US Material Events SEC 8-K Filings — August 17, 2026

17-08-2026

Narragansett Bancorp, Inc. entered into an Agency Agreement with Piper Sandler & Co. on August 11, 2026, to market its common stock in connection with a two-tier holding company reorganization. Piper Sandler will receive tiered fees: 1.35% on subscription offering shares, 3.00% on community offering shares (with certain exclusions), and 5.00% on syndicated offering shares, plus expense reimbursements and a $75,000 records agent management fee. The filing does not disclose any financial results or period-over-period comparisons.

• · The Agency Agreement was entered into on August 11, 2026.
• · The stock offering is being made under Registration Statement on Form S-1 (Registration No. 333-296731) and a prospectus dated August 11, 2026.
• · Excluded from the 3.00% community offering fee are shares purchased by employee benefit plans, directors/officers/employees and their immediate families, and a charitable foundation being established by the Company.
• · Piper Sandler will also be reimbursed for reasonable out-of-pocket accountable expenses not to exceed $140,000, including legal fees.
• · An additional $35,000 in reimbursable expenses requires prior approval.

17-08-2026

Coherus Oncology, Inc. and its subsidiaries entered into a Loan and Security Agreement with Innovatus Life Sciences Lending Fund I, LP, securing up to $100 million in term loans. The agreement includes a $55 million Term A Loan funded at closing, a $25 million Term B Loan contingent on a milestone, and a discretionary $20 million Term C Loan. The loans are secured by substantially all assets of the borrowers and carry floating interest based on the prime rate, with a 5% default rate increase.

• · Interest rate is floating per annum equal to the Basic Rate (Prime Rate), payable monthly in arrears.
• · Default Rate is Basic Rate plus 5.00%.
• · Interest computed on a 365-day year basis.
• · Mandatory prepayment required upon change of control or acceleration after Event of Default, including all outstanding principal, accrued interest, Final Fee, Prepayment Fee, and other Obligations.
• · Permitted prepayment of all or part of the Term Loan allowed with written notice and payment of applicable fees.
• · Borrowers include Parent (Coherus Oncology, Inc.), Coherus Intermediate Corp, Surface Oncology, LLC, and Intekrin Therapeutics Inc., jointly and severally liable.
• · Collateral includes substantially all assets of the borrowers, with a pledge of shares collateral.
• · Liquidity covenant referenced in Schedule 6.13.
• · Post-closing obligations referenced in Schedule 6.14.

17-08-2026

Centene announced a planned CFO transition: Drew Asher will step down as CFO on December 31, 2026, and retire from the company at the end of 2027. Chris Neczypor, formerly CFO of Lincoln Financial, will join in September and assume the role of EVP and CFO on January 1, 2027. The company reaffirmed its FY2026 adjusted diluted EPS guidance of greater than $4.80.

• · Chris Neczypor will join Centene in September 2026 and work alongside Drew Asher until assuming the CFO role on January 1, 2027.
• · Drew Asher will remain with the company until his retirement at the end of 2027 to support strategic initiatives and ensure a smooth transition.
• · Centene reaffirms its FY2026 adjusted diluted EPS guidance of greater than $4.80 and all associated 2026 full-year guidance metrics from its July 28, 2026 Q2 earnings release.

17-08-2026

TTM Technologies announced a definitive agreement to acquire Epiq Solutions for $1.1 billion in an all-cash transaction, expected to close in late Q3 2026. The acquisition is projected to be immediately accretive to Adjusted EBITDA margin and accretive to Non-GAAP Diluted EPS during 2028, with a synergy-adjusted transaction multiple of 17.4x expected 2027 EBITDA. However, the company faces risks including regulatory approvals, financing conditions, and integration challenges, and the forward-looking statements caution that actual results may differ materially.

• · The acquisition is expected to close in late Q3 2026, subject to regulatory approvals and customary conditions.
• · Committed financing from JPMorgan, Bank of America, and Barclays.
• · Epiq Solutions is a portfolio company of Veritas Capital, founded in 2009, headquartered in Rolling Meadows, IL, with operations in Frederick, MD, and Montreal, QC.
• · TTM plans to invest over $400 million through 2029 for growth across U.S. manufacturing facilities due to munitions demand surge.
• · The company expects to reduce net leverage from 2.3x to within 1.5x-1.7x within 12-18 months post-close.
• · Conference call scheduled for August 17, 2026 at 12:30 p.m. EDT.

17-08-2026

Valion Bio, Inc. (formerly Tivic Health Systems, Inc.) reported the termination of CEO Michael K. Handley effective August 16, 2026, and the appointment of Lisa Wolf as Chief Operating Officer (retaining her CFO role). The company also entered into a letter agreement with 3i, LP to issue 1,500 Series B Preferred Shares and warrants for $1.5 million, and will enter into a royalty agreement giving 3i and other purchasers 5% of gross revenue from subsidiary Velocity Bioworks for 10 years. Stockholders approved a reverse stock split authorization (ratio between 1:5 and 1:50) at a special meeting with 46.75% quorum.

• · CEO Michael K. Handley was terminated effective August 16, 2026; no reason was disclosed.
• · Lisa Wolf, age 64, was appointed COO on August 16, 2026, while remaining CFO. She has over 30 years of experience and previously served as interim CFO from October 2024.
• · The Series B Preferred Purchase Agreement originally dated April 29, 2025, was assigned and amended on December 9, 2025.
• · The royalty agreement grants 3i and other purchasers 5% of gross revenue from Velocity Bioworks for 10 years.
• · At the special meeting, 1,243,030 votes were cast in favor of the reverse stock split authorization, 697,127 against, with 678 abstentions.
• · Proposal 2 (adjournment authority) was also approved but not used because Proposal 1 passed.
• · The company's common stock trades on Nasdaq under the symbol VBIO.
• · The company is an emerging growth company and has not elected to use the extended transition period for new accounting standards.

17-08-2026

NextNRG, Inc. filed a Certificate of Designation establishing a new Series C Convertible Non-Voting Preferred Stock, consisting of up to 3,000,000 shares. The Series C carries strong conversion rights (including an alternate conversion price that can drop to 80% of the lowest VWAP during a Trigger Event), a holder optional redemption after two years at the greater of the conversion amount or market-linked price, and mandatory redemption rights upon specified events (e.g., failure to pay dividends, material breach). The stock ranks senior to all common and existing preferred shares, and the company is restricted from incurring debt over $500,000 or creating liens without holder consent. While this structure gives the company access to flexible financing, the aggressive conversion terms and senior ranking could be highly dilutive to existing common shareholders and impose significant cash-flow obligations.

• · Conversion price can be as low as 80% of the lowest daily VWAP during a Trigger Event (vs. 95% normally), increasing potential dilution.
• · Holder optional redemption is not available until the two-year anniversary of the original issue date.
• · Mandatory redemption events include: failure to pay dividends, material breach of contract, specified defaults on debt over $500,000.
• · Series C ranks senior to all common stock, Series A, and Series B preferred shares.
• · Company is prohibited from incurring indebtedness (except Permitted Indebtedness) and liens (except Permitted Liens) without Required Holders' consent.
• · Outstanding Series B shares: 140,000; Series A: none outstanding.

17-08-2026

Madison Air Solutions (NYSE: MAIR) announced a definitive agreement to acquire ebm-papst, a leading German airflow technology company, for an enterprise purchase price of $5.4 billion ($5.0 billion net of future tax savings). The acquisition nearly doubles Madison Air's addressable market, adds over 1,200 patents and 250 million installed fans, and is expected to be accretive to adjusted EPS in the first full year post-closing. However, the deal carries integration risks, requires regulatory approvals, and will increase leverage, with pro forma net leverage expected below 4.0x at closing.

• · Transaction expected to close around year end, subject to regulatory approvals and customary closing conditions.
• · Madison Air intends to fund the acquisition through cash on hand and debt and equity financing.
• · Pro forma net leverage expected to be less than 4.0x at closing, with a target of reducing to approximately 2.5x within two years.
• · The acquisition is not subject to any financing condition.
• · ebm-papst was founded in 1963 and is headquartered in Mulfingen, Germany.
• · The acquisition is expected to be accretive to adjusted EPS in the first full year following closing.
• · The company will host a conference call at 8:30 a.m. (ET) on August 17, 2026.

17-08-2026

Ulta Beauty appointed Brieane Olson to its Board of Directors, effective August 31, 2026, filling the seat vacated by Kelly G. Garcia who transitioned to Chief Technology Officer. Olson brings over 20 years of specialty retail experience, currently serving as CEO of PacSun. The Board will now consist of 10 directors.

• · Olson holds a BA in Mass Communications from UC Berkeley, a master's in Fashion from Istituto Marangoni, and completed Harvard Business School's Advanced Management Program.
• · Olson has been CEO of PacSun since May 2023, President since June 2021, and Chief Brand Officer since July 2020.
• · Ulta Beauty operates over 1,500 stores in the U.S. and has international presence via Space NK (UK/Ireland), a joint venture in Mexico, and a franchise in the Middle East.

17-08-2026

Enovix announced the resignation of CEO Raj Talluri effective August 13, 2026, to pursue another opportunity. The Board appointed CFO Ryan Benton as interim CEO and T.J. Rodgers as executive chairman, while reaffirming Q3'26 financial guidance and highlighting breakthrough 1,000-cycle life on silicon-anode smartphone batteries. The company emphasized that this is a CEO transition, not a strategy shift, and that customer programs remain unchanged.

• · The CEO search will evaluate both external and internal candidates.
• · Enovix will host a live video webcast on August 17, 2026 at 4:00pm ET to discuss the transition.
• · T.J. Rodgers has been on the Enovix Board for 14 years and is the largest shareholder.
• · Ryan Benton previously served as CEO of Exar, driving the stock from $5 to $13 and later selling the company with a capital gain.
• · COO Michael Vyvoda, a Berkeley PhD in Chemical Engineering, will assume end-to-end ownership of manufacturing, supply chain, and equipment engineering in both Malaysian and Korean facilities.
• · The 80-person R&D group will move under Vyvoda to accelerate product transfers to manufacturing.
• · No other manufacturer of silicon-anode Li-ion smartphone batteries has achieved more than 32% silicon anode content, while Enovix is shipping 100% silicon anodes that work for 1,000 cycles.
• · Defense and drone revenue was 65% of Q2'26 revenue and is growing rapidly.

17-08-2026

D-Wave Quantum Inc. announced the appointment of Kevan P. Krysler to its Board of Directors and Audit Committee, effective August 17, 2026. Krysler brings extensive financial leadership experience from roles at Carbon Robotics, Everpure, VMware, and KPMG. The company highlights strong commercial momentum and progress on product roadmaps, but no specific financial figures were disclosed.

• · Krysler currently serves as CFO of Carbon Robotics, a privately held company specializing in physical AI and robotics for agriculture.
• · Prior to Carbon Robotics, Krysler was CFO of Everpure, Inc. (NYSE: P), a publicly traded enterprise data storage company.
• · Earlier career includes SVP of Finance and Chief Accounting Officer at VMware, Inc. and partner at KPMG LLP in the Silicon Valley technology practice.
• · D-Wave's Leap quantum cloud service offers 99.9% availability and uptime.

17-08-2026

Prairie Operating Co. entered into a Third Amendment to its Amended and Restated Credit Agreement with Citibank as administrative agent, effective June 30, 2026. The amendment introduces new financial covenants, including a minimum production requirement starting August 31, 2026, and a 13-week cash flow and accounts payable reporting obligation. The current ratio covenant is also relaxed for the June 30, 2026 quarter (0.50:1) and September 30, 2026 quarter (0.40:1) before tightening to 1.00:1 thereafter, indicating the company is operating under tighter lender oversight amid potential liquidity or operational challenges.

• · The amendment adds a minimum production covenant (Section 9.23) requiring aggregate hydrocarbon production volumes not to fall below levels on a new Schedule 9.23, tested monthly starting August 31, 2026.
• · Operated production volumes for May and June 2026, and non-operated volumes for April and May 2026, are deemed at set levels on Schedule 9.23 rather than actual volumes.
• · The current ratio covenant is reduced to 0.50:1 for Q2 2026 and 0.40:1 for Q3 2026, then increases to 0.60:1 for Q4 2026 and 1.00:1 thereafter.
• · The borrower must deliver a 13-week cash flow budget and accounts payable/receivable aging report every two weeks starting August 28, 2026.
• · Failure to comply with the new reporting or production covenants constitutes an immediate event of default under Section 10.01(d).

17-08-2026

Profound Medical Corp. announced the promotion of Matthew Sobczyk from Corporate Controller to Interim CFO, effective immediately, succeeding Rashed Dewan who has stepped down. Dewan will remain on a short-term consulting contract to ensure a smooth transition. The filing contains no financial results or period-over-period comparisons.

• · Matthew Sobczyk joined Profound in 2020 and previously served as Corporate Controller.
• · Rashed Dewan will stay on a short-term consulting contract to assist with the transition.
• · Profound's technologies are approved in the U.S., Europe, Canada, Saudi Arabia, India, Australia/New Zealand, UAE, and China.
• · Sonalleve is approved by the FDA as HDE for osteoid osteomas in the extremities.

17-08-2026

L3Harris Technologies announced a leadership transition: Sam Mehta was appointed President and CEO, Lewis Hay III became Independent Chairman, and Christopher Kubasik stepped down as Chairman and CEO due to conduct inconsistent with the company's Code of Conduct. The company reaffirmed its 2026 financial guidance. The SMS and CSD segments, which Mehta previously led, comprise over 80% of total revenue.

• · Sam Mehta joined L3Harris in 2023 and has over 25 years of aerospace and defense experience.
• · Lauren Barnes and Christopher Aebli were appointed to lead the SMS and CSD segments, respectively.
• · The conduct leading to Kubasik's departure was unrelated to financial reporting, controls, customer relationships, or operational performance.
• · The company reaffirmed 2026 guidance for revenue, organic growth, segment operating margin, GAAP EPS, and free cash flow.

17-08-2026

HomeTrust Bancshares, Inc. (NYSE: HTB) has signed a definitive merger agreement to acquire Blue Ridge Bankshares, Inc. (NYSEAM: BRBS) in an all-stock transaction valued at approximately $448.1 million. The deal expands HomeTrust's footprint into attractive Virginia markets, creating a combined commercial bank with over $7 billion in assets and over 60 locations. The transaction is expected to close early in the first quarter of 2027 and be accretive to earnings per share by approximately 30% assuming full cost savings, though it will dilute tangible book value per share by about 8.3% with an earn-back period of roughly 3.25 years.

• · Exchange ratio: 0.086 HomeTrust shares per Blue Ridge share.
• · Holders of approximately 25% of Blue Ridge's outstanding warrants have agreed to exchange their warrants for HomeTrust common stock; remaining warrant holders may do the same or roll into new HomeTrust warrants.
• · Transaction intended to qualify as a tax-free reorganization for federal income tax purposes.
• · Two Blue Ridge directors will join the boards of HomeTrust and HomeTrust Bank.
• · Transaction subject to regulatory approvals, stockholder approvals, and other customary conditions.
• · HomeTrust's board and Blue Ridge's board unanimously approved the transaction.

17-08-2026

HomeTrust Bancshares, Inc. (HTB) announced a definitive merger agreement to acquire Blue Ridge Bankshares, Inc. (BRBS) in an all-stock transaction valued at approximately $448.1 million. The deal expands HomeTrust's footprint into Virginia, creating a combined bank with over $7 billion in assets and over 60 locations. The transaction is expected to close in early Q1 2027 and be accretive to EPS by ~30% by 2028, but will dilute tangible book value per share by ~8.3% with a 3.25-year earn-back period.

• · Exchange ratio: 0.086 HomeTrust shares per Blue Ridge share
• · Two Blue Ridge directors will join HomeTrust's board
• · Transaction intended to qualify as tax-free reorganization
• · Expected to close early Q1 2027
• · Subject to regulatory and stockholder approvals
• · HomeTrust recognized as 'Best U.S. Banks' by Bank Director, 'America's Best Banks' by Forbes, and 'Top 50 Community Banks' by S&P Global

17-08-2026

Daré Bioscience announced a $6.0 million registered direct offering priced at-the-market, issuing 4,379,581 shares at $1.37 per share, along with concurrent private placement of Series A and B warrants. The offering is expected to close on August 17, 2026, with Ladenburg Thalmann as placement agent. This capital raise provides funding but may dilute existing shareholders.

• · Series A warrants have an exercise price of $1.37 per share, exercisable after stockholder approval, with a term of five years.
• · Series B warrants have an exercise price of $1.37 per share, exercisable after stockholder approval, with a term of two years.
• · The offering is being made pursuant to a shelf registration statement on Form S-3 (File No. 333-278380).

17-08-2026

Dermata Therapeutics announced a $3.4 million private placement priced at-the-market under Nasdaq rules, with potential additional gross proceeds of up to approximately $6.7 million if warrants are fully exercised. Company insiders, including the CEO, CFO, and a management team member, are participating at a slightly higher price of $1.47 per share. The company recently pivoted from pharmaceutical development to direct-to-consumer skincare and expects to launch its first product on August 25, 2026.

• · Series E warrants expire five years from stockholder approval; series F warrants expire 24 months from approval.
• · The offering is a private placement under Section 4(a)(2) of the Securities Act and/or Regulation D; shares are not registered.
• · Company has agreed to file a resale registration statement covering the securities.
• · No assurance that any warrants will be exercised or that the company will receive cash proceeds from warrant exercises.
• · Company recently announced a strategic pivot from pharmaceutical development to direct-to-consumer skincare solutions.

17-08-2026

Abundia Global Impact Group (NYSE American: AGIG) secured a $10 million credit facility from its largest shareholder, Bower Family Holdings, to repay an outstanding convertible note and provide working capital. The facility has a two-year term at 10% annual interest, with an initial $6.5 million drawdown. While the move eliminates potential dilution from the convertible note and strengthens the balance sheet, the company's reliance on shareholder debt and the high interest rate highlight ongoing capital constraints.

• · The facility has a two-year term.
• · The company will use a portion of the facility to repay the remaining balance of the Senior Secured Convertible Promissory Note originally due June 2027.
• · The remainder will be allocated for working capital and an anticipated stock buyback program (pending Board authorization).
• · The facility is effective immediately.

17-08-2026

Fulcrum Therapeutics and Slate Medicines announced a definitive all-stock merger agreement. The combined company will operate as Slate Medicines, focusing on next-generation migraine therapies, including SLTE-1009. Concurrently, an oversubscribed private placement of $245 million was secured from leading healthcare investors, expected to fund operations into 2029. Pre-merger Fulcrum stockholders will own 5.0% of the combined company and will receive a cash dividend of approximately $270 million prior to closing, while Slate stockholders will own 95.0%.

• · SLTE-1009 is a clinical-stage subcutaneous anti-PACAP/VIP monoclonal antibody for migraine prevention, with Phase 1 clearance in Australia and initial data expected mid-year 2027.
• · SLTE-2100 is a bispecific antibody targeting PACAP/VIP and CGRP, currently in lead optimization, expected to enter clinical trials in H2 2027.
• · The combined company will trade on Nasdaq under the ticker 'SLTE'.
• · The merger is expected to close in Q4 2026, subject to stockholder approvals, SEC registration, and HSR Act clearance.
• · Slate's Board will serve as the board for the combined company.
• · Fulcrum's pre-merger stockholders will receive a cash dividend of approximately $270 million, equal to Fulcrum's net cash exceeding $20.3 million.

17-08-2026

NVIDIA announced a partnership with SB Energy to secure land, power, and shell capacity at the PORTS-Pike Technology Campus in Ohio to exclusively host NVIDIA AI compute infrastructure. OpenAI will be the customer for the full 8 IT-GW capacity under a 20-year lease, with an initial deployment of 4.25 IT-GW and an option for the remaining 3.75 IT-GW. NVIDIA will invest $1.5 billion in SB Energy and provide credit support for the initial capacity, while the project is expected to create tens of thousands of jobs and invest at least $4.2 billion in new regional grid infrastructure, though the campus will not begin coming online until 2028.

• · NVIDIA will provide credit support on land, power, and shell buildout for the initial 4.25 IT-GW.
• · SB Energy will build, own, and operate the data center under a 20-year lease to OpenAI.
• · The campus is being developed on the decommissioned Portsmouth Gaseous Diffusion Plant site in Pike County, Ohio.
• · SB Energy and SoftBank will build at least 10 GW of new energy generation to support the 8 IT-GW of AI factory capacity.
• · Advisors: Goldman Sachs and JP Morgan for SB Energy; Morgan Stanley for NVIDIA.

17-08-2026

Pilgrim's Pride Corp, through its Pilgrim's Europe subsidiary, has agreed to acquire Walkers Deli & Sausage Company from Samworth Brothers, subject to CMA approval and UK employee consultation. Walkers, a premium pork products producer with a heritage dating back to 1824, operates from four facilities in Leicester and employs approximately 1,150 team members. The acquisition strengthens Pilgrim's Europe's position in the UK food industry and expands its presence in value-added premium pork categories, building on an existing supply relationship.

• · Walkers has a heritage dating back to 1824 and operates from four production facilities on a single site in Leicester.
• · Pilgrim's currently supplies some of Walkers' raw pork requirements.
• · Samworth Brothers has a turnover of £1.8bn and more than 12,000 colleagues.
• · Pilgrim's Europe employs 17,000+ team members across 40+ sites in the UK, Ireland, France and The Netherlands.
• · Pilgrim's Pride employs approximately 63,000 people overall.

17-08-2026

Vista Gold Corp. announced the appointment of Gavin Ferguson as Managing Director of Vista Gold Australia, effective September 7, 2026. Mr. Ferguson brings over 35 years of international mining experience, including leading the Carlin Mining Complex for Nevada Gold Mines, where he managed an annual operating budget of approximately $2.1 billion and oversaw production of about 1.4 million ounces of gold annually. The appointment underscores Vista Gold's commitment to advancing its Mt Todd gold project in Australia's Northern Territory, targeting the commencement of detailed engineering and design in 2027 and first gold production after an approximately 27-month construction period.

• · Mr. Ferguson holds a Graduate Diploma in Mining Engineering from Curtin University and a Bachelor of Technology in Mining Engineering from the University of Johannesburg.
• · He has completed advanced management and leadership programs at the Saïd Business School, Oxford University.
• · He is a Member of the Australasian Institute of Mining and Metallurgy (AusIMM).
• · The company targets commencement of detailed engineering and design in 2027, followed by an approximately 27-month period to first gold production.
• · The 2025 Feasibility Study for Mt Todd established a development proposition with a substantial gold reserve, long mine life, reduced initial capital requirement, and strong projected economics.

17-08-2026

Alaska Silver Corp. closed a C$7.6 million (US$5.48 million) PIPE financing, issuing 13,846,910 units at C$0.55 per unit, each consisting of one common share and one warrant (exercise price C$0.75, three-year term). Proceeds will expand the 2026 drilling program at the Illinois Creek Project from 6,000 to 9,000 metres and fund metallurgical work, environmental studies, and general corporate purposes. Insider Crescat Capital participated to maintain its ~13.7% stake, and the company plans to file a resale registration statement within 120 days.

• · Crescat Capital, holding ~13.8% pre-financing, participated to maintain ~13.7% ownership, acquiring 1,830,910 shares and warrants.
• · The financing is a related-party transaction under MI 61-101, relying on exemptions from minority approval and formal valuation.
• · Securities are subject to a six-month U.S. hold period under Rule 144 and a four-month-and-one-day Canadian hold period.
• · Company will file a resale registration statement (Form S-1 or S-3) within 120 days, aiming for SEC effectiveness within 150 days (or 180 days if full review).
• · Illinois Creek Project hosts an Inferred Resource of 75 Moz AgEq at Waterpump Creek and Indicated Resources of 260,000 oz gold and 8.3 Moz silver at the Illinois Creek Mine.

17-08-2026

AMD closed a public offering of $4.75 billion aggregate principal amount of senior notes across four tranches on August 17, 2026. The proceeds are intended for general corporate purposes, which may include debt repayment. The offering was underwritten by major banks including Barclays, BofA Securities, Citigroup, J.P. Morgan, Morgan Stanley, and Wells Fargo.

• · The notes are unsecured senior obligations of AMD.
• · Holders have the right to require repurchase at 101% of principal upon a Change of Control Triggering Event.
• · The indenture includes covenants limiting liens, sale-leaseback transactions, and mergers, subject to exceptions.
• · Customary events of default include payment defaults, covenant breaches (with 90-day cure period), and bankruptcy.
• · The offering was registered under the Securities Act via Form S-3 (File No. 333-298288).

17-08-2026

Intest Corp. and its guarantors entered into an Eighth Amendment to their Amended and Restated Loan and Security Agreement with M&T Bank, effective August 14, 2026. The amendment extends the draw period for Term Loan advances from August 28, 2026 to August 28, 2028, while the Term Loan maturity date remains May 2, 2031. All other terms of the loan agreement are ratified and confirmed, with no changes to financial terms or covenants disclosed.

• · The amendment is the eighth modification to the original loan agreement dated October 15, 2021.
• · The draw period extension is for two years, from August 28, 2026 to August 28, 2028.
• · All subsequent advances under the Term Loan will be co-terminus on May 2, 2031.
• · The amendment includes standard representations, warranties, and conditions, with no new financial covenants or material changes to the loan's financial terms.

17-08-2026

AvalonBay Communities, Inc. and Equity Residential completed their merger of equals, creating Vivmark Residential (NYSE: VMRK), which began trading on August 18, 2026. The combined company has an equity market capitalization of approximately $51 billion, an enterprise value of approximately $70 billion, and a portfolio of more than 184,000 rental apartments with over 11,100 units under construction. The merger is expected to deliver structurally superior earnings growth and value creation, though integration risks and market uncertainties remain.

• · The merger is expected to qualify as a tax-free reorganization for U.S. federal income tax purposes.
• · Each share of AvalonBay common stock converted into 2.793 shares of the combined company.
• · Vivmark has dual A3/A- credit ratings and expects more than $2 billion of cash flow and leverage-neutral self-funding capacity in 2026.
• · Approximately 50% of development projects include affordable and mixed-income components, and 30% of communities (about 7,200 homes) already have affordable housing.
• · The company has over 4 million lease transaction data points, over 9 million service request data points, and over 60 million customer insight data points.

17-08-2026

Wendy's Co announced the resignation of Pete Suerken, President, U.S., effective August 31, 2026, to become President and CEO of QSCC, the independent purchasing cooperative for the Wendy's system. In response, the company will eliminate the President, U.S. role and create a new Chief Operations Officer position, which is currently being recruited. The Compensation Committee approved pro-rated accelerated vesting of 80,481 restricted stock units and a pro-rated portion of his 2026 annual cash incentive, while all other outstanding equity awards will be forfeited.

• · Mr. Suerken previously served as President and CEO of QSCC from January 2021 to July 2025.
• · The company is evaluating restructuring and reorganization efforts as disclosed on its earnings call for the fiscal quarter ended June 28, 2026.
• · The new Chief Operations Officer position will report to the Company's President and CEO.
• · The pro-rated accelerated vesting of 80,481 RSUs was originally granted in July 2025 as a make-whole award and would have vested fully in July 2027.
• · No other benefits are provided upon departure; all other outstanding equity awards will be forfeited.

17-08-2026

AvalonBay Communities and Equity Residential completed their merger of equals, creating Vivmark Residential (NYSE: VMRK), a leading real estate company with an equity market capitalization of approximately $51 billion and an enterprise value of approximately $70 billion. The combined entity owns more than 184,000 rental apartments and has over 11,100 apartments under construction. Former AvalonBay stockholders own approximately 51% and former Equity Residential shareholders own approximately 49% of the combined company.

• · The merger is expected to qualify as a tax-free reorganization for U.S. federal income tax purposes.
• · Each share of AvalonBay common stock converted into the right to receive 2.793 shares of the combined company.
• · Vivmark has dual A3/A- credit ratings.
• · The company expects more than $2 billion of cash flow and leverage-neutral self-funding capacity and more than $2 billion of combined common dividends in 2026.
• · Approximately 50% of development projects include affordable and mixed-income components.
• · Vivmark has a proprietary data ecosystem with over 4 million lease transaction data points, over 9 million service request data points, and over 60 million customer insight data points.

17-08-2026

Neuronetics, Inc. announced that Francis X. Brown III's interim principal financial and accounting officer role ended on August 11, 2026, following the appointment of Nir Naor as CFO. Naor was appointed principal financial and accounting officer on August 12, 2026, and his title now includes Corporate Secretary. No new compensation was granted for these changes, and no disputes or disagreements were involved.

• · Francis X. Brown III will continue to serve as a consultant.
• · Nir Naor's appointment as CFO was effective July 23, 2026, and he was appointed principal financial and accounting officer on August 12, 2026.
• · No new compensation was provided to Naor in connection with the appointments.
• · No family relationships or related party transactions requiring disclosure were reported.

17-08-2026

Sharing Economy International Inc. (SEII) filed an 8-K on August 17, 2026, announcing the creation of a single share of Series B Preferred Stock with extraordinary voting rights equal to 51% of total shareholder voting power. The share is convertible into common stock on a 1:1 basis and ranks junior to all corporate indebtedness. This issuance effectively grants the holder majority control over all shareholder matters, representing a significant governance change.

• · The Series B Preferred Stock ranks junior to all corporate indebtedness.
• · Holders have no dividend rights except as declared by the Board in its sole discretion.
• · Upon liquidation, Series B holders participate equally per share with common stockholders.
• · A Change in Control Event (sale of assets or acquisition) is not deemed a liquidation.
• · Conversion requires a written demand with 15-30 days' notice; fractional shares are rounded up.
• · The Corporation must reserve sufficient authorized common stock for conversion at all times.
• · No preemptive rights attach to the Series B Preferred Stock.
• · Any amendment to the Certificate of Designation requires majority holder approval.

17-08-2026

Phoenix Energy One, LLC entered into Amendment No. 10 to its senior secured credit agreement, establishing $75 million in new delayed draw term loan commitments from Fortress-affiliated lenders. The amendment also nullified certain provisions from prior amendments and required post-closing hedging agreements. The filing reflects ongoing debt management and liquidity enhancement, but the company has a history of multiple prior amendments and waivers, indicating potential financial stress.

• · Amendment No. 10 nullified Section 1.1(c) of Amendment No. 8, Section 1.1(e) of Amendment No. 7, and Section 1.1(e) of Amendment No. 6.
• · The company must enter into swap agreements within 10 business days of the effective date to hedge commodity price risk on notional volumes specified in Schedule I.
• · Conditions precedent include delivery of a solvency certificate, pro forma balance sheet as of June 30, 2026, and evidence of no material adverse effect since December 31, 2025.
• · The credit agreement has been amended 10 times since its original date of August 12, 2024, including multiple limited waivers.

17-08-2026

Kaiser Aluminum announced a leadership transition, with Fred Stephan appointed as CEO and President effective November 1, 2026, succeeding Keith Harvey, who will become Executive Chairman and serve as a special advisor through October 31, 2027. The change is part of a long-term succession plan and reflects the Board's confidence in Stephan's extensive global manufacturing experience. No financial metrics or performance data were provided in this filing.

• · Fred Stephan will join the Board of Directors upon his appointment as CEO.
• · Keith Harvey will serve as a special advisor to Stephan through October 31, 2027.
• · Stephan previously served as COO of Amcor Global Flexible Packaging Solutions, overseeing over 200 manufacturing sites across more than 35 countries with 40,000 employees.
• · Stephan holds a Bachelor of Science in Electrical Engineering from Purdue University.
• · Kaiser Aluminum is headquartered in Franklin, Tennessee, and its stock is included in the Russell 2000 and S&P Small Cap 600 indices.

17-08-2026

BigBear.ai Holdings, Inc. elected Ret. Lt. Gen. Sean Gainey to its Board of Directors and the Nominating and Corporate Governance Committee, effective August 13, 2026. Gainey brings extensive military leadership experience, including roles in space and missile defense and counter-drone operations. He will receive compensation under the company's standard director policy, including a prorated annual restricted stock unit award.

• · Gainey served as Commander, Three Star General in the United States Army Space and Missile Defense Command and Joint Task Force Gold from January 2024 through April 2026.
• · Prior to that, he served four years as Director, Joint Counter Unmanned Aerial System Office in the Department of Defense.
• · He will receive an annual restricted stock unit award prorated to his election date.
• · He has executed the company's standard indemnification agreement (Exhibit 10.1).

17-08-2026

Braemar Hotels & Resorts Inc. completed the sale of the Pier House Resort & Spa in Key West, Florida for $190.0 million in cash on August 12, 2026. The company received approximately $187.5 million in cash net of selling expenses and repaid approximately $93.7 million on the mortgage loan. The pro forma financial statements show that the removal of the property's revenue and expenses results in a shift from a net loss attributable to common stockholders of $4.2 million for the six months ended June 30, 2026 (historical) to a net loss of $1.5 million on a pro forma basis, while for FY2025, a historical loss per share of $(1.07) becomes a pro forma gain of $0.32 per diluted share.

• · The pro forma adjustments include a preliminary non-recurring gain on sale of $108.6 million for FY2025, while for the six months ended June 30, 2026, no such gain is recorded (gain is included only in the balance sheet adjustments).
• · Pro forma diluted earnings per share for FY2025 improved to $0.32 from a historical loss of $(1.07), while for 6M 2026, pro forma diluted EPS turned to $(0.02) from historical earnings of $0.06.
• · The property contributed $30.8 million in total hotel revenue in FY2025 and $19.4 million in 6M 2026, representing about 4.4% and 5.1% of historical total hotel revenue, respectively.
• · The company had $327.9 million in assets held for sale on the historical balance sheet, which are not present in the pro forma, indicating other potential dispositions or reclassification.
• · Redeemable preferred stock redemptions payable of $54.8 million remain on the pro forma balance sheet, suggesting a ongoing or recently completed preferred redemption.

17-08-2026

Maze Therapeutics announced the appointments of Paula Johnson, M.D., M.P.H., and Sophie Kornowski, Pharm.D., M.B.A., to its Board of Directors. The company highlighted upcoming milestones including additional data from MZE829 in broad AMKD patients in late 2026 or early 2027 and initial data from MZE782 in 2027. No financial metrics or period-over-period comparisons were provided in this filing.

• · Dr. Johnson has served as President of Wellesley College since 2016 and currently serves on the Board of Directors of Johnson & Johnson.
• · Dr. Kornowski most recently served as CEO of Boston Pharmaceuticals, leading its acquisition by GSK.
• · Maze's pipeline is led by MZE829 in Phase 2 for APOL1-mediated kidney disease and MZE782 in Phase 2 for phenylketonuria and chronic kidney disease.

17-08-2026

TON Strategy Company (Nasdaq: TONX) appointed Oscar Suarez as an independent director and Audit Committee Chair, effective August 17, 2026. Suarez brings over 40 years of accounting, tax, and governance experience from Arthur Andersen, KPMG, and EY. The appointment strengthens the board's financial oversight as the company pursues its digital asset treasury strategy focused on the TON ecosystem.

• · Suarez is an NACD Certified Director and has been a CPA since 1982.
• · He serves on the boards of the National Association of Corporate Directors and the Latino Corporate Directors Association.
• · Suarez chaired the Finance Sub-Committee and served on the Global Audit Committee at EY.
• · The company's strategy includes accumulating Gram through capital raising proceeds, staking rewards, or open market purchases.

17-08-2026

Aon plc announced that Edmund Reese will step down as EVP and CFO effective August 17, 2026, and will serve as a senior advisor through August 16, 2027. Nadin Virani, 49, has been appointed interim CFO, receiving a $50,000 per month base salary increase and an additional cash bonus equal to the total additional base salary earned during his interim term. The transition is governed by a letter agreement filed as Exhibit 10.1.

• · Edmund Reese will serve as senior advisor from August 17, 2026 to August 16, 2027.
• · Nadin Virani previously served as Global Head of Corporate Planning and Analytics since January 2025.
• · Virani joined Aon from Broadridge Financial Solutions, where he was Head of Corporate Planning and Analytics since August 2022.
• · Prior to Broadridge, Virani held finance roles at American Express, including VP and GM for the Delta Amex Co-Brand portfolio from October 2018.
• · Virani's additional cash bonus is payable within 30 days after the end of his interim CFO term.

17-08-2026

Starz Entertainment Corp. entered into Amendment No. 1 and Incremental Amendment to its Credit and Guarantee Agreement on August 12, 2026, increasing its revolving credit commitments by $33 million and adding $67 million in incremental term loans, for total new commitments of $100 million. The proceeds will be used for working capital and general corporate purposes. The amendment was effective upon satisfaction of conditions including no default and compliance with financial ratios.

• · The amendment was executed on August 12, 2026, and filed on August 17, 2026.
• · Conditions to effectiveness included delivery of legal opinions, officer certificates, and compliance with financial covenants.
• · The incremental loans are part of the same class as existing credit facilities and are used for working capital and general corporate purposes.

17-08-2026

MasTec, Inc. completed a public offering of $650.0 million aggregate principal amount of 5.850% senior unsecured notes due 2036. The notes were issued on August 17, 2026 under an indenture supplemented by a twenty-second supplemental indenture. The notes are senior unsecured obligations, rank equally with other senior unsecured debt, and are not guaranteed by subsidiaries, making them structurally subordinated to subsidiary obligations.

• · Interest on the notes is payable semi-annually on March 30 and September 30, beginning March 30, 2027.
• · The notes mature on September 30, 2036.
• · The notes are effectively subordinated to all secured indebtedness of the Company to the extent of the value of the assets securing such indebtedness.
• · The notes are structurally subordinated to all obligations of the Company's subsidiaries, including trade payables.
• · The Company may redeem the notes in whole or in part at any time at specified redemption prices.
• · The indenture provides for customary events of default and remedies.

17-08-2026

DocGo reported Q2 2026 revenue of $73.4M, down 8.7% YoY from $80.4M, entirely due to the wind-down of migrant-related programs (zero revenue vs. $18.8M in Q2 2025). Excluding those programs, revenue grew 19% YoY. The company also announced a definitive agreement to acquire virtual care provider Hicuity Health, with Perceptive Advisors committing up to $50M in new debt financing. However, net loss widened to ($18.0)M from ($13.3)M, adjusted EBITDA remained negative at ($6.3)M, and full-year 2026 adjusted EBITDA guidance was significantly lowered to ($17-$22)M from prior ($5-$10)M.

• · Full-year 2026 revenue guidance narrowed to $305-$310M (from $300-$315M), excluding Hicuity contribution.
• · Full-year 2026 adjusted EBITDA guidance lowered to ($17-$22)M from prior ($5-$10)M.
• · Company expects to exit 2026 at a profitable adjusted EBITDA run rate.
• · GAAP gross margin was 26.9% (Q2 2026) vs 26.7% (Q2 2025); adjusted gross margin was 30.5% vs 31.6%.
• · Record volumes across all major business lines in Q2 2026 vs Q2 2025.
• · Hicuity acquisition: DocGo assumes ~$52M in debt (now maturing Dec 2029); Hicuity preferred shareholder gets 2% equity (up to 5.5% if market cap hits $250M).
• · Perceptive Advisors committed up to $50M in new debt financing, first $12.5M tranche upon services agreement.
• · Cash burn: unrestricted cash fell from $35.7M (Mar 31) to $25.2M (Jun 30).

17-08-2026

Fabrinet reported record Q4 FY2026 revenue of $1.316B, up 45% YoY and exceeding guidance, with full-year revenue of $4.64B, up 36% YoY. Non-GAAP EPS grew even faster, reaching $4.10 in Q4 (up 55% YoY) and $14.09 for the full year (up 39% YoY). However, operating cash flow declined to $256.7M for the year from $328.4M in FY2025, and the company guided Q1 FY2027 GAAP EPS of $3.39-$3.54, which would be below the Q4 FY2026 GAAP EPS of $3.83, indicating a sequential decline in GAAP profitability.

• · Q4 FY2026 GAAP gross profit was $158.1M, up from $111.3M in Q4 FY2025.
• · FY2026 GAAP gross profit was $556.5M, up from $413.3M in FY2025.
• · Q4 FY2026 GAAP operating income was $134.2M, up from $89.1M in Q4 FY2025.
• · FY2026 GAAP operating income was $462.9M, up from $324.4M in FY2025.
• · FY2026 other income (expense), net included a $56.7M gain on non-marketable equity securities.
• · FY2026 income tax expense surged to $82.1M from $22.7M in FY2025, a 262% increase.
• · Total assets grew to $3.91B as of June 26, 2026, from $2.83B a year earlier.
• · Inventories more than doubled to $1.02B from $581.0M, a 76% increase.
• · Trade accounts receivable increased to $1.02B from $758.9M, a 34% increase.
• · Trade accounts payable rose to $1.01B from $637.4M, a 58% increase.
• · Cash and cash equivalents plus short-term investments totaled $875.1M as of June 26, 2026, down from $934.2M a year earlier.
• · The company repurchased $5.2M of ordinary shares in FY2026, compared to $125.7M in FY2025.
• · Q1 FY2027 GAAP diluted EPS guidance of $3.39-$3.54 is below the Q4 FY2026 GAAP diluted EPS of $3.83.
• · Q1 FY2027 non-GAAP diluted EPS guidance of $4.10-$4.25 is in line with or slightly above Q4 FY2026 non-GAAP diluted EPS of $4.10.

17-08-2026

AdvanSix Inc. entered into a new $425 million credit agreement on August 14, 2026, consisting of a $150 million Term A Loan and a $275 million revolving credit facility (with sub-limits of $40 million for letters of credit and $40 million for swing line loans). The facility is led by Citizens Bank as administrative agent and includes CoBank, Fifth Third Bank, and Truist as joint lead arrangers. The interest rate is tied to the company's consolidated leverage ratio, with initial pricing at Level 3 (SOFR + 2.00% for SOFR loans, Base Rate + 1.00% for base rate loans, and a 0.30% commitment fee).

• · The credit agreement includes financial covenants tied to a Consolidated Leverage Ratio, with pricing grid ranging from Level 1 (≥3.75:1) to Level 5 (<1.50:1).
• · Initial pricing is set at Pricing Level 3 (Consolidated Leverage Ratio <3.25:1 but ≥2.50:1).
• · The facility matures on the Revolving Credit Facility Maturity Date, with provisions for maturity extension and incremental commitments.
• · The agreement includes standard representations, affirmative and negative covenants, events of default, and provisions for bail-in of affected financial institutions.

17-08-2026

CVS Health announced the appointment of Teresa Heitsenrether, Chief Data & Analytics Officer at JPMorgan Chase, to its Board of Directors effective November 18, 2026, and the departure of Larry Robbins from the Board effective August 13, 2026. Robbins, who joined in 2024, was credited with helping sharpen financial and operational focus during a period of transition. The changes reflect ongoing board refreshment and strategic emphasis on data, analytics, and technology transformation.

• · Teresa Heitsenrether brings nearly forty years of financial services leadership experience with expertise in data, analytics, AI, risk management, and global operations.
• · Larry Robbins served on the Audit and Public Policy and External Affairs Committees during his tenure.
• · Robbins' departure was effective August 13, 2026; Heitsenrether joins effective November 18, 2026.
• · CVS Health had approximately 9,000 retail pharmacy locations, over 1,000 clinics, 87 million PBM plan members, and served 37 million people through health insurance as of June 30, 2026.

17-08-2026

Limoneira Company announced that its subsidiary, Windfall Investors, LLC, entered into a Purchase and Sale Agreement to sell its Windfall Farms vineyard property in Paso Robles, California, for $15 million all cash, following a public auction. The sale is expected to close on September 15, 2026, and net proceeds will be used to reduce debt and fund avocado acreage expansion. This transaction aligns with Limoneira's strategy to monetize non-strategic assets, though completion is subject to customary closing conditions and there is no assurance the deal will close.

• · Bidding for the property opened on August 5, 2026 and concluded on August 15, 2026.
• · The sale is expected to close on September 15, 2026, subject to customary closing conditions.
• · The property will be sold to a private buyer.
• · Limoneira is a 133-year-old agribusiness with operations in California, Arizona, and Argentina.
• · The company is transitioning its lemon sales and marketing to Sunkist Growers Inc. and has formed a joint venture with Agromin.

17-08-2026

CIFC Direct Lending Evergreen Fund dismissed Deloitte & Touche LLP as its independent auditor effective August 14, 2026, and engaged KPMG LLP as its new independent registered public accounting firm, effective upon Deloitte's dismissal. The change was approved by the Board of Trustees based on the Audit Committee's recommendation, with no disagreements or reportable events reported during the engagement period.

• · The fund is an emerging growth company under Rule 405 of the Securities Act.
• · Audit report on financial statements for the period from February 4, 2025 (commencement of operations) to December 31, 2025 contained no adverse opinion, disclaimer, or modifications.
• · No consultations occurred with KPMG regarding accounting principles, disagreements, or reportable events before engagement.
• · Deloitte's letter agreeing with the disclosures is dated August 17, 2026 and filed as Exhibit 16.1.

17-08-2026

UGI Corp's subsidiary, UGI Utilities, issued $125M in 5.45% Senior Notes due 2031 via a private placement on August 11, 2026. Proceeds will primarily refinance existing debt and for general corporate purposes. The notes are unsecured, rank pari passu with other unsecured debt, and include standard covenants and events of default.

• · The Notes mature on August 15, 2031.
• · Interest is payable semiannually on August 15 and February 15.
• · Pricing of the Notes occurred on July 23, 2026.
• · The Notes are callable by UGI Utilities at any time at 100% of principal plus a make-whole premium, or within 30 days of maturity at 100% of principal without make-whole premium.
• · Noteholders can require prepayment if UGI Corp ceases to own 51% or more of UGI Utilities' voting stock and economic interests.
• · The agreement includes a financial covenant limiting the ratio of total debt to total capitalization to no more than 0.65 to 1.00.

17-08-2026

NNN REIT, Inc. announced the addition of Christina Chiu and Charles 'Chaz' D. Mueller, Jr. to its Board of Directors, effective October 1, 2026, as part of a staged succession plan ahead of Betsy D. Holden's planned retirement on February 19, 2027. Ms. Chiu brings experience as President of Empire State Realty Trust and a background in real estate investment banking and operations, while Mr. Mueller has over three decades of leadership in public REITs and residential real estate. The appointments aim to strengthen the Board with fresh perspectives to support NNN's long-term growth strategy.

• · Christina Chiu is currently President of Empire State Realty Trust and previously spent 18 years at Morgan Stanley.
• · Charles Mueller served on the Board of AvalonBay Communities from 2022 until its merger with Equity Residential in 2026.
• · Betsy Holden's retirement is planned for February 19, 2027.
• · The company owned 3,774 properties across all 50 states, DC, and Puerto Rico as of June 30, 2026.

17-08-2026

Resmed announced that Carol Burt will become Lead Director on November 15, 2026, succeeding Ron Taylor, who is retiring after more than 21 years of service and will not stand for reelection at the 2026 Annual Meeting of Stockholders on November 18, 2026. The change reflects continued board refreshment and governance continuity.

• · Carol Burt has served on Resmed's Board since 2013 and currently chairs the Nominating and Governance Committee; she is also a member of the Audit Committee and the Compliance, Privacy and Quality Committee.
• · Ron Taylor has served as Lead Director since 2013.

17-08-2026

LiveRamp Holdings held a Special Meeting on August 17, 2026, where stockholders overwhelmingly approved the Merger Agreement with Publicis Groupe (51.6M for, 60K against), elected three directors, and approved a 2.5M share increase under the 2005 Equity Compensation Plan. However, stockholders did not approve the merger-related compensation for named executive officers on a non-binding advisory basis (44.3M against vs 7.3M for). The meeting saw 92.23% of outstanding shares represented.

• · Stockholders did not approve the merger-related compensation for named executive officers on a non-binding advisory basis (44.3M against, 7.3M for).
• · The Adjournment Proposal was not submitted because sufficient votes existed to approve the Merger Agreement.
• · KPMG LLP was ratified as independent auditor for fiscal year 2027 with 55.4M votes for.
• · The Merger Agreement was adopted with 51.6M votes for and only 60K against.