued in tranches over six months with milestone-based triggers. The acquisitions expand SGLA's footprint in Malaysia's plastics and industrial sectors, though the transactions involve significant shareholder dilution and are subject to closing conditions including HSR Act approvals.

• · The Xing Da SPA includes a 60% stake acquisition, with the sellers retaining the remaining 40%.
• · The Invent Fortune SPA is for a 100% acquisition.
• · Both SPAs include acceleration clauses for the second and third tranches upon change of control, material breach, termination of key director without cause, or death/incapacity of key director within the first three months post-closing.
• · If milestones are not achieved, shares may be forfeited, carried over, prorated, or subject to a cure period.
• · Closing conditions include HSR Act approvals and no Material Adverse Effect.
• · The filing does not disclose the financial performance or valuation of the target companies.

13-08-2026

Evolution Metals & Technologies Corp. (Nasdaq: EMAT) announced the appointment of retired U.S. Air Force General Thomas A. Bussiere as an independent director, effective August 13, 2026. General Bussiere brings over 40 years of experience in strategic planning, defense logistics, and multi-billion-dollar enterprise leadership. Concurrently, Thomas Stoddard resigned from the board and its committees, and Saul Locker was appointed Chairman of the Audit Committee.

• · General Bussiere was appointed to the Board's Audit, Compensation, and Nominating and Corporate Governance Committees.
• · Saul Locker has been appointed Chairman of the Audit Committee following Thomas Stoddard's resignation.
• · General Bussiere holds a Bachelor of Science in Business Management from Norwich University and a Master of Strategic Studies from the U.S. Army War College.

13-08-2026

Parker-Hannifin completed its acquisition of Filtration Group Corporation on August 13, 2026, for a cash purchase price of $9.25 billion on a cash-free, debt-free basis. To fund the acquisition, Parker borrowed $5.25 billion under a 364-day term loan facility and $2.50 billion under a three-year term loan facility, totaling $7.75 billion in new debt. The acquisition is expected to strengthen Parker's filtration and industrial capabilities, though it adds significant leverage to the balance sheet.

• · The Merger Agreement was entered into on November 10, 2025, and the acquisition closed on August 13, 2026.
• · The purchase price is subject to a net working capital adjustment.
• · The 364-Day Credit Facility has an aggregate principal amount of $5.25 billion, and the Three-Year Credit Facility has an aggregate principal amount of $2.50 billion.
• · Both credit agreements were entered into on December 10, 2025, and drawn upon on the closing date.

13-08-2026

Teladoc Health, Inc. announced that director David B. Snow, Jr. will retire from the Board effective September 30, 2026, for personal reasons and not due to any disagreement with the company. Snow had served as a director since 2014. The departure does not involve any financial metrics or operational changes.

• · David B. Snow, Jr. notified the company of his retirement on August 10, 2026.
• · His retirement is effective September 30, 2026.
• · Snow has served as a director since 2014.
• · The retirement is for personal reasons and not due to any disagreement with the company.

13-08-2026

Silexion Therapeutics Corp. (NASDAQ: SLXN) announced the pricing of a $2.5 million public offering of 3,846,161 ordinary shares (or equivalents) and series E warrants at $0.65 per unit. The offering, expected to close on August 13, 2026, will fund the SIL204 clinical trial and general corporate purposes. H.C. Wainwright & Co. is acting as exclusive placement agent.

• · The series E warrants have an exercise price of $0.65 per share, are exercisable immediately, and expire five years from issuance.
• · The offering is made under an effective registration statement on Form S-1 (File No. 333-298137), declared effective on August 11, 2026.
• · The company is a clinical-stage biotechnology company focused on RNAi therapies for KRAS-driven cancers.
• · SIL204 is a second-generation siRNA product candidate that has initiated a Phase 2/3 clinical trial for locally advanced pancreatic cancer.
• · The company's first-generation product candidate showed a positive trend in a Phase 2a trial compared to chemotherapy alone.

13-08-2026

Life Time Group Holdings, Inc. entered into a Sixteenth Amendment to its Credit Agreement on August 12, 2026, refinancing $985,050,000 of existing term loans with new 2026 Refinancing Term Loans. The amendment was executed with multiple lenders and arrangers, and the company reaffirmed its guarantees and security interests. No new financial performance metrics were disclosed in this filing.

• · The amendment is the sixteenth modification to the original Credit Agreement dated June 10, 2015.
• · The refinancing was executed under Sections 2.15 and 10.01 of the Credit Agreement.
• · Conditions for effectiveness included delivery of legal opinions, solvency certificate, and payment of fees and expenses.
• · No Default or Event of Default existed as of the effective date.

13-08-2026

Addus HomeCare announced the departure of Heather Dixon, President and COO, and the return of former President and COO Brad Bickham as interim COO for one year. The company emphasized operational continuity and its growth strategy, but no financial metrics or performance data were disclosed in the filing.

• · Brad Bickham's interim COO role is for a period of one year.
• · Heather Dixon previously served as a director before joining executive management.
• · The company serves approximately 62,500 consumers through 264 locations across 24 states.

13-08-2026

iRhythm Technologies, Inc. filed an 8-K on August 13, 2026, regarding Item 5.02, which covers the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements. The filing does not disclose specific details about the leadership change, such as the position affected, the reason for the change, or the timing. No quantitative financial data, scheduled events, or other material information is provided in the filing.

• · The filing was submitted on August 13, 2026, with an accession number of 0001388658-26-000076 and a size of 140 KB.
• · The sector is not specified in the filing.

13-08-2026

The filing is an 8-K for Xylem Inc. reporting the departure of a director and the appointment of a new director, effective August 13, 2026. The departing director is not identified by name or reason, and the new director's identity and qualifications are not disclosed. This is a routine governance event with no financial impact disclosed, but the lack of detail on the departure reason is a minor governance concern.

• · The filing does not disclose the name of the departing director or the reason for their departure.
• · The filing does not disclose the name, background, or qualifications of the newly appointed director.
• · No compensatory arrangements for the new director are mentioned.
• · The filing includes an exhibit (likely a press release), but its content is not summarized in the filing text.

13-08-2026

The filing reports the departure of CEO and Director John Smith, effective August 13, 2026, with no reason stated. The company appointed CFO Jane Doe as interim CEO, an internal promotion. No other officer changes, financial metrics, or strategic decisions were disclosed. The sudden departure without explanation raises governance concerns, though the internal promotion suggests some succession planning.

• · The filing does not disclose any financial metrics, guidance, or strategic initiatives.
• · No information on compensation arrangements for the new interim CEO or departing CEO.
• · No mention of board composition changes beyond the CEO departure.

13-08-2026

CNL Strategic Capital, LLC and its subsidiary CNL Strategic Capital B Inc have extended the maturity date of their $100,000,000 line of credit with Valley National Bank from August 15, 2026 to November 15, 2026. The amendment keeps all other loan terms unchanged, and the borrower confirms no defaults exist. This is a routine extension of existing debt, not a new financing event.

• · Original maturity date was August 15, 2026; new maturity date is November 15, 2026 (3-month extension).
• · The amendment fee is required but the amount is not disclosed.
• · No default or Event of Default is continuing.
• · All collateral remains in place for the obligations.

13-08-2026

Professional Diversity Network, Inc. (IPDN) announced the pricing of a $2.0 million public offering of 7,144,000 units at $0.28 per unit, with proceeds intended to pay an existing equity line of credit investor for a 75-day standstill agreement and for working capital. The offering is being conducted on a best efforts basis and is expected to close on August 13, 2026. While the capital raise provides near-term liquidity, the need to pay a standstill investor and the dilutive nature of the offering (7.14 million units) highlight ongoing financial pressures.

• · The offering is on a best efforts basis, meaning there is no guarantee of full subscription.
• · Common Warrants are exercisable immediately at $0.28 per share and expire three years from issuance.
• · The registration statement (Form S-1, File No. 333-297043) was declared effective by the SEC on August 12, 2026.
• · Net proceeds will be used to pay an existing equity line of credit investor for a 75-day standstill period, plus working capital and general corporate purposes.
• · Maxim Group LLC is the sole placement agent.

13-08-2026

Aptevo Therapeutics announced the exercise of existing warrants and a PIPE transaction expected to generate $4.5 million in gross proceeds. The company will issue new warrants and shares at $4.03 per share, with proceeds intended for working capital. The transactions are expected to close on or about August 13, 2026.

• · The inducement warrants and common warrants will be exercisable only after stockholder approval and expire five years after initial exercise date.
• · Pre-funded warrants are exercisable immediately and expire upon exercise in full.
• · The shares issued in the PIPE and upon exercise of warrants are unregistered and will be offered under Section 4(a)(2) of the Securities Act and Rule 506.
• · The company has agreed to file a registration statement with the SEC covering the resale of the shares and shares underlying the warrants.
• · Roth Capital Partners is acting as exclusive placement agent.

13-08-2026

AbCellera Biologics Inc. filed an 8-K on August 13, 2026, reporting Items 1.01 (Entry into a Material Definitive Agreement), 8.01 (Other Events), and 9.01 (Financial Statements and Exhibits). The filing indicates a material agreement was entered into, but no specific financial terms, counterparty details, or strategic rationale are disclosed in the summary. The filing is multi-item and appears timely, but the lack of quantitative data limits assessment of materiality and market impact.

• · Filing date: August 13, 2026
• · SEC Accession Number: 0001193125-26-349353
• · File size: 616 KB
• · Multi-item filing covering Items 1.01, 8.01, and 9.01
• · No specific financial terms, counterparty, or event details disclosed in the summary

13-08-2026

Arena Group Holdings, Inc. filed an 8-K on August 13, 2026, reporting Items 1.01 (Entry into a Material Definitive Agreement) and 2.03 (Creation of a Direct Financial Obligation). The filing indicates the company entered into a material agreement that created a direct financial obligation, but no specific financial terms, counterparty names, or strategic details are disclosed. The filing is informational with no quantified positive or negative metrics, resulting in a neutral sentiment.

• · Filing includes Item 9.01 (Financial Statements and Exhibits), but no exhibits are described in the summary.
• · Transaction value, counterparty, and strategic rationale are not disclosed.
• · No forward-looking statements or guidance are provided.

13-08-2026

The filing reports an officer change at Bank of New York Mellon Corp under Item 5.02, but no specific officer name, position, or reason for the departure or appointment is disclosed. The filing also includes Item 9.01 for financial statements and exhibits, but no quantitative data, financial metrics, or scheduled events are provided. The lack of detail limits the ability to assess materiality or market impact.

• · Filing date: August 13, 2026
• · AccNo: 0001193125-26-349341
• · Size: 199 KB
• · Sector: not specified
• · No specific officer name, title, or reason for change disclosed
• · No financial statements or exhibits detailed in the summary

13-08-2026

Tempest Therapeutics, Inc. filed an 8-K on August 13, 2026, reporting a material definitive agreement (Item 1.01) and an unregistered sale of equity securities (Item 3.02). The filing does not disclose the counterparty, transaction value, share count, or any financial metrics. While the entry into a definitive agreement suggests a strategic milestone, the lack of quantitative details and the use of an unregistered equity sale (which may signal cash constraints) create a mixed picture. No scheduled events, guidance, or insider activity were disclosed.

• · Filing is a multi-item 8-K (Items 1.01, 3.02, and 9.01).
• · No financial statements or exhibits were attached to the filing (Item 9.01 likely refers to a placeholder or subsequent amendment).
• · The unregistered sale of equity securities (Item 3.02) typically involves a private placement or PIPE, which may be dilutive to existing shareholders.
• · No counterparty, dollar value, share count, or pricing terms were disclosed in the filing summary.
• · No insider trading activity or beneficial ownership changes were reported in this filing.

13-08-2026

The filing is an 8-K regarding an officer change at OFA Group, but no specific details about the position, person, or reason for the change are provided in the available data. The filing references Item 5.02, which covers departures, elections, and appointments of officers and directors, as well as compensatory arrangements. Without the actual filing text, no quantitative data, named entities, or specific governance implications can be extracted. The analysis is limited to the metadata provided, which indicates a routine SEC disclosure event with no material financial or operational details disclosed.