US Material Events SEC 8-K Filings — August 31, 2026

31-08-2026

Zedge announced a $7.5 million insider investment led by Vice Chairman Howard Jonas and the appointment of Morris Berger as CEO effective October 1, 2026, to accelerate its DataSeeds.AI business. The company reported Q3 FY2026 free cash flow of $1.2 million, up 55% YoY, and $19.7 million in cash with no debt. However, the company suspended its share repurchase program, and the investment includes 90% warrant coverage with a five-year term, potentially dilutive to shareholders.

• · Morris Berger previously served as CEO of Zedge early in its history and was CEO of IDT Entertainment when it was formed in 2003.
• · DataSeeds fulfilled its first six-figure order in fiscal 2026 from a leading global technology company.
• · DataSeeds recently signed its first deal for model evaluations.
• · The investment is expected to close within 10 days of the announcement.
• · Warrants will not be exercisable until stockholder approval and six months from issuance.
• · The company will not pay investment banking or placement agent fees for the investment.
• · The company suspended purchases under its existing share repurchase program but intends to continue paying its quarterly cash dividend.
• · Zedge is evaluating expansion into egocentric data (narrated and annotated first-person video).

31-08-2026

IX Acquisition Corp. (Parent) disclosed entry into additional Simple Agreements for Future Equity (SAFE Agreements) with AERKOMM Inc. on July 20, 2026 (SAFE No. 6) and August 6, 2026 (SAFE No. 7), bringing total SAFE investments to $13.0 million, up from $8,997,200 previously. The SAFE Agreements will automatically convert upon merger closing at $11.50 per share into 1,130,435 shares of Parent common stock plus up to 1,062,609 additional incentive shares held in escrow. However, the aggregate SAFE investment remains $2.0 million short of the $15.0 million minimum required under the Merger Agreement, indicating a potential funding gap.

• · The SAFE Agreements were entered into pursuant to the Merger Agreement dated March 29, 2024.
• · Prior SAFE Agreements were entered into on August 12, 2024, December 4, 2024, June 9, 2025, July 23, 2025, September 5, 2025, and October 23, 2025.
• · The aggregate SAFE investment of $13.0M is still $2.0M below the required minimum of $15.0M.
• · The additional 1,062,609 incentive shares are subject to the same Milestone Events as outlined in the Merger Agreement.

31-08-2026

Cohen & Co Inc. (COHN) entered into an amended and restated senior promissory note with JKD Capital Partners I LTD on August 31, 2026, for a principal amount of $5,000,000. The note replaces a prior note from September 2024 with an original principal of $5,145,926.67, reflecting a reduction of $145,926.67. The new note includes a 10% annual interest rate, matures on August 31, 2027, and is senior to other indebtedness incurred after September 1, 2024.

• · The note is senior to any indebtedness incurred after September 1, 2024, and the company cannot incur any senior indebtedness after August 31, 2026.
• · Prepayment is not allowed before January 31, 2027; after that date, prepayment is permitted with 31 days' notice and no penalty.
• · Interest is payable quarterly on November 30, February 28, May 31, and August 31, starting November 30, 2026.
• · Events of default include non-payment (5 business day cure), covenant breach (5 business day cure), bankruptcy/insolvency proceedings, judgments over $300,000 (30 day cure), and change in control.
• · Upon certain defaults, the entire principal and accrued interest become immediately due and payable.

31-08-2026

MSP Recovery, Inc. (MSPRZ) entered into a letter agreement with Hazel Partners Holdings LLC on August 17, 2026, securing an additional $26,825 increase to the Operational Collection Floor under the existing Credit Agreement, bringing the aggregate Operational Collection Floor to $8,613,527. The lender also previously provided $550,000 in April 2025 for legal expenses. However, the funding is at the lender's sole discretion, and the company faces potential default risks if conditions are not met, while approximately $1,300,000 in HC Case Proceeds (estimated) are subject to collateral arrangements, with only $605,313 (estimated) granted as collateral.

• · The additional $26,825 funding is at the sole discretion of the Administrative Agent and Lender, and no further rights or claims arise from this payment.
• · The lender reserves all rights under the Credit Agreement and may withhold future increases.
• · The HC Case Proceeds of approximately $1,300,000 are estimated based on historical data and not final.
• · 50% of HC Case Proceeds are due to Assignor and 50% to Assignee, but only $605,313 (estimated) of collections have been granted as collateral.
• · The Borrower must ensure no Event of Default or Default occurs as a result of this borrowing.

31-08-2026

UPS announced executive leadership changes and a new global operating model effective September 1, 2026. Kate Gutmann, EVP and President of International, Healthcare and Supply Chain Solutions, will retire for personal family reasons after nearly 37 years, and will be succeeded by Wilfredo Ramos. The company is evolving from an international to a global enterprise with a new operating model, appointing Nando Cesarone as Chief Global Operations Officer and Matt Guffey as Chief U.S. Domestic Officer, while also creating a new Chief Global Commercial Strategy Officer role. The changes follow the successful completion of Amazon volume glide-down and network reconfiguration initiatives in June 2026, with a focus on accelerating profitable growth.

• · Kate Gutmann will serve as a strategic advisor through March 2027 after her retirement as EVP on September 1, 2026.
• · Wilfredo Ramos currently leads UPS's Asia Pacific and Brokerage businesses and has over 20 years with the company.
• · The new global operating model aims to standardize critical operational processes across geographies while maintaining local market flexibility.
• · Nando Cesarone will oversee global air network and gateways, surface transportation, building and engineering, Intelligent Network of the Future, automotive operations, and sustainability.
• · Matt Guffey will be responsible for U.S. businesses including Small Package, Roadie, Happy Returns, The UPS Stores, and Mail Innovations.
• · A search is underway for the new EVP and Chief Global Commercial Strategy Officer.
• · The executive leadership team will consist of eight executives reporting directly to the CEO effective September 1, 2026.

31-08-2026

Callan JMB Inc. (CJMB) subsidiary Callan Power LLC entered into an Asset Purchase and Sale Agreement to acquire a 50% interest in oil and gas leases and wells in North Dakota and Montana for $12.5 million in cash plus a $1 million escrow deposit for drilling and completion costs. The transaction is expected to close by September 30, 2026, subject to customary conditions including financing and due diligence. No prior period comparisons are available as this is a new material agreement.

• · The acquired assets include leasehold interests, wells, hydrocarbons, equipment, unitization agreements, contracts, surface rights, and related records in North Dakota and Montana.
• · Certain wellbores described on Exhibit C to the APA are excluded from the transaction.
• · The APA may be terminated if closing has not occurred by September 30, 2026, or if Buyer fails to obtain satisfactory financing or is not satisfied with due diligence results.
• · Assets are acquired on an 'as is' and 'where is' basis with all faults, except for a special warranty of title.
• · Either party may assign rights under the APA to a qualified intermediary for a like-kind exchange under Section 1031 of the Internal Revenue Code.
• · The APA is governed by Texas law, and the parties have waived jury trial rights.

31-08-2026

Cenntro Inc. entered into securities purchase agreements with accredited investors on August 25, 2026, for a private placement of up to 12,800,000 shares of common stock at $3.773 per share, with expected gross proceeds of approximately $48.3 million. The proceeds will be used for working capital and general corporate purposes. The offering is exempt from registration under Regulation S and is priced at or above the Nasdaq Minimum Price, avoiding the need for shareholder approval for issuances of 20% or more of outstanding shares. However, as of the report date, closing conditions have not been satisfied and no shares have been issued, meaning the transaction remains pending and subject to completion.

• · The offering relies on Nasdaq Listing Rule 5635(d) to issue up to 20% or more of outstanding common stock without shareholder approval.
• · Shares are issued under the exemption from registration provided by Section 4(a)(2) of the Securities Act and Regulation S, with each investor representing they are not a 'U.S. person'.
• · No general solicitation or public offering was made; the securities are subject to transfer restrictions and bear a restrictive legend.
• · The report is incorporated by reference into the company's existing S-3 registration statement (File No. 333-292994).

31-08-2026

iSpecimen Inc. announced the departure of CEO Katharyn Field and the immediate appointment of Shahin Behroyan as her successor, effective August 26, 2026. Mr. Behroyan will serve as an independent contractor through his personal corporation, receiving an annual fee of $350,000 with a severance provision of $67,500. The transition was not due to any disagreement with the company, and Ms. Field will remain in an advisory capacity.

• · Ms. Field's departure was not due to any disagreement with the company.
• · Ms. Field will continue to support the company in an internal advisory and consulting capacity.
• · Mr. Behroyan, age 39, is a Vancouver-based entrepreneur with experience in investments, consumer packaged goods, healthcare, wellness, politics, and market research.
• · Mr. Behroyan holds a Bachelor of Arts from Simon Fraser University.
• · Mr. Behroyan will serve as an independent contractor and is not eligible for employee benefits.
• · The Contractor Agreement may be terminated by the Board at any time, with or without notice, and with or without cause.
• · There are no family relationships between Mr. Behroyan and any director or executive officer of the company.

31-08-2026

Trilogy Metals Inc. executed definitive agreements with the U.S. Department of War for a strategic equity investment of approximately US$35.6 million to advance the Upper Kobuk Mineral Projects in Alaska. The DOW will invest US$17.8 million in Trilogy Metals for units and pay US$17.8 million to South32 for existing shares and a call option, with all proceeds reinvested in the joint venture Ambler Metals. The transaction is expected to close in September 2026 and will give the DOW approximately 10% ownership of Trilogy Metals on a non-diluted basis.

• · The DOW will have the right to designate one independent director to Trilogy's board until October 6, 2028, and a non-voting board observer as long as it holds at least 8,000,000 common shares.
• · Trilogy Metals has agreed not to incur third-party indebtedness over US$1 billion without DOW approval until January 1, 2029 or a change of control.
• · The DOW has a call option to acquire 6,161,678 common shares from South32 at US$0.01 per share, exercisable after completion of Phase 1 of Ambler Road or a change of control.
• · South32's beneficial ownership will drop from 10.7% to 6.0% of Trilogy Metals after the transaction.
• · The Ambler Access Project is a proposed 211-mile industrial road from the Ambler Mining District to the Dalton Highway, held by AIDEA.
• · The UKMP land package spans approximately 190,929 hectares and includes the Arctic VMS deposit and the Bornite carbonate replacement deposit.

31-08-2026

Lifeward Ltd. (LFWD) announced the departure of President and CEO Mark Grant effective August 31, 2026, with no cash severance, and appointed Josh Hexter as Interim CEO effective September 1, 2026. The company also appointed Rami Aviram as CFO effective November 1, 2026, succeeding Almog Adar who departs September 30, 2026. The leadership changes come amid a transition period with an interim CFO to be named for the gap.

• · Mark Grant's departure is not due to any disagreement with the company.
• · Grant's outstanding equity awards will cease vesting and unvested awards forfeited as of August 31, 2026.
• · Josh Hexter currently serves as COO and Business Officer of Oramed, the controlling shareholder, and will reduce his Oramed responsibilities to approximately 5% of current.
• · Rami Aviram most recently served as CFO of Beewise Technologies from August 2024 to October 2026.
• · The company will appoint an interim principal financial officer for the period between Almog Adar's departure (Sept 30, 2026) and Aviram's start (Nov 1, 2026).
• · Both Hexter and Aviram employment agreements include 60-day notice periods and standard non-compete/non-solicitation provisions.

31-08-2026

Kyntra Bio (Nasdaq: KYNB) announced a material reduction in its royalty financing obligation, lowering the maximum aggregate payments from $125 million to $65 million via an accelerated $42.6 million upfront payment. This brings total payments to $50 million, fully returning NQ Project Phoebus's invested capital, with remaining capped payments of $15 million from Astellas revenue. Pro forma for the payment, cash and equivalents stand at $53.1 million as of June 30, 2026, extending cash runway into Q4 2027, while the FibroGen Europe bankruptcy settlement reduced liabilities by $19.1 million, collectively cutting future liabilities by approximately $80 million.

• · Remaining payments capped at $15 million will be paid from 50% of revenue from Astellas in Astellas territories excluding Japan.
• · Once the $15 million cap is reached, the amended agreement terminates and Kyntra Bio retains all subsequent EVRENZO royalties in Astellas territories.
• · FibroGen Europe bankruptcy settled obligations of $19.2 million for approximately $0.1 million, resulting in a significant non-operating gain in Q2 2026.
• · FG-3246 interim Phase 2 results for metastatic castration-resistant prostate cancer on track for Q4 2026.
• · Roxadustat pivotal Phase 3 trial in anemia due to lower-risk MDS expected to initiate in Q4 2026.
• · Cash runway expected into Q4 2027.

31-08-2026

Herbalife Ltd. announced that CEO Stephan Gratziani will transition from his role effective October 31, 2026. The filing does not disclose a successor or provide any financial details, leaving the leadership transition as the sole material event.

• · CEO transition effective October 31, 2026
• · No successor named in the filing
• · Filing made under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers)

31-08-2026

Aon plc announced a definitive agreement to acquire USI from KKR and other shareholders for $17.0 billion, establishing a premier platform in the large and growing U.S. middle-market segment. The transaction is expected to deliver $395 million in annual run-rate net adjusted EBITDA impact from revenue and cost synergies and to be accretive to adjusted EPS in 2028. Following the close, USI Chairman and CEO Mike Sicard will serve as President of Aon plc and global CEO of Middle Market.

• · Transaction expected to close in Q4 2026, subject to regulatory approvals and customary conditions.
• · Aon expects to fund the transaction with new debt raised across a range of maturities, maintaining its current credit ratings (Baa2 with Moody's, A- with S&P).
• · Aon does not expect to repurchase shares in the near-term as it prioritizes debt repayment.
• · The transaction has been unanimously approved by the Boards of Directors of both Aon and USI.
• · Aon will host a conference call on August 31, 2026, from 8:00-8:45 AM ET.
• · USI is the tenth largest U.S. insurance broker.
• · The acquisition extends Aon's direct access to the E&S segment, which represents 26% of U.S. commercial P&C premiums.
• · Aon expects the acquisition to be accretive to adjusted EPS in 2028 and thereafter.

31-08-2026

GameStop Corp. announced preliminary Q2 2026 results showing a decline in net sales (expected $780M-$800M vs $972.2M prior year) due to the prior-year launch of Nintendo Switch 2, store closures, and France divestiture. However, operating income surged to $150M-$170M from $66.4M, and net income rose to $290M-$310M from $168.6M, driven by a $238M gain from converting its eBay Inc. derivative into a direct equity investment, partially offset by a $75M loss on digital assets. Cash and marketable securities dropped to $5.05B-$5.07B from $8.694B, reflecting the eBay conversion and other uses.

• · The company converted its previously disclosed derivative position related to eBay Inc. into a direct equity investment during the quarter.
• · Net income includes approximately $238 million of net gains from the eBay derivative and equity investment, partially offset by a $75 million loss on digital assets and related receivables.
• · As of August 1, 2026, GameStop held approximately 43.4 million shares of eBay common stock with a fair value of approximately $4.947 billion.
• · The company plans to release complete Q2 results on September 8, 2026.
• · The preliminary results are provided in connection with amendments to its convertible notes exchange announced separately.

31-08-2026

Ranger Energy Services (NYSE: RNGR) announced it has entered into an agreement to acquire the U.S. coiled tubing assets of STEP Energy Services for approximately $27.5 million in total consideration ($22.5 million cash and $5.0 million equity). The acquisition is expected to close on or about September 11, 2026, and positions Ranger as the second-largest U.S. coiled tubing operator. The deal is expected to be earnings accretive in 2027, with anticipated 2027 EBITDA of more than $10 million including at least $2.5 million of first-year cost synergies, and pro forma revenue of $80–$90 million. However, 2026 cash flows are expected to be lower due to approximately $10 million of first-quarter post-close borrowings for working capital and pre-close capital commitments, and the transaction is subject to customary closing conditions including third-party consents.

• · The acquisition includes 13 full coiled tubing spreads, related equipment and inventory, and certain property and vehicle lease obligations.
• · Ranger expects to hire approximately 220 coiled tubing professionals and support staff.
• · The transaction is expected to close on or about September 11, 2026, subject to customary closing conditions and third-party consents.
• · Post-close borrowings are expected to be approximately $30 million, maintaining a strong balance sheet.
• · 2026 cash flows are expected to be lower due to approximately $10 million of first-quarter post-close borrowings for working capital and pre-close capital commitments.
• · The acquisition is expected to be earnings accretive in 2027, with nominal 2026 uplift as integration begins.

31-08-2026

Northann Corp. received a delisting notice from NYSE American on August 21, 2026, and has requested an oral hearing to appeal the determination. Additionally, the company appointed TQ International as its new independent auditor on August 26, 2026, following the resignation of LAO Professionals in June 2026. The filing highlights significant regulatory and governance challenges, including the delisting threat and a change in certifying accountant.

• · The delisting notice was received on August 21, 2026, and the hearing request was submitted on August 28, 2026.
• · LAO Professionals resigned as independent auditor on June 8, 2026.
• · TQ International was appointed on August 26, 2026, and will audit FY2025 financials and review interim periods ended March 31, 2026 and June 30, 2026.

31-08-2026

BioMarin Pharmaceutical Inc. announced a global settlement with Ascendis Pharma A/S resolving all pending patent-related proceedings concerning Ascendis's Yuviwel. Under the agreement, Ascendis will pay BioMarin a royalty of 20% of net sales of Yuviwel in the U.S. (retroactive to first commercial sale) and 18% of net sales in the EU, Brazil, and South Korea until May 2030. The settlement includes a license for BioMarin's patents related to Yuviwel for all current and potential indications, including achondroplasia and hypochondroplasia, and covers use in combination with other medicines.

• · The settlement resolves disputes before the U.S. International Trade Commission (ITC), and litigation in Brazil, Denmark, Germany, South Korea, and the Northern District of California.
• · BioMarin will dismiss the pending Section 337 investigation before the ITC.
• · The agreement recognizes the value of BioMarin's innovations in C-type natriuretic peptide (CNP) technology, including VOXZOGO.
• · BioMarin has nine commercial therapies and a strong clinical and preclinical pipeline.

31-08-2026

JATT III Acquisition Corp, a blank-check SPAC, priced its $60M initial public offering of 6M ordinary shares at $10.00 per share, with shares expected to trade on Nasdaq under 'JTTT' starting August 26, 2026. The offering closed on August 27, 2026, and the company has a 45-day over-allotment option for up to 900,000 additional shares. The SPAC has not yet identified a target but intends to focus on healthcare and biotechnology businesses, with no substantive discussions initiated.

• · The SPAC is a newly organized Cayman Islands exempted company with no business combination target selected.
• · The company intends to focus on healthcare and biotechnology, particularly data-driven approaches like machine learning and computational biology.
• · Underwriters have a 45-day option to purchase up to 900,000 additional shares to cover over-allotments.
• · The registration statement was declared effective by the SEC on August 25, 2026.

31-08-2026

Waste Energy Corp. entered into a three-year executive consulting agreement with 221 Cap, LLC, controlled by CEO Scott Gallagher, effective September 1, 2026, with an annual fee of $240,000 and a one-time restricted stock award of 15,000,000 shares. The board also approved conversion of $67,500 in accrued compensation into 13,500,000 shares at $0.005 per share for Gallagher and director McBride. Additionally, the company is seeking stockholder approval to quadruple authorized shares from 400,000,000 to 1,600,000,000, which would significantly dilute existing shareholders. No cash proceeds are received from the conversions, and the company has no registered securities or exchange listing.

• · The company has no securities registered under Section 12(b) of the Exchange Act and no trading symbol.
• · The restricted stock award to 221 Cap vests in three equal tranches on September 1, 2026, 2027, and 2028.
• · Upon termination without cause or for good reason, 221 Cap receives 12 months of the then-current annual fee and immediate vesting of all unvested shares.
• · The company filed a preliminary consent solicitation statement on Schedule 14A on August 28, 2026, which contained an error regarding McBride's conversion amount (corrected from $27,500/5,500,000 shares to $30,000/6,000,000 shares).
• · The agreement is governed by Florida law with binding arbitration in Hillsborough County, Florida.

31-08-2026

Breeze Acquisition Corp. II (BREZ) disclosed a material error in its previously issued audited balance sheet as of May 14, 2026, related to the accounting for fees owed to legal advisors under an Engagement Letter. The company will restate its financials to remove $1,957,000 in accrued expenses, $93,000 in additional paid-in capital, and reclassify $1,150,000 in offering costs as a receivable from the Sponsor. The company also identified a material weakness in internal controls over financial reporting related to contract review, and management is implementing remediation procedures.

• · The restatement affects the audited balance sheet as of May 14, 2026, originally filed in a Form 8-K on June 2, 2026.
• · The material weakness relates to inadequate controls over reviewing service contracts to identify the counterparty and determine if an obligation exists.
• · The company inappropriately recorded an obligation that did not exist and disbursed cash under that obligation.
• · The restated financials will be filed in an amendment to this 8-K and in the Q2 2026 10-Q.
• · The Audit Committee discussed the matter with independent auditor CBIZ CPAs P.C.

31-08-2026

Deckers Outdoor Corporation entered into a First Amendment to its Credit Agreement, increasing commitments and extending the maturity date, while also releasing Deckers Benelux B.V. as a borrower. The amendment became effective on August 27, 2026, with no defaults or events of default continuing. No specific financial figures or period-over-period comparisons were disclosed in this filing.

• · The amendment increased the Commitments and extended the Maturity Date under the Credit Agreement dated December 19, 2022.
• · Deckers Benelux B.V. was released as a borrower under the Credit Agreement.
• · All conditions precedent for the amendment's effectiveness were satisfied or waived as of August 27, 2026.
• · No Default or Event of Default has occurred and is continuing after giving effect to the amendment.

31-08-2026

Sweetgreen, Inc. adopted a new Severance Plan effective August 27, 2026, covering its executive officers. CEO Jonathan Neman and Chief Concept Officer Nicolas Jammet are designated as Tier I participants (1.5x salary on change-in-control termination), while CFO Jamie McConnell and COO Jason Cochran are Tier II participants (1x salary). The plan provides enhanced severance benefits, including lump-sum payments, COBRA premium coverage, and accelerated equity vesting, with more generous terms during a change-in-control period. No financial impact or performance metrics were disclosed.

• · The Severance Plan was approved by the Compensation Committee and independent directors on August 27, 2026.
• · Tier I participants (Neman, Jammet) receive 1.5x salary + pro-rata bonus + 18 months COBRA + full accelerated vesting on change-in-control termination.
• · Tier II participants (McConnell, Cochran) receive 1x salary + pro-rata bonus + 12 months COBRA + full accelerated vesting on change-in-control termination.
• · Outside a change-in-control period, Tier I gets 1x salary + pro-rata bonus + 12 months COBRA; Tier II gets 0.5x salary + pro-rata bonus + 6 months COBRA.
• · The plan supersedes severance provisions in existing employment agreements unless otherwise stated in a participation agreement.

31-08-2026

TELA Bio announced the departure of COO/CFO Roberto Cuca and a strategic cost reduction initiative targeting $17.0 million in annual operating expense savings (18% reduction) through a 20% headcount reduction and streamlining of external resources. The company expects a one-time restructuring charge of approximately $1.5 million in Q3 2026 and aims to extend cash runway into 2028. While the cost cuts signal a focus on efficiency and long-term sustainability, the leadership transition and workforce reduction introduce execution risk.

• · Roberto Cuca served as COO/CFO for five years and stepped down effective August 31, 2026.
• · Cost reduction initiative was based on a comprehensive business review conducted over the last month.
• · The company expects to provide additional details on the cost reduction during its Q3 2026 earnings call in early November.
• · The company aims to extend cash runway into 2028 through these savings.

31-08-2026

FirstCash Holdings, Inc. announced an amendment to its unsecured bank credit facility, increasing the committed size from $700 million to $1.055 billion and extending the maturity from August 2029 to August 2031. The amendment also raises the permitted net leverage ratio to 3.5x consolidated EBITDA, reduces unused fees, and allows direct GBP borrowings up to $500 million equivalent. The upsized facility is intended to support the pending Ramsdens pawn acquisition in the U.K. and other growth initiatives, reflecting strong bank partner confidence.

• · The amendment adds two new banks to the syndicate, with most existing banks significantly increasing their commitments.
• · The permitted net leverage ratio is increased to up to 3.5 times consolidated EBITDA for the full term of the agreement.
• · The unused fee under the facility is reduced.
• · The Ramsdens acquisition has been approved by Ramsdens' shareholders and is pending final regulatory approval.
• · FirstCash's pawn operations account for approximately 90% of net revenue, with the remainder from AFF.
• · FirstCash is a component of the S&P MidCap 400 Index and the Russell 2000 Index.

31-08-2026

Civista Bancshares completed its leadership transition with Chuck Parcher assuming the roles of President and CEO, succeeding Dennis Shaffer who retired after over 40 years in banking. Shaffer will remain Chairman of the Board. The succession was planned since January 2025, and Parcher has been with Civista since 2016 with 38 years of banking experience.

• · Parcher earned his MBA from the University of Toledo and bachelor's degree in finance and economics from Miami University.
• · Parcher has served in leadership roles with YMCA of Greater Toledo, ProMedica Toledo Metropolitan Hospitals, Firelands Regional Medical Center, and Toledo Regional Chamber of Commerce.
• · Civista Bank was founded in 1884 and operates 44 locations across Ohio, Southeastern Indiana and Northern Kentucky.
• · Civista also offers commercial equipment leasing services nationwide through its Civista Leasing and Finance Division.

31-08-2026

Myers Industries has completed the sale of its Myers Tire Supply (MTS) North America business to Lion Equity Partners for $30 million, net of customary adjustments. The transaction is a key step in Myers’ Focused Transformation into a manufacturer of engineered resin and composite products, strengthens the balance sheet, and allows greater focus on core businesses. No comparable prior-period figures are available, so no period-over-period comparisons or mixed performance data are present.

• · MTS was founded in 1933 and is a leading North American distributor serving tire dealers, automotive service centers, commercial fleets, and retreaders.
• · Approximately 77 of MTS's 233 employees are based in Akron, OH; the remainder are in remote sales roles and across four distribution centers.
• · Myers will file the definitive transaction agreement as an exhibit to the Form 8-K.
• · KeyBanc served as exclusive financial adviser; Vorys, Sater, Seymour and Pease, LLP, served as exclusive legal adviser.
• · Myers expects the divestiture to strengthen its balance sheet and enable concentration on core engineered resin and composite products.

31-08-2026

QT Imaging Holdings, Inc. granted 484,221 restricted stock units (RSUs) to CEO Dr. Raluca Dinu under the company's 2024 Amended and Restated Equity Incentive Plan. The RSUs vest in a staggered schedule beginning November 15, 2026, with full vesting by February 15, 2030, contingent on Dr. Dinu's continued service. This grant aligns executive compensation with long-term shareholder interests.

• · The RSU grant was approved by the Board on August 28, 2026, upon recommendation of the Compensation Committee.
• · Vesting schedule: 3/16th vest on November 15, 2026; remaining 13/16th vest in 13 equal quarterly installments on each subsequent February 15, May 15, August 15, and November 15.
• · Full vesting date is February 15, 2030, subject to Dr. Dinu's continued service.

31-08-2026

Align Technology appointed Quentin Blackford, President and CEO of iRhythm Technologies, to its Board of Directors effective immediately. Andrea L. Saia will retire on September 23, 2026 after 13 years of service. The Board increased its size to 11 directors to accommodate Blackford and will return to 10 directors upon Saia's departure.

• · Quentin Blackford is a Certified Public Accountant (inactive) and holds dual Bachelor of Science degrees in Accounting and Business Administration from Grace College.
• · Andrea Saia will retire effective September 23, 2026.
• · The board size increased from 10 to 11 directors with Blackford's appointment, and will return to 10 after Saia's retirement.
• · Blackford will be included in the slate of director nominees for Align's 2027 Annual Meeting of Shareholders.

31-08-2026

Camping World Holdings, Inc. (CWH) entered into an Amended and Restated Credit Agreement dated August 25, 2026, refinancing its existing senior secured mortgage facilities. The new agreement provides for mortgage loans with an Applicable Rate of 2.30% per annum for SOFR Rate Loans and 1.30% per annum for Base Rate Loans, with Manufacturers and Traders Trust Company serving as Administrative Agent, Lead Arranger and Bookrunner. The filing does not disclose the total commitment amount or any financial performance metrics.

• · The agreement amends and restates the Existing Credit Agreement dated October 27, 2022.
• · The agreement includes provisions for Mortgage Loan Increases and Additional Mortgage Loans.
• · The agreement includes affirmative and negative covenants, events of default, and customary representations and warranties.
• · The filing does not specify the total principal amount of the credit facilities.

31-08-2026

Worthington Enterprises amended and restated its existing $500 million revolving credit facility, extending the maturity from September 2028 to August 2031. The facility remains undrawn as of the effective date, with terms largely consistent with the prior agreement. The amendment provides extended liquidity with no changes to total commitments or the incremental accordion facility.

• · The facility fee rate as of the Effective Date was 12.5 basis points; the participation fee rate was 112.5 basis points.
• · The interest coverage ratio covenant is set at minimum 3.25 to 1.00; the maximum leverage ratio covenant (debt to debt plus net worth) is 55%.
• · Cross-default provisions apply to other material indebtedness in excess of $50 million; uninsured material judgments above $50 million also trigger default.
• · Borrowing options include Alternate Base Rate (with SOFR floor) and Eurocurrency borrowings with margins ranging from 0.125% to 1.500% based on leverage.
• · The company had no borrowings and no outstanding letters of credit under the facility as of the effective date.

31-08-2026

PureCycle Technologies, Inc. entered into a Twelfth Amendment to its Credit Agreement on August 28, 2026, extending the Maturity Date from September 30, 2027 to September 30, 2028. The amendment required payment of a maturity extension fee of 50 basis points (0.50%) on each lender's aggregate commitment and reaffirmed all existing security interests and guarantees. No defaults or events of default were reported as continuing after the amendment.

• · The amendment is the twelfth modification to the original Credit Agreement dated March 15, 2023.
• · The Maturity Date was extended by one year from September 30, 2027 to September 30, 2028.
• · The maturity extension fee is fully earned on the Effective Date and non-refundable under any circumstances.
• · The amendment was executed by all loan parties, agents, and lenders including Sylebra Capital Partners Master Fund, Ltd and Sylebra Capital Menlo Master Fund.
• · No new security filings or perfection actions were required as a result of this amendment.

31-08-2026

Crown Crafts Inc. (CRWS) announced the dismissal of KPMG LLP as its independent auditor and the engagement of Grant Thornton LLP, effective August 27, 2026, following a competitive proposal process. The change was approved by the Audit Committee for the fiscal year ending March 28, 2027. KPMG's audit reports for fiscal years 2025 and 2026 were unqualified, and there were no disagreements with KPMG, though a material weakness in internal controls over manual journal entries was reported and subsequently remediated as of March 29, 2026.

• · The material weakness in internal control over financial reporting pertained to the review and approval of manual journal entries, first reported in the FY2025 10-K (filed June 25, 2025) and remediated as of March 29, 2026 (reported in FY2026 10-K filed June 24, 2026).
• · The Audit Committee discussed the reportable event with KPMG, and KPMG has been authorized to respond fully to Grant Thornton's inquiries.
• · KPMG's letter to the SEC agreeing with the company's disclosures is filed as Exhibit 16.1.
• · No consultations occurred with Grant Thornton prior to engagement regarding accounting principles, disagreements, or reportable events.

31-08-2026

Scott Metzger resigned from the Board of Directors and the Compensation Committee of VSee Health, Inc., effective August 27, 2026. The resignation was not due to any disagreement with the company regarding its operations, policies, or practices.

• · Scott Metzger also resigned from the Compensation Committee of the Board.
• · The resignation was effective immediately on August 27, 2026.
• · The filing was signed by CEO Imoigele Aisiku on August 31, 2026.

31-08-2026

Grove Collaborative Holdings, Inc. announced the resignation of director Naytri Shroff Sramek from its Board, effective August 27, 2026, with no disagreements cited. Concurrently, the Board appointed Jason Karp, founder and CEO of HumanCo and co-founder of Hu Chocolate, as a Class III independent director. The Board also reduced the size of its Sustainability, Nominating and Governance Committee from three to two directors and appointed John Replogle to the Audit Committee to replace Ms. Sramek.

• · Jason Karp's term as Class III director expires at the 2028 annual meeting.
• · Mr. Karp will enter into the Company's standard form of indemnification agreement and will not receive compensation for his Board service.
• · There are no transactions involving Mr. Karp requiring disclosure under Item 404(a) of Regulation S-K.

31-08-2026

Primoris Services Corporation announced the appointments of James A. Greer and Oscar K. Brown to its Board of Directors, effective October 1, 2026, increasing the board size to ten members. Greer brings over 40 years of energy delivery experience, most recently as EVP and COO of Oncor Electric; Brown is CEO of Western Midstream Partners and has over 25 years of energy industry leadership. The appointments broaden the board's strategic perspective and support Primoris' pursuit of sustainable growth and long-term shareholder value.

• · James A. Greer served as EVP and COO of Oncor Electric from October 2011 until his retirement in 2025, and previously as SVP, Asset Management and Engineering from 2007 to 2011.
• · Oscar K. Brown has served as President and CEO of Western Midstream Partners since October 2024, and has been a member of its board since August 2019, including as Chair of the Sustainability Committee from February 2021 to October 2024.
• · The appointments are effective October 1, 2026, and the board size increases from nine to ten members.

31-08-2026

ADT Inc., through its subsidiaries Prime Security Services Borrower, LLC and The ADT Security Corporation, entered into an Incremental Assumption and Amendment Agreement No. 2 on August 28, 2026, to borrow an additional $100,000,000 in Term A Loans under its existing credit agreement. The proceeds will be used for general corporate purposes, including permitted acquisitions, investments, new projects, and capital expenditures. The new loans have terms identical to the existing Term A Loans and will increase the outstanding principal amount of that class.

• · The incremental loan is provided by a single lender (Fifth Third Bank, National Association) under Section 2.21(a) of the Existing Credit Agreement.
• · The August 2026 Incremental Term A Loans amortize on each Term A Loan Installment Date at the same effective rate as the Existing Term A Loans.
• · The agreement includes standard representations, conditions precedent (including legal opinions, solvency certificate, and no default), and a termination of the loan commitment at 11:59 p.m. New York City time on the effective date.
• · The filing does not disclose the interest rate or maturity date of the new loans, as they are identical to the existing Term A Loans.

31-08-2026

Offerpad Solutions Inc. (OPADW) subsidiary OP SPE SUMMIT, LLC amended its revolving loan agreement with lenders WHGG II TRUST and Ascent Developer Solutions LLC on August 26, 2026. The amendment increases the maximum principal amount available under the loan from $150 million to up to $200 million, subject to lender approval. The filing reflects a material agreement entry but does not disclose any financial results or operational performance metrics.

• · The amendment is dated August 26, 2026, and was filed on August 31, 2026.
• · The loan is a revolving facility, allowing funds to be advanced, repaid, and re-advanced.
• · Borrower may request a one-time increase of up to $50M (to a total of $200M), but approval is at Lender's sole discretion and subject to conditions including no default, written notice, and reimbursement of costs.
• · The amendment includes a release of claims by Borrower against Lender and reaffirms all other terms of the original Loan Agreement.

31-08-2026

Teladoc Health appointed Michael Grasher as CFO effective August 31, 2026. Grasher brings over 30 years of financial leadership experience, including CFO roles at IFG Companies, Fortegra, and AMERISAFE, as well as a decade in equity research. The appointment supports Teladoc's strategy of disciplined, sustainable growth, but no financial metrics or prior-period comparisons were provided in the filing.

• · Michael Grasher most recently served as CFO of IFG Companies, a privately held property-casualty insurance organization.
• · Previously, Grasher was CFO and EVP at Fortegra, a global specialty insurer, and CFO and EVP at AMERISAFE, a publicly traded workers' compensation insurer.
• · Before corporate finance, Grasher spent over a decade in equity research as a Managing Director at Piper Jaffray (now Piper Sandler).
• · The appointment is effective immediately as of August 31, 2026.

31-08-2026

FactSet Research Systems Inc. entered into Amendment No. 1 to its existing Credit Agreement, effective August 28, 2026. The amendment extends the Tranche A Maturity Date to the third anniversary and the Revolving Maturity Date to the fifth anniversary of the effective date, and increases the Aggregate Revolving Commitment by $500 million to a total of $1.5 billion. The amendment also involves the exit of Truist Bank as a lender and the addition of a new lender, with the New Lender purchasing Truist Bank's Tranche A Term Loans at par.

• · The amendment was entered into on August 28, 2026 and filed on August 31, 2026.
• · Truist Bank (Exiting Lender) had its Revolving Commitment terminated and its Tranche A Term Loans purchased at par by the New Lender.
• · The amendment required delivery of legal opinions, officer certificates, and compliance with know-your-customer requirements.
• · No Default or Event of Default existed as of the effective date.

31-08-2026

Camden Property Trust entered into a Separation and Release Agreement with D. Keith Oden, who retired as Executive Vice Chairman effective August 31, 2026. Mr. Oden will continue as a board member and receive deferred compensation payments under the company's Non-Qualified Deferred Compensation Plan. The agreement terminates his prior employment contract and provides payments representing amounts previously accrued that would have been payable in February 2027.

• · Mr. Oden will continue to serve as a member of the Board of Trust Managers after retirement.
• · Payments are credited to a cash deferral account under the company's Non-Qualified Deferred Compensation Plan (DCP).
• · The Separation Agreement is filed as Exhibit 10.1 to the 8-K.

31-08-2026

Charter Communications announced that CFO Jessica Fischer will step down on October 15, 2026, to pursue another professional opportunity, and named Kevin Howard (EVP, Chief Accounting Officer & Controller) as interim CFO effective the same date. The company has not changed its financial outlook or policy. While the leadership transition is orderly, the departure of a key executive introduces near-term uncertainty.

• · Jessica Fischer has been with Charter for nearly 10 years and served as CFO since 2021.
• · Kevin Howard previously served as Charter's interim CFO in 2010.
• · Howard has led financial integration of major acquisitions including Time Warner Cable, Bright House Networks, and Cox Communications.
• · Charter's services are available to more than 70 million homes and businesses across 45 states.
• · The company has not changed any previously provided financial outlook or financial policy.

31-08-2026

Shoals Technologies Group, Inc. entered into Amendment No. 8 to its existing Credit Agreement, dated August 28, 2026, to correct an omission in the collateral perfection requirements for deposit, securities, and commodity accounts held with the administrative agent. The amendment clarifies that accounts maintained with the administrative agent are perfected by 'control' under the UCC, rather than requiring separate control agreements, and appoints JPMorgan as a sub-agent for this purpose. This is a technical, non-financial amendment that does not alter the company's borrowing capacity or financial terms.

• · The amendment corrects an omission in the definition of 'Collateral and Guarantee Requirement' and in Section 2(a) of the Security Agreement regarding perfection by 'control' for accounts held with the Administrative Agent.
• · The amendment appoints JPMorgan as a sub-agent of the Collateral Agent solely for the purpose of perfecting liens on deposit, securities, and commodity accounts held with the Administrative Agent.
• · The amendment became effective on August 28, 2026, upon satisfaction of conditions including receipt of executed counterparts from the Borrower, Guarantors, Administrative Agent, Collateral Agent, and Required Lenders.
• · All other terms, conditions, and obligations of the Credit Agreement and Loan Documents remain unchanged and are ratified.

31-08-2026

Metallus Inc. announced the planned retirement of CEO Michael Williams effective December 31, 2026, with President and COO Kristopher Westbrooks appointed as his successor effective January 1, 2027. Williams will remain as a special advisor through June 30, 2027. The company reported 2025 sales of $1.2 billion and employs approximately 1,905 people, but no period-over-period financial comparisons were provided in this filing.

• · Williams will serve as special advisor to CEO and board until June 30, 2027.
• · Westbrooks joined Metallus in 2018 and previously held senior finance roles at A. Schulman, Procter & Gamble, and began his career at PwC.
• · Metallus serves industrial, automotive, aerospace & defense, and energy end-markets.
• · The company has been in business for over 100 years.

31-08-2026

On August 25, 2026, the Compensation Committee of Americold Realty Trust approved an amended Executive Severance Benefits Plan that increases severance multiples and COBRA coverage for top executives during a Change in Control Period. The plan raises the cash severance multiple for Executive Vice Presidents and Presidents from 1.5x to 2.0x of base salary plus target bonus, and extends COBRA coverage from 18 to 30 months for the CEO and from 12 to 24 months for EVPs and Presidents. The changes apply only to qualifying terminations on or within 24 months following a Change in Control; other material terms remain unchanged.

• · The A&R Plan was approved by the Compensation Committee on August 25, 2026 and became effective immediately.
• · The cash severance multiple for Executive Vice President and President increased from 1.5x to 2.0x of base salary plus target bonus during a Change in Control Period.
• · CEO COBRA coverage extended from 18 to 30 months; EVP/President COBRA coverage extended from 12 to 24 months during a Change in Control Period.
• · No changes were made to severance benefits outside a Change in Control Period.

31-08-2026

Victory Capital Holdings, Inc. has entered into a definitive agreement to acquire GC Ferry Holdings, Inc. through a two-step merger process valued at an undisclosed amount. The transaction, structured as a tax-free reorganization, involves the merger of GC Ferry into a Victory subsidiary and is expected to close pending regulatory approvals and other customary conditions. The acquisition expands Victory's asset management capabilities, though specific financial terms and performance metrics were not disclosed in the filing.

• · The merger is intended to qualify as a reorganization under Section 368(a) of the Internal Revenue Code.
• · The transaction involves two sequential mergers: first Merger Sub 1 merges into the Company, then the surviving corporation merges into Merger Sub 2.
• · The filing does not disclose the purchase price, revenue run-rate, or any financial metrics of the target.
• · The agreement includes customary representations, warranties, and covenants, including a no-shop clause and conditions related to client consents and regulatory approvals.

31-08-2026

CERO Therapeutics Holdings, Inc. entered into a consolidated senior secured promissory note with SRX Global Inc. on August 27, 2026, consolidating prior convertible notes totaling $5,666,108.77 and providing up to $6,000,000 in additional advances, for a maximum aggregate loan amount of $11,666,108.77. The note carries a 10% annual interest rate and matures on October 15, 2026, with the holder having the option to extend the maturity date for up to four 30-day periods. The note is secured by a Security Agreement and guaranteed by subsidiary CERo Therapeutics, Inc.

• · The note consolidates eight prior convertible notes issued between February 9, 2026 and August 11, 2026.
• · The note is secured by a Security Agreement and guaranteed by subsidiary CERo Therapeutics, Inc.
• · The holder may extend the Maturity Date (October 15, 2026) for up to four consecutive 30-day periods if no Event of Default exists.
• · The note is unregistered and subject to transfer restrictions under the Securities Act of 1933.
• · Interest accrues on a 30/360 day basis.

31-08-2026

ONEOK announced the acquisition of Brazos Midstream's Permian Midland Basin assets for $4.425 billion in cash, funded by a $9 billion minority equity investment from Apollo. The deal is expected to be immediately accretive to earnings and free cash flow per share, and ONEOK plans to use $5 billion of the proceeds to reduce existing debt, accelerating its deleveraging to 3.25x debt-to-EBITDA. The acquisition expands ONEOK's Midland Basin processing capacity to approximately 2.3 Bcf/d and is supported by long-term contracts with a weighted average remaining term of over 12 years.

• · The acquisition implies a multiple of approximately 7.5x estimated 2027 EBITDA (including $80M synergies) and approximately 6.0x estimated 2028 EBITDA.
• · The minority equity investment carries no liquidation preference and is structurally subordinate to all existing ONEOK senior debt.
• · ONEOK expects to receive full equity credit from credit rating agencies for the Apollo investment.
• · The Brazos Midland acquisition is expected to close in Q4 2026; the minority equity investment is expected to close in the first half of September 2026.
• · The transaction has been unanimously approved by ONEOK's Board of Directors.

31-08-2026

Invesco Ltd. announced the retirement of Andrew Lo, Senior Managing Director and Head of Asia Pacific, effective March 31, 2027, after 32 years with the firm. Marty Franc will succeed him as Senior Managing Director and Head of Asia Pacific, transitioning into the role during Q1 2027. Lo will remain as Chairman Emeritus, Asia Pacific, to provide strategic counsel and maintain partnerships. The leadership change is part of a planned succession, with no financial metrics or performance data disclosed.

• · Andrew Lo will serve as Chairman Emeritus, Asia Pacific, after retirement, continuing on boards of Invesco's China and India joint ventures.
• · Marty Franc will be based in Hong Kong and has previously overseen Australia, Greater China, Southeast Asian markets, and Institutional client strategy.
• · The transition is planned for Q1 2027, with Lo and Franc working together to ensure a seamless handover.

31-08-2026

Westlake Chemical Partners LP announced the appointment of Tommy E. Darby as Vice President, Chief Accounting Officer of its general partner, effective August 31, 2026. Mr. Darby, a CPA with experience at Pactiv Evergreen, Valaris, and Deloitte, succeeds Jeffrey A. Holy, who transitions to Vice President, Finance and Investor Relations. The filing contains no financial data or performance metrics.

• · Tommy E. Darby, age 45, holds a Bachelor of Science in Accounting and a Master of Science in Auditing and Financial Accounting from the University of North Texas and is a Certified Public Accountant.
• · Mr. Darby previously served as Vice President and Chief Accounting Officer of Pactiv Evergreen Inc. from August 2022 to April 2025, and earlier as Vice President and Controller.
• · From March 2008 to May 2020, Mr. Darby held various leadership roles at Valaris plc in external reporting, financial systems and internal audit, later serving as Vice President and Controller and Vice President, Finance.
• · Mr. Darby began his career in audit and assurance at Deloitte LLP.
• · There are no family relationships between Mr. Darby and any director or executive officer of the General Partner, and no transactions requiring disclosure under Item 404(a) of Regulation S-K.
• · Jeffrey A. Holy transitions from Vice President, Chief Accounting Officer to Vice President, Finance and Investor Relations effective concurrently with Mr. Darby's appointment.

31-08-2026

On August 28, 2026, Dr. Allen R. Jones, Jr. notified Primis Financial Corp. and Primis Bank of his resignation as a director, effective August 31, 2026. His departure was not due to any dispute or disagreement with the company. The board size will be reduced from eleven to ten directors.

• · Dr. Jones was a member of the Enterprise Risk Committee and will also resign from that committee.
• · The resignation was not the result of any dispute or disagreement with the Company or its Board.