Executive Summary
The October 30, 2026 filing batch is dominated by corporate control events and liquidity actions: a take-private merger nearing its November 13 shareholder vote (Utz), a completed Chapter 11 asset sale to Teva (BioXcel), a related-party liquidation of an operating business (Zoned Properties), and a license-for-equity deal that cedes control of a U.S. microcap to Pluri.
Leadership churn is unusually dense—at least 12 officer/director changes—including four simultaneous role vacancies at LiveOne/PodcastOne and a disputed CEO resignation at Visium tied to a sweeping financial-restatement certificate covering FY2016–FY2026. Capital-markets activity skews toward dilution and balance-sheet repair: PIPEs and registered directs at Koil ($5.6M), OpenWorld ($3.5M), ADM Tronics ($1.55M), Pluri ($1.0M), plus ATM capacity at Porch (15M shares) and a $100M equity line terminated in exchange for dilutive stock at Olenox. Period comparisons show a sharp bifurcation: Carter's delivered 91.7% GAAP operating-income growth on a 0.7% sales decline but guided FY2026 EPS down high-single to low-double digits, while Koil posted ~48–57% YoY Q3 revenue growth yet held only $0.6M of cash pre-raise. Debt markets were active and constructive—Main Street ($500M at 6.55%) and Franklin BSP ($300M at 7.25%) term out liabilities, and NCL locked ~$5.0B of SACE-backed export-credit financing for 2034/2036 vessels—signaling ample but increasingly selective credit access.
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Filing types in this digest: 8-K
Tracking the trend? Catch up on the prior US Material Events SEC 8-K Filings digest from October 23, 2026.
Investment Signals (12)
- HF Sinclair (DINO) (BULLISH)▲
Repurchased 2.35M shares at $109.37 (~$257M) in the 23rd privately negotiated block buyback under the $1.5B program; $766M repurchased to date leaves ~$734M authorization (~49% remaining), and the REH stake falling below 5% could trigger a board designee exit by January 13, 2027
- Carter's (CRI) (BULLISH)▲
Q3 GAAP operating income +91.7% to $55.8M and adjusted operating income +44.6% to $56.9M on net sales of $752.5M (-0.7% YoY); adjusted diluted EPS +39% to $1.03, showing substantial margin recovery despite a soft top line
- Koil Energy (KLNG) (BULLISH)▲
Preliminary Q3 2026 revenue of $9.4–10.0M, up ~48–57% YoY, with Adjusted EBITDA of $0.7–1.2M; the $5.6M PIPE at $2.50 funds rental-equipment expansion against only ~$0.6M of pre-raise cash
- Main Street Capital (MAIN) (BULLISH)▲
Issued $500M of 6.55% unsecured notes due January 15, 2030 at a ~1.4% all-in cost (~$493M net), terming out credit-facility borrowings and extending duration at a moderate coupon
- Texas Community Bancshares (TCBS) (BULLISH)▲
Agreed to acquire San Jacinto County Bancshares for $9.5M all-cash, equal to ~23% of SJCB's $41.95M assets and ~27% of its $35.3M deposits—an inexpensive in-market deposit franchise acquisition expected to close in Q1 2027
- Genworth (GNW) (BULLISH)▲
Orderly CEO succession—CFO Jerome Upton (CFO since March 2023, 28-year company veteran) to President & CEO and Angela Simmons to CFO effective January 1, 2027—reduces key-person risk after McInerney's 14-year tenure
- Ingersoll Rand (IR) (BULLISH)▲
Internal promotions of Scott Watson and Shaun Carlson to group president roles, with retiring Mike Weatherred staying as advisor through May 2028 and a new CEO employment agreement approved—continuity-positive leadership transition
- Pluri (PLUR) (BULLISH)▲
License-for-equity deal gives Pluri 41% of ZEO at closing rising to 50%, 51% voting power via Series D preferred, 4 of 7 board seats, plus warrants for up to 7.5% more at $4.00/$5.50 and a 5% earn-out at a $5.50 VWAP—monetizing its IP portfolio with minimal cash outlay
- NCL Corporation / Norwegian (NCLH) (BULLISH)▲
Locked two SACE-insured facilities totaling ~$5.0B covering 80% of delivery payments for 2034 and 2036 vessels at SOFR+0.90%—long-dated, back-end-loaded financing that de-risks fleet expansion funding
- LiveOne / PodcastOne (LOVE/PODC) ↓ (BEARISH)▲
Interim CFO Craig Christensen—who simultaneously held CFO, Treasurer, Secretary and principal accounting officer roles—departed effective October 30, 2026 with no successor named, leaving four vacant positions and elevated control risk
- Visium Technologies (VTNI) (BEARISH)▲
Chairman/CEO Paul Taylor resigned October 26 after only six months, delivering an officer's certificate to the auditor that FY2016–FY2026 audited and 2015–Q1 2026 interim financials should not be relied upon; the company disputes the certificate, and related-party balances include $1.53M of accrued salary settled in 21.6M shares
- Zoned Properties (ZDPY) (BEARISH)▲
Sold substantially all assets to a buyer owned by its own CEO/Chairman/CFO and President/COO; pro forma six-month revenue falls to $0 from $1.95M and net income swings to a $996,935 loss from $19,127, though equity rises to $10.79M from $3.43M on disposal gains and ~$7.94M of debt assumed by the buyer
Risk Flags (10)
- Visium Technologies (VTNI) [HIGH RISK]▼
CEO resigned after six months and certified to the auditor that ten years of financials (FY2016–FY2026) plus interim periods from December 2015 through March 2026 should not be relied upon; the company disputes the certificate, the CFO does not concur, and the board never authorized it—restatement and auditor-relationship risk is severe
- Carter's (CRI) [HIGH RISK]▼
Q3 U.S. Retail comps decelerated to +0.4% from +5.0% over the first three quarters, U.S. Wholesale swung to -3.8% from +1.8%, and FY2026 adjusted EPS is guided to $3.05–$3.23 versus $3.47 (high-single to low-double-digit decline), with Q4 adjusted EPS of $1.37–$1.55 versus $1.90 and Q4 sales of $860–880M versus $925M in the 14-week prior-year quarter
- LiveOne / PodcastOne (LOVE/PODC)↓ [HIGH RISK]▼
Interim CFO, Treasurer, Secretary and principal accounting officer all vacated simultaneously on October 30, 2026 with no successor named; four critical finance roles are unfilled at once
- Olenox / Safe & Green (OLOX) [HIGH RISK]▼
Terminated a $100M equity line under which no shares were ever sold, and must issue 298,604 shares by mid-November plus an April 27, 2027 true-up if the 10-day VWAP is below $0.80—a formula that can sharply dilute holders—because it lacks cash to settle the $258,440 obligation
- BioXcel Therapeutics (BTAI) [HIGH RISK]▼
Final bankruptcy court order (Case No. 26-11360, D. Del.) authorizes sale of substantially all assets to Teva as stalking-horse successful bidder after the auction was cancelled; no purchase price was disclosed, and this is a Chapter 11 liquidation rather than a going-concern merger
- Zoned Properties (ZDPY) [HIGH RISK]▼
Related-party sale of substantially all assets to an entity owned by the CEO/Chairman/CFO and President/COO; pro forma revenue drops to zero and net income swings to a $996,935 loss from $19,127, leaving a shell with one retained property (ZP RE AZ Dunlap) under a purchase agreement
- Cyngn (CYN) [MEDIUM RISK]▼
Audit Committee falls to two members upon Karen Macleod's resignation at the November 3, 2026 annual meeting, breaching Nasdaq Rule 5605(c)(2)(A) requiring three members and one financially sophisticated member; cure period runs only until the earlier of the next annual meeting or November 3, 2027
- Koil Energy (KLNG) [MEDIUM RISK]▼
Cash and equivalents were only ~$0.6M as of September 30, 2026 before the $5.6M PIPE, and Q3 net income is guided to just $160–600K—liquidity remains thin even after the raise
- Tempest Therapeutics (TPST) [MEDIUM RISK]▼
New CFO Stephanie Horn-Warnock serves as a consultant at $450/hour plus a 5.0% indirect cost allocation rather than as a salaried employee—an unusual arrangement for a sitting public-company CFO that raises oversight questions
- K&F Growth Acquisition Corp. II (KFII)↓ [MEDIUM RISK]▼
Shortened its proposed SPAC extension from February 7, 2028 to August 6, 2027—an ~18-month reduction—signaling no target combination has been secured ahead of the November 3, 2026 EGM
Opportunities (10)
- Utz Brands (UTZ) (OPPORTUNITY)◆
Take-private merger with Intersnack via Acquiror Idaho USA; special meeting set for November 13, 2026 at 9:00 a.m. ET, with post-closing CEO B. John Lindeman designated and supplemental proxy disclosures filed after two NY Supreme Court stockholder complaints (Williams and Thompson, filed October 22, 2026)—merger-arb spread and appraisal-risk opportunity into the vote
- BioXcel Therapeutics (BTAI) (OPPORTUNITY)◆
Teva's stalking-horse bid was declared highest or otherwise best after the auction was cancelled, and the court found the sale maximizes estate value—watch for asset-level value realization and any residual claims recovery
- Pluri (PLUR) (OPPORTUNITY)◆
Simultaneously raised $1.0M via 909,092 shares at $1.10 with 100% warrant coverage at $1.30 and secured control of ZEO ScientifiX (41%→50% equity, 51% voting power, 4 of 7 board seats)—a capital-light path to U.S. commercialization of its regenerative-medicine portfolio
- Texas Community Bancshares (TCBS) (OPPORTUNITY)◆
$9.5M all-cash acquisition of a 1963-vintage single-office bank with $35.3M of deposits at ~27% of deposits—accretive deposit funding for Broadstreet Bank's six-branch East Texas franchise, closing Q1 2027
- HF Sinclair (DINO) (OPPORTUNITY)◆
$734M of remaining buyback authorization (~49% of the $1.5B program) and a 23rd negotiated block repurchase at $109.37; potential board seat vacancy by January 13, 2027 if REH stays below the 5% threshold
- Sky Constant Century (SKYC) (OPPORTUNITY)◆
Appointed Jipinlong International Cosmetics chairman Jin Xiong to its board and disclosed preliminary strategic-cooperation talks that could extend to a business combination or asset integration—binary catalyst with conflict-of-interest review required
- TerraVolt Holdings / CalEthos (GEDC) (OPPORTUNITY)◆
Executed options on 1,077 acres in Cassia County, Idaho for a 240 MW behind-the-meter gas-fired data-center campus with 55,000 MMBtu/day of firm Williams Northwest Pipeline supply—an islanded-power data-center land play if options are exercised and financing secured
- Rapport Therapeutics (RAPP) (OPPORTUNITY)◆
Private placement at a fixed $21.00 per share concurrent with a Morgan Stanley/Leerink/Evercore-led underwritten offering, with a registration rights agreement and closing within three business days—pricing above typical microcap biotech clears signals institutional demand
- ADM Tronics (ADMT) (OPPORTUNITY)◆
First two tranches of a $0.10/share private placement raised $1.55M of a ~$5.0M target with 50% warrant coverage, while adding Klaus Kleinfeld (Independent Non-Executive Chairman), Greg Wasson and Michael Burychka to the board—governance upgrade alongside the raise
- Arch Capital (ACGL) (OPPORTUNITY)◆
Amendment No. 6 extends the $700M letter-of-credit facility availability to May 31, 2027 and triples the accordion to $200M from $50M, expanding reinsurance collateral capacity for the 2027 underwriting year
Sector Themes (6)
- Microcap Dilution Wave◆
At least six sub-$1B companies raised or restructured equity this week—Koil ($5.6M PIPE at $2.50), OpenWorld ($3.5M registered direct at $1.39), ADM Tronics ($1.55M at $0.10), Pluri ($1.0M at $1.10), Olenox (298,604 shares plus VWAP true-up), and Porch (15M-share ATM capacity)—with several priced at steep discounts and warrants attached, pressuring existing holders
- Take-Private and Control Transactions Cluster◆
Utz/Intersnack (vote November 13), BioXcel/Teva (Chapter 11 sale approved), Zoned Properties/BPB Partners (related-party liquidation), Pluri/ZEO (51% voting control via preferred), and Sky Constant Century/Jipinlong (preliminary combination talks)—five distinct control events in one batch, indicating an active M&A and restructuring backdrop
- CFO and Finance-Leadership Churn◆
At least eight finance-leadership changes—LiveOne/PodcastOne (four roles vacated), Verra Mobility (A&M interim at $150K/month, capped at $1.89M through October 31, 2027), Tempest (consultant CFO at $450/hour), Genworth (CFO to CEO), GridAI (CFO consulting retainer $27K/month plus up to 250K RSUs), and others—signals elevated turnover and reliance on interim/consulting arrangements
- Debt Capital Markets Open but Tiered◆
Investment-grade-adjacent issuers term out cheaply—Main Street at 6.55% ($500M) and Franklin BSP at 7.25% ($300M)—while NCL secures ~$5.0B of SACE-backed export-credit financing at SOFR+0.90%, and Arch expands LC capacity; by contrast, microcaps can only access equity lines, PIPEs, or related-party stock settlements
- Margin Recovery Versus Revenue Deceleration◆
Carter's shows the pattern—operating income +91.7% GAAP and +44.6% adjusted on sales -0.7% YoY—while Koil pairs +48–57% revenue growth with only $0.7–1.2M of Adjusted EBITDA; cost discipline is driving earnings while top-line growth decelerates across consumer and industrial names
- Governance and Restatement Risk in Microcaps◆
Visium's ten-year restatement certificate, Cyngn's audit-committee breach, Zoned Properties' related-party asset sale, and Olenox's dilutive settlement collectively highlight weak internal controls and related-party exposure across the smallest issuers
Watch List (8)
- Utz Brands (UTZ)👁
Special meeting November 13, 2026 at 9:00 a.m. ET to vote on the Intersnack take-private; watch the Williams and Thompson NY Supreme Court complaints (filed October 22, 2026), appraisal demands, and whether CEO Howard Friedman's November 30 departure closes with the deal
- Visium Technologies (VTNI)👁
Monitor whether auditor Fruci & Associates acts on Taylor's officer's certificate, whether the board forms the planned Special Committee and adds two independent directors, and how the $1.53M accrued-salary settlement and $87K personally guaranteed credit-card balances are resolved
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Watch for a successor CFO announcement after Craig Christensen's October 30, 2026 departure left CFO, Treasurer, Secretary and principal accounting officer roles vacant simultaneously
- Cyngn (CYN)👁
Annual meeting November 3, 2026—Karen Macleod's resignation triggers a Nasdaq audit-committee composition breach; watch for a qualified independent director appointment before the cure period expires
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Extraordinary general meeting November 3, 2026 at 11:00 a.m. ET to vote on shortening the completion window to August 6, 2027; failure to secure a target by then would force liquidation
- HF Sinclair (DINO)👁
Watch whether the REH Parties remain below the 5% designation threshold on January 13, 2027, which would trigger the REH designee's board resignation; ~$734M of buyback authorization remains
- Koil Energy (KLNG)👁
Monitor Q3 2026 actuals against the $9.4–10.0M revenue and $0.7–1.2M Adjusted EBITDA preliminary ranges, and whether the $5.6M PIPE closes fully to address the ~$0.6M pre-raise cash position
- Verra Mobility (VRRM)👁
Interim CFO Matthew Kvarda (A&M) starts November 5, 2026 at $150K/month with fees capped at $1.89M through October 31, 2027; watch Spencer Stuart's permanent CFO search and any strategic shifts under interim leadership
Filing Analyses
(50)
30-10-2026
GridAI Technologies Corp. (Nasdaq: GRDX) entered into Amendment No. 4 to its CFO Consulting Agreement with BPC Consulting Ltd., effective September 1, 2026, governing Anna Skowron's service as Interim CFO. The amendment sets a fixed monthly retainer of $27,000 (eliminating prior hourly/overtime billing) and grants up to 250,000 RSUs with a staggered vesting schedule tied to continued service and an acquisition-related 8-K/A filing. The agreement runs through August 31, 2027 with automatic one-year renewals and requires six months' notice for termination without Cause.
- · Amendment effective September 1, 2026; 8-K filed October 30, 2026
- · Prior amendments: No. 1 dated September 24, 2025; No. 2 effective March 17, 2026; No. 3 effective June 1, 2026
- · All unvested RSUs fully vest upon a Change of Control, excluding a change of control resulting solely from a potential acquisition transaction under evaluation by the Company
- · Upon termination other than for Cause, RSUs continue to vest during the six-month notice period; unvested RSUs forfeited upon termination for Cause or by Consultant
- · Consultant eligible for discretionary annual cash bonus; Board may consider additional RSU grants in calendar year 2027 but is not obligated
- · If terminated without Cause on less than six months' notice, Company pays retainer for remainder of notice period, conditioned on a general release
- · Company incorporated in Delaware; Commission File Number 001-37853; IRS EIN 46-4993860; headquarters at 433 Plaza Real, Suite 275, Boca Raton, Florida 33432
30-10-2026
Sky Constant Century Inc. appointed Mr. Jin Xiong to its Board of Directors effective October 30, 2026, citing his 20+ years of management experience in consumer products, personal care, cosmetics and retail. Concurrently, the Company disclosed it is evaluating potential strategic cooperation with Jipinlong International Cosmetics Limited, a Hong Kong company chaired by Mr. Xiong, which could extend to a future business combination, acquisition or asset integration. However, the Company emphasized discussions remain preliminary, no definitive agreement has been executed, and there is no assurance any transaction will be completed; any deal would be subject to conflict-of-interest review given Xiong's dual roles.
- · Mr. Xiong holds a Bachelor of Laws and a Master's degree in Management from Wuhan University and an MBA from China University of Geosciences
- · Jipinlong is focused on overseas retail, consumer products and supply-chain business development, with particular emphasis on the United States and Vietnam
- · Potential areas of cooperation include consumer retail operations, brand development, supply-chain coordination, cross-border commerce and international market expansion
- · No definitive agreement relating to any acquisition, business combination or asset integration has been executed as of the report date
- · The Company is an Emerging Growth Company and its securities are not registered on any exchange (Trading Symbol: N/A)
- · Company principal offices are located in Tsim Sha Tsui, Hong Kong
30-10-2026
NCL Corporation Ltd. entered into two separate SACE-insured credit facilities on October 27, 2026, each providing up to approximately $2.5 billion (total ~$5.0 billion) to finance two new cruise vessels — Vessel 1 (delivery 2034) and Vessel 2 (delivery 2036) — covering 80% of delivery payments. Loans bear floating interest at six-month Term SOFR (zero floor) plus a 0.90% margin, mature on the twelfth anniversary of each ship's delivery, and amortize over 24 equal semi-annual installments; obligations are guaranteed by NCLC and secured by share charges and first-lien ship mortgages. The financing is long-dated and back-end loaded, with no near-term cash impact, but adds substantial future leverage tied to a multi-year fleet expansion.
- · Vessel 1 scheduled for delivery in 2034; Vessel 2 in 2036 — financing draws are years away
- · Each facility matures on the twelfth anniversary of the relevant ship's delivery date
- · Repayment in 24 equal semi-annual installments beginning six months after delivery
- · Security: first priority share charge pre-delivery; first lien ship mortgage and assignments on delivery
- · Borrowers may voluntarily and permanently reduce commitments; mandatory prepayment on sale or total loss of a ship
- · Facilities insured by Italian export credit agency SACE S.p.A., subject to conditions
- · Certain confidential portions redacted under Regulation S-K Item 601(b)(10)
- · Exhibits cross-referenced to Norwegian Cruise Line Holdings Ltd.'s Form 8-K filed October 30, 2026 (File No. 001-35784)
30-10-2026
CIM Group, Inc. disclosed a board reshuffle on October 26, 2026, executed under a June 24, 2026 Contribution and Subscription Agreement with CIM Group Holdings, LLC: director Jason Schreiber (affiliated with the CIM Contributor) resigned, and the Board expanded from five to seven members, appointing Avraham Shemesh, Shaul Kuba and independent director Alicia K. Harrison. The company also set its 2026 annual meeting for December 9, 2026, with a record date of October 26, 2026. The changes are contractual and governance-driven rather than performance-related, with no disagreement cited for the resignation.
- · Alicia K. Harrison, age 67, previously served as an independent director of the Company from June 2016 to February 2024 and as an independent trustee of CIM Commercial Lending REIT from February 2024 to September 2026
- · Harrison served at Wells Fargo & Company and predecessor banks from 1986 until retiring in 2012 as executive vice president in Commercial Banking
- · Shaul Kuba, age 63, has served as a vice president of the Company since June 2026 and as a director and Chief Investment Officer of CMCT (NASDAQ:CMCT) since March 2014 and November 2022, respectively
- · Avraham Shemesh, age 64, has served as a vice president of the Company since June 2026 and previously served as a director of the Company from March 2019 until February 2024
- · Shemesh and Kuba co-founded CIM in 1994 and will not be separately compensated for their director service
- · Harrison's compensation will follow the Company's standard non-employee director arrangements and she entered into only the standard indemnification agreement
- · Annual meeting record date is the close of business on October 26, 2026
30-10-2026
Creatd, Inc. (OTCQB: CRTD) announced that its letter of intent to acquire the remaining equity of C2 Capital Group, Inc. (operator of C2 Live) expired without consummation of the transaction, following its previously announced 10% investment in C2 Live. The company said it continues to hold its C2 Live investment and the parties expect to continue dialogue, though no assurance any transaction will be completed. Creatd stated its strategic priorities are unchanged, citing a planned uplisting to a national securities exchange, strengthening its balance sheet and stockholders' equity, evaluating cash-flow-positive acquisitions, and exploring strategic alternatives for certain existing assets (including Vocal), with no assurance of meeting listing standards or completing any transaction.
- · The letter of intent to acquire the remaining equity of C2 Capital Group, Inc. expired without consummation
- · Creatd continues to hold its previously announced 10% investment in C2 Live
- · No assurance that any transaction between Creatd and C2 Live will be agreed or completed
- · No assurance the Company will satisfy applicable national exchange listing standards
- · Forward-looking statements reference risks in the Company's Registration Statement on Form S-1, as amended, and subsequent SEC filings
- · Investor contact: ir@creatd.com
30-10-2026
Utz Brands disclosed that CEO Howard Friedman will cease employment effective November 30, 2026, contingent on the closing of the company's take-private merger with Intersnack (Parent) via Acquiror Idaho USA, Inc., and will also exit the Board at Closing; his departure was not due to any disagreement. Separately, the company disclosed that director B. John Lindeman was offered the post-Closing CEO role of Utz Brands Holdings, LLC via an October 29, 2026 letter agreement, and that two stockholder complaints (Williams and Thompson, both filed October 22, 2026 in NY Supreme Court) plus disclosure/appraisal/book-and-records demands prompted supplemental proxy disclosures, which the company denies are necessary. The special meeting to vote on the merger is set for November 13, 2026 at 9:00 a.m. ET.
- · Merger Agreement signed July 20, 2026; Definitive Proxy Statement and Schedule 13E-3/A filed October 2, 2026
- · Special Meeting scheduled November 13, 2026 at 9:00 a.m. Eastern Time via live interactive webcast at www.virtualshareholdermeeting.com/UTZ2026SM
- · Howard Friedman's employment departure anticipated effective November 30, 2026, contingent on Closing
- · Lindeman's contemplated employment start date is November 30, 2026, or later as mutually agreed; subject to a written employment agreement to be negotiated post-Closing
- · Lindeman most recently served as President and CEO of Calavo Growers until June 2026, following its acquisition by Mission Produce
- · Stockholder complaints allege negligent misrepresentation, concealment and negligence over the Definitive Proxy Statement; company denies all allegations
- · Company also received Disclosure Demands, Appraisal Demands under DGCL Section 262, and books-and-records demands under DGCL Section 220
- · No stockholder who submitted Stockholder Letters had filed litigation as of the filing date
- · Company filed an amended Schedule 13E-3/A concurrently with this 8-K
30-10-2026
Omeros Corporation filed an 8-K on October 30, 2026, disclosing a performance-based stock option grant to CEO Gregory A. Demopulos for 500,000 shares under the Amended and Restated Omnibus Incentive Compensation Plan. The option vests in four tranches tied to stock price hurdles of $25, $30, $35, and $40, each requiring a 30-day VWAP, plus time-based vesting over four years. The filing also includes the form of award agreement as Exhibit 10.1; no financial results or operational updates were provided.
- · Option grant date and vesting commencement date are October [blank], 2026; expiration date is October [blank], 2031.
- · Exercise price per share and total exercise price are left blank in the filing.
- · Option type (Incentive Stock Option or Nonstatutory Stock Option) is not specified.
- · Vesting is subject to both continuous service and achievement of price hurdles: $25.00 (Tranche 1), $30.00 (Tranche 2), $35.00 (Tranche 3), $40.00 (Tranche 4), each representing 1/4th of the option shares.
- · Price hurdle is achieved when the 30-day VWAP equals or exceeds the hurdle, as determined by the Board or a Committee.
- · Time-based vesting: 25% of each tranche becomes eligible on the first anniversary of the vesting commencement date, then 1/48th monthly over the remaining 36 months, fully eligible on the four-year anniversary.
- · In a Change in Control with consideration at or above a hurdle, the corresponding tranche is deemed satisfied; tranches with unmet hurdles are forfeited.
- · Unvested option shares are forfeited on the fifth anniversary of the grant date.
- · Post-termination exercise period is three months, or twelve months for death or disability.
- · The filing includes Exhibit 10.1 (Form of Performance Stock Option Award Agreement) and Exhibit 104 (Inline XBRL).
30-10-2026
Jaguar Uranium Corp. disclosed in an 8-K that on October 29, 2026 its Board granted stock options under the 2025 Equity Incentive Plan to three officers: 400,000 shares to CEO Steven Gold, 200,000 to CFO William Avery, and 125,000 to Executive Chairman Luis Ducassi, all at a $1.00 per share exercise price. The options vest in three equal tranches (Grant Date, April 29, 2027, October 29, 2027) and expire between October 29, 2031 and October 29, 2032. This is a routine compensatory arrangement filing with no financial results or operating metrics disclosed.
- · Options vest one-third on Grant Date (October 29, 2026), one-third on April 29, 2027, and one-third on October 29, 2027, subject to continued service
- · Each tranche is exercisable for five years from its vesting date, expiring October 29, 2031, April 29, 2032, and October 29, 2032 respectively
- · Company is an emerging growth company incorporated in British Columbia, Canada, with principal offices in Thornhill, Ontario
- · Filing includes Item 9.01 exhibits (Exhibit 104 cover page XBRL); no financial statements filed
30-10-2026
HF Sinclair entered a Stock Purchase Agreement on October 29, 2026 with REH Advisors Inc. to repurchase 2,350,000 shares of common stock at $109.37 per share, for an aggregate purchase price of approximately $257 million, funded with cash on hand and expected to close on or around November 3, 2026. The buyback is the 23rd privately negotiated transaction with the Selling Stockholder under the company's $1.5 billion Share Repurchase Program authorized August 26, 2026, under which $766 million has been repurchased to date, leaving approximately $734 million of authorization remaining. Following the repurchase, the REH Parties are expected to fall below the 5% Designation Threshold, which could trigger the REH Designee's resignation from the Board if they remain below the threshold on January 13, 2027.
- · The repurchase is the twenty-third privately negotiated transaction between the Company and the Selling Stockholder.
- · Shares repurchased will be held as treasury stock by the Company.
- · The REH Parties have the right to designate one Board member while owning less than 15% but at least 5% of Common Stock (the Designation Threshold).
- · If the REH Parties remain below the Designation Threshold on January 13, 2027, the REH Designee must offer to resign within 30 days, with the Board deciding whether to accept or reject.
- · The transaction is expected to be completed on or around November 3, 2026.
- · The Share Repurchase Program may be discontinued at any time by the Board.
- · Common Stock trades on the NYSE and NYSE Texas under the symbol DINO.
30-10-2026
BioXcel Therapeutics, Inc. and affiliates (OnkosXcel Therapeutics, LLC and OnkosXcel Employee Holdings, LLC) received a final bankruptcy court order (Case No. 26-11360, D. Del.) authorizing the sale of substantially all of their assets to Teva Pharmaceuticals International GmbH as the Successful Bidder under a Stalking Horse APA dated August 27, 2026. The sale follows an extensive marketing process and a cancelled auction, with the court finding the Teva bid was the highest or otherwise best offer and that the sale maximizes estate value. No purchase price or financial consideration was disclosed in the filing, and the transaction is a Chapter 11 liquidation sale rather than a going-concern merger.
- · Bankruptcy Case No. 26-11360 (TMH), jointly administered in the U.S. Bankruptcy Court for the District of Delaware
- · Stalking Horse APA dated August 27, 2026 between the Debtors and Teva Pharmaceuticals International GmbH
- · Bidding Procedures Order entered September 28, 2026 [Docket No. 179]; auction was cancelled and Teva designated Successful Bidder
- · Sale approved free and clear of liens, claims, interests, and encumbrances under Bankruptcy Code sections 105(a), 363, and 365
- · Buyer granted good-faith purchaser protections under section 363(m); no insider relationship with the Debtors
- · Debtors' address: 555 Long Wharf Drive, 12th Floor, New Haven, Connecticut 06511
- · No purchase price or sale consideration disclosed in the order
30-10-2026
KOIL Energy announced a $5.6 million PIPE financing, issuing 1,330,372 common shares at $2.50/share (or pre-funded warrants for up to 919,628 shares at $2.499), with proceeds earmarked for working capital and rental equipment expansion. Preliminary Q3 2026 revenue is expected at $9.4M-$10.0M, up roughly 48%-57% YoY, with Adjusted EBITDA of $0.7M-$1.2M. However, cash and cash equivalents stood at only approximately $0.6 million as of September 30, 2026 (before PIPE proceeds), underscoring the company's tight liquidity position that the raise addresses.
- · Net income for Q3 2026 expected in range of $160 to $600 (in thousands)
- · Interest expense, net expected at $130-$150 thousand; income tax expense $20-$30 thousand
- · Depreciation and amortization expected at $220-$240 thousand; share-based compensation $170-$180 thousand
- · Offering expected to close on or about October 29, 2026, subject to customary closing conditions
- · Company agreed to file resale registration statement within 30 days of the press release date
- · Securities offered under Section 4(a)(2) and/or Regulation D exemptions, not registered under the Securities Act
- · Preliminary results are unaudited and subject to quarter-end closing procedures and review
30-10-2026
K&F Growth Acquisition Corp. II filed a proxy supplement on October 28, 2026, shortening the proposed SPAC extension period for its Extraordinary General Meeting (November 3, 2026) from a February 7, 2028 end date to August 6, 2027 — a reduction of roughly 18 months. The revised Proposal One seeks a special resolution to extend the Business Combination completion window from November 6, 2026 to August 6, 2027 (30 months after IPO closing). Proposals Two (auditor ratification of WithumSmith+Brown, PC for FY2026) and Three (adjournment) are unchanged; the filing contains no financial results or deal terms, and the shortened runway signals the SPAC has not yet secured a target combination.
- · Extraordinary General Meeting in lieu of Annual General Meeting scheduled for 11:00 a.m. Eastern Time on Tuesday, November 3, 2026, at Ellenoff Grossman & Schole LLP, 1345 Avenue of the Americas, 11th Floor, New York, NY 10105
- · Original extension sought was from November 6, 2026 to February 7, 2028; revised extension is from November 6, 2026 to August 6, 2027
- · Revised Completion Window defined as 30 months after IPO closing date (6 August 2027)
- · Proxy Statement originally dated October 6, 2026, amended October 8, 2026, and supplemented October 28, 2026
- · Votes must be submitted before 11:59 pm ET on November 2, 2026 to change or revoke prior votes
- · Shareholders may reverse redemption requests by contacting Continental Stock Transfer & Trust Company at spacredemptions@continentalstock.com
- · Company's Annual Report on Form 10-K for fiscal year ended December 31, 2025 was filed March 27, 2026
- · Board recommends a vote FOR Proposals 1, 2 and 3 (if presented)
- · Company address: 1219 Morningside Drive, Suite 110, Manhattan Beach, CA 90266
30-10-2026
PodcastOne, Inc. disclosed in an 8-K (Item 5.02) that Interim CFO, Interim Treasurer, Interim Secretary and acting principal accounting officer Craig Christensen notified the company on October 26, 2026 that he is leaving to pursue another professional opportunity, effective October 30, 2026. The company stated the departure is not due to any dispute and has commenced a search for a qualified successor. The filing contains no financial figures or period-over-period metrics.
- · Departure effective October 30, 2026; notice given October 26, 2026
- · Christensen held four roles simultaneously: Interim CFO, Interim Treasurer, Interim Secretary, and acting principal accounting officer
- · Company states departure is not the result of any dispute
- · No successor has been named; search is underway
- · Company is an emerging growth company incorporated in Delaware, fiscal year end March 31
- · SEC file number 001-41795; CIK 0001940177; EIN 35-2503373
- · Principal executive offices: 345 North Maple Drive, Suite 295, Beverly Hills, CA 90210
30-10-2026
LiveOne, Inc. disclosed in an 8-K filed October 30, 2026 that Interim CFO, Interim Treasurer, Interim Secretary and acting principal accounting officer Craig Christensen notified the company on October 26, 2026 that he is leaving to pursue another professional opportunity, effective October 30, 2026. The company stated the departure is not the result of any dispute and has commenced a search for a qualified successor, leaving the CFO/treasurer/secretary and principal accounting officer roles vacant in the interim.
- · Departure effective date is October 30, 2026, the same date as the 8-K filing; notice was given October 26, 2026
- · Christensen held four roles simultaneously: Interim CFO, Interim Treasurer, Interim Secretary and acting principal accounting officer
- · No successor has been named; the company said it has commenced a search
- · Company is incorporated in Delaware, SEC file number 001-38249, EIN 98-0657263, headquartered at 269 South Beverly Drive, Suite 1450, Beverly Hills, CA 90212
- · Registrant is not an emerging growth company and is listed on the NASDAQ Capital Market under ticker LVO
- · 8-K signed by CEO Robert Ellin; filing accession number 0001213900-26-114472
30-10-2026
On October 30, 2026, Porch Group, Inc. and Porch Reciprocal Exchange entered into an at-the-market distribution agreement with StoneX Financial Inc. as sales agent, allowing the Reciprocal to sell up to 10 million shares of Porch common stock it holds and Porch to issue and sell up to 5 million new shares (15 million total). The Reciprocal holds approximately 16.2 million Porch shares, a significant portion of which are non-admitted or subject to Texas insurance law investment limits, and will use proceeds to strengthen admitted surplus and liquidity; Porch receives no proceeds from the Reciprocal's sales and will pay a 1.5% cash commission on gross proceeds. The arrangement is discretionary with no obligation to sell, and Porch's 5 million-share issuance represents potential dilution for existing shareholders.
- · The Company will not receive any proceeds from the sale of the Reciprocal ATM Shares
- · Neither the Company nor the Reciprocal is obligated to sell any Shares; sales may be suspended and the agreement terminated
- · Shares will be sold under the Company's Form S-3 registration statement (Registration No. 333-299730) filed October 30, 2026, with a Rule 424(b) prospectus supplement
- · The Reciprocal may use proceeds for general corporate purposes, including strengthening admitted surplus, liquidity and asset diversification, financing acquisitions, meeting regulatory requirements, maintaining its financial stability rating, or paying claims and expenses
- · Porch may use its net proceeds for general corporate purposes
- · The Company will reimburse the Sales Agent for certain specific expenses
- · Exhibits include the Distribution Agreement (1.1), legal opinion of Ashurst Perkins Coie US LLP (5.1) and consent (23.1)
30-10-2026
OpenWorld, Inc. (formerly VerifyMe, Inc., now trading as OPNW on Nasdaq) closed a registered direct public offering on October 30, 2026, issuing 1,494,084 shares of common stock, pre-funded warrants for 1,023,901 shares, and Series A and Series B warrants each for 2,517,985 shares at $1.39 per share, raising approximately $3.5 million in gross proceeds before fees and expenses. The company entered a placement agency agreement with Maxim Group LLC and a securities purchase agreement with a single institutional investor, while executive officers and directors agreed to a 45-day lock-up. The raise is modest in size and priced at $1.39 per share, with no period-over-period financial performance data disclosed in this filing.
- · Offering price was $1.39 per share
- · Securities issued under shelf registration statement on Form S-3 (File No. 333-284562), declared effective February 3, 2025
- · Prospectus supplement filed with the SEC on October 30, 2026
- · Company changed name from VerifyMe, Inc. to OpenWorld, Inc.; ticker changed to OPNW
- · Placement agent Maxim Group LLC acted on a 'reasonable best efforts' basis
- · Legal opinion provided by Harter, Secrest & Emery LLP (Exhibit 5.1)
- · Company incorporated in Nevada; IRS EIN 23-3023677; SIC code 6199 (Finance Services)
30-10-2026
Rapport Therapeutics, Inc. entered into a Securities Purchase Agreement dated October 28, 2026 with institutional investors listed on Exhibit A to sell shares of common stock at a fixed Share Price of $21.00 per share, in a private placement exempt under Section 4(a)(2) of the Securities Act, concurrent with an underwritten public offering led by Morgan Stanley & Co. LLC, Leerink Partners LLC, and Evercore Group L.L.C. The filing does not disclose the number of shares or aggregate purchase amount, which are set forth only on Exhibit A (not included in the excerpt), so total proceeds cannot be quantified from this text. The agreement includes a Registration Rights Agreement granting registration rights on the shares and requires closing no later than the third business day after signing.
- · Securities Purchase Agreement dated as of October 28, 2026; 8-K filed October 30, 2026
- · Shares sold in private placement exempt under Section 4(a)(2) of the Securities Act
- · Closing to occur no later than the third Business Day after the date of the Agreement
- · Company will execute a Registration Rights Agreement covering the Shares under the Securities Act
- · Placement Agents are Morgan Stanley & Co. LLC, Leerink Partners LLC, and Evercore Group L.L.C.
- · Transfer Agent is Computershare Trust Company, N.A.
- · Number of shares and aggregate purchase amount are set forth on Exhibit A, which is not included in the excerpt
30-10-2026
Visium Technologies disclosed the immediate resignation of Chairman/CEO Paul R. Taylor on October 26, 2026, citing disagreements over the Company's evaluation of previously issued financial statements; Taylor executed an officer's certificate delivered to auditor Fruci & Associates II, PLLC concluding that audited financials for FY2016–FY2026 and interim financials for quarters ended December 31, 2015 through March 31, 2026 should no longer be relied upon. The Company disputes Taylor's actions, stating CFO Mark B. Lucky does not concur, the Board never authorized the certificate, and no conclusion has been reached that prior statements should not be relied upon; Lucky became sole director and interim principal executive officer effective October 28, 2026, with plans to add two independent directors and form a Special Committee. The filing also discloses related-party transactions with Lucky, including $124,800 in accrued unpaid salary, a $1,526,096 accrued-salary settlement via 21,623,056 shares, $87,083.74 in past-due personally guaranteed credit-card balances, and $21,836 in undocumented family health premiums.
- · Taylor had served as Chairman/CEO/director only since April 27, 2026 before resigning October 26, 2026
- · Taylor's resignation letter was delivered by email at 9:38 a.m. Eastern Time and was unconditional and effective immediately
- · Officer's certificate covers audited financials FY2016–FY2026 and unaudited interim statements for quarters ended December 31, 2015 through March 31, 2026
- · Certificate alleges Series A and Series B preferred stock reported outstanding since Q4 2015 were not validly issued and stated value was adjusted for reverse splits instead of conversion ratios
- · Eliminating Series A/B shares would reclassify amounts within stockholders' deficit with no change to total deficit, assets, revenue, expenses or cash flows
- · Lucky delivered written responses to each of Taylor's eight proposed determinations and his own materiality determination on October 26, 2026
- · Taylor called a Board meeting for October 28, 2026; the officer's certificate was executed before that meeting while Board consideration was pending
- · Taylor's Notice of Correction states documents were prepared from drafts for the October 28 Board meeting and were not fully conformed; one document was withdrawn
- · Paragraph 3(g) of the officer's certificate (gain on extinguishment of debt) was delivered in brackets and the correction entry is incomplete
- · Lucky, age 68, has been CFO/Treasurer/Secretary and a director since February 2018 and previously served as Chairman/CEO from February 2018 to April 27, 2026
- · Lucky will receive no additional compensation for serving as interim principal executive officer
- · Lucky served a Notice of Good Reason on October 26, 2026 citing unpaid salary and failure to maintain D&O insurance; cure period extended to the later of November 25, 2026 and 30 days after Special Committee formation, but not later than March 1, 2027
- · Lucky has committed not to approve as sole director any personal-interest matter, principal-shareholder transaction, or issuance of voting-control securities until the Special Committee is constituted
- · Series D preferred converts at $0.05 per share with broad-based weighted-average anti-dilution; Company is evaluating effect of August 20, 2026 common stock issuance on conversion price
- · No director has yet been elected to the planned expanded Board
- · Company will file any Taylor response letter by amendment within two business days of receipt
30-10-2026
Ingersoll Rand announced internal leadership promotions effective October 30, 2026: Scott Watson named SVP and group president of IT&S North America and EMEIA, and Shaun Carlson named SVP and group president of the Precision and Science Technologies segment, both reporting to CEO Vicente Reynal. The moves follow the planned retirement of Mike Weatherred, who will serve in an advisory role through May 2028, and the Board also approved a new employment agreement with Reynal. No financial figures or period-over-period metrics were disclosed in the filing.
- · Mike Weatherred will serve in an advisory role supporting commercial and other projects through May 2028
- · Scott Watson previously led the Life Science Technologies platform and has prior experience at McKinsey & Company
- · Shaun Carlson previously led the Precision Technologies platform and spent nearly a decade at Dover Corporation
- · Both new group presidents will report directly to CEO Vicente Reynal
- · The Board approved a new employment agreement with Reynal, extending his leadership; terms were not disclosed
- · Company cites more than 80 acquisitions completed since 2020 as driving increased scale and complexity
30-10-2026
Zoned Properties closed the sale of substantially all of its assets to BPB Partners, LLC (owned by CEO/Chairman/CFO Bryan McLaren, President/COO Berekk Blackwell, and Patrick Moroney) on October 30, 2026, under an Amended and Restated Asset Purchase Agreement dated September 30, 2026, a related-party transaction that effectively liquidates the operating business. Pro forma for the Chino Property sale (closed September 2, 2026, ~$7.1M cash) and the Asset Sale, total assets fall from $13,476,364 to $11,112,086 and total liabilities plunge from $10,045,716 to $321,915, while pro forma six-month 2026 revenue drops to $0 from $1,946,413 and net income swings to a loss of $996,935 from $19,127. However, pro forma stockholders' equity rises to $10,790,171 from $3,430,648, largely reflecting gains on disposal and debt assumed by the buyer (~$7,941,163).
- · Buyer BPB Partners, LLC is owned by the Company's own Chairman/CEO/CFO Bryan McLaren, President/COO Berekk Blackwell, and Patrick Moroney — a related-party sale of substantially all assets.
- · Asset Sale closed October 30, 2026; Original APA signed January 15, 2026 and amended/restated September 30, 2026.
- · Company retained 100% interest in ZP RE AZ Dunlap, LLC, which has an active purchase and sale agreement with escrow in place.
- · 50% interest in Zoneomics Green, LLC removed from A&R APA because the entity was dissolved.
- · Pleasant Ridge Assets sale closed May 1, 2026; Green Valley and Kingman properties closed June 30, 2026; Chino Property closed September 2, 2026.
- · Pro forma six-month 2026 operating loss of $993,913 versus historical operating income of $80,332.
- · Pro forma basic loss per share $(0.08) and diluted $(0.07) versus historical $0.00.
- · Pro forma depreciation and amortization falls to $1,395 from $148,462; real estate taxes to $0 from $70,493.
- · Pro forma escrow deposits of $994,051 and cash of $9,552,671 remain after adjustments.
- · Pro forma adjustments include accumulated deficit improvement of $7,359,523 (from $18,474,810 to $11,115,287).
30-10-2026
THC Therapeutics, Inc. (THCT) filed an 8-K on October 30, 2026 disclosing a material agreement termination (Item 1.02) and a change in control or governing instruments (Item 5.03), accompanied by an Amended and Restated Certificate of Designation filed as Exhibit 3.1. The filing text provided contains only the exhibit header and no substantive financial figures, terms, or counterparties, so no quantitative impact can be assessed from the excerpt.
- · Item 1.02 indicates termination of a material definitive agreement
- · Item 5.03 indicates amendments to articles of incorporation or bylaws, or a change in fiscal year
- · Exhibit 3.1 is an Amended and Restated Certificate of Designation
- · No dollar amounts, share counts, or counterparties are disclosed in the provided excerpt
30-10-2026
Cyngn Inc. notified Nasdaq on October 30, 2026 that, upon the resignation of director and Audit Committee Chair Karen Macleod, its Audit Committee will fall to two members, breaching Nasdaq Listing Rule 5605(c)(2)(A) requiring at least three members and one financially sophisticated member. The company expects until the earlier of its next annual meeting or November 3, 2027 to regain compliance and intends to appoint a qualified independent director. Macleod, who notified the company on October 26, 2026 of her decision not to stand for re-election at the November 3, 2026 Annual Meeting, stated her departure was not due to any disagreement with the company.
- · Cure period runs until the earlier of the next annual meeting of stockholders or November 3, 2027
- · Macleod's resignation takes effect upon closing of the polls for the election of directors at the November 3, 2026 Annual Meeting
- · Macleod will continue to serve as director, Audit Committee Chair, and member of the Compensation and Nominating/Corporate Governance Committees until her resignation
- · The Board intends to fill the resulting vacancy
- · Company is an emerging growth company incorporated in Delaware, file number 001-40932
30-10-2026
Genworth Financial announced that President & CEO Thomas J. McInerney will retire and step down from the Board effective December 31, 2026, after 14 years leading the company. The Board expects to name current CFO Jerome Upton (CFO since March 2023, with the company since 1998) as President & CEO and a Board member, and Angela Simmons (Closed Block CFO since 2020, with Genworth since 2002) as EVP & CFO, both effective January 1, 2027. The filing is a planned, orderly succession with no disclosed disagreement or financial impact, though it represents a significant leadership transition at the top of the company.
- · Jerome Upton has served as Genworth CFO since March 2023 and has been with the company and its predecessors since 1998
- · Angela Simmons became Closed Block CFO in 2020 and previously served as Controller for U.S. Life Insurance and led SEC Reporting for more than a decade
- · McInerney will step down from Genworth's Board of Directors in addition to the CEO role
- · Genworth is the majority owner of Enact Holdings, Inc. (Nasdaq: ACT)
- · Genworth's 10-K was filed with the SEC on February 27, 2026
- · Board Chair Melina Higgins credited McInerney with strengthening the financial foundation and advancing CareScout
30-10-2026
Olenox Industries (formerly Safe & Green Holdings, ticker OLOX) mutually terminated its May 29, 2025 equity line of credit (ELOC) purchase agreement and related registration rights agreement, under which it could have sold up to $100 million of common stock — no shares were ever sold and the company received none of the commitment. In exchange, the company agreed to issue the investor 298,604 shares by the 14th business day after the October 27, 2026 effective date, with a true-up on April 27, 2027 requiring additional shares if the 10-day VWAP falls below $0.80 to ensure the settlement is worth at least $258,440. The company disclosed it lacks funds for a cash payment, so the settlement is being paid in stock, and the true-up formula (dividing $258,440 by the VWAP gap) can sharply dilute holders if the share price declines.
- · ELOC purchase agreement was dated May 29, 2025 and amended August 4, 2026; termination agreement effective October 27, 2026 (exhibit dated October 26, 2026).
- · No shares were sold under the ELOC and the company received none of the $100 million commitment.
- · Termination shares carry a standard Rule 144 restrictive legend and are issued under Section 4(a)(2) exemption.
- · True-up shares must be delivered within three business days of the April 27, 2027 true-up date; investor has an evergreen right to request them after April 26, 2027.
- · If VWAP exceeds $0.80, the company has no true-up obligation and the investor does not return any shares.
- · Company states it does not have funds for the cash payment the investor originally elected, hence payment in shares.
- · Company name changed from Safe & Green Holdings Corp. to Olenox Industries Inc. (effective December 19, 2022 per filing metadata).
- · Agreement includes mutual general releases with both parties denying fault or wrongdoing.
30-10-2026
Main Street Capital issued $500.0 million in aggregate principal amount of 6.55% unsecured notes due January 15, 2030, under an underwriting agreement with RBC Capital Markets, LLC dated October 27, 2026; the offering closed October 29, 2026. Net proceeds were approximately $493.0 million after underwriting discounts and estimated offering expenses, implying roughly $7.0 million (about 1.4%) in total costs, and Main Street intends to initially use the proceeds to repay outstanding indebtedness, including amounts under its credit facilities. The notes pay semiannual interest on January 15 and July 15 beginning July 15, 2027, are callable at a make-whole premium before December 15, 2029 and at par thereafter, and carry a change-of-control repurchase right at 100% of principal plus accrued interest.
- · Notes mature January 15, 2030 unless previously redeemed or repurchased.
- · Interest accrues from October 29, 2026, payable semiannually on January 15 and July 15, beginning July 15, 2027.
- · Par Call Date is December 15, 2029 (one month before maturity); before then, redemption price is the greater of a Treasury Rate make-whole (plus 30 bps) or 100% of principal, plus accrued interest; on or after, redemption at 100% of principal plus accrued interest.
- · A change-of-control repurchase event gives holders the right to require repurchase at 100% of principal plus accrued interest.
- · Notes are direct unsecured obligations ranking equally with existing and future unsecured debt, effectively subordinated to secured debt and structurally subordinated to subsidiary obligations.
- · Indenture covenants require compliance with Investment Company Act Section 18(a)(1)(A) asset coverage requirements (as modified by Section 61(a) and SEC exemptive relief) and financial reporting to noteholders if no longer SEC-reporting.
- · Offering made under effective shelf registration on Form N-2 (Registration No. 333-285405) via preliminary and final prospectus supplements dated October 27, 2026.
- · Base Indenture dated April 2, 2013; Ninth Supplemental Indenture dated October 29, 2026.
- · Exhibits filed include Underwriting Agreement (1.1), Ninth Supplemental Indenture (4.1), Form of Notes (4.2), Dechert LLP opinion (5.1) and consent (23.1).
30-10-2026
Carter's reported Q3 fiscal 2026 net sales of $752.5 million, down 0.7% YoY from $757.8 million, with U.S. Retail comparable sales up 0.4% but U.S. Wholesale down 3.8% and International up 4.5%. Profitability improved sharply: GAAP operating income rose 91.7% to $55.8 million and adjusted operating income grew 44.6% to $56.9 million, while adjusted diluted EPS rose 39% to $1.03. However, the company moderated its revenue outlook and guided FY2026 adjusted diluted EPS to $3.05-$3.23, a high-single to low-double digit percentage decline from $3.47, and Q4 adjusted EPS to $1.37-$1.55 versus $1.90 prior year.
- · U.S. Retail comparable net sales rose only 0.4% in Q3, a sharp deceleration from 5.0% growth in the first three quarters
- · U.S. Wholesale segment declined 3.8% in Q3 despite 1.8% growth over the first three quarters
- · Q4 FY2026 net sales guided to $860M-$880M versus $925M in the 14-week Q4 FY2025
- · Q4 FY2026 adjusted operating income guided to $74M-$83M versus $89M prior year
- · FY2026 adjusted operating income outlook of $178M-$187M implies low-to-mid single digit growth over $176M
- · First three quarters GAAP results included a $127.7M tariff refund recovery ($100.1M net income benefit, $2.74 EPS)
- · FY2026 outlook assumes an additional $132M recovery of previously paid import duties and interest
- · Net cash provided by operations was $101.8M versus $136.3M used in operations prior year
- · No shares were repurchased in the first three quarters of fiscal 2026
- · Q3 dividend of $0.25 per share totaling $9.1M; $27.5M paid in first three quarters
- · FY2026 outlook assumes slightly lower gross margin rate and comparable SG&A expense
- · Foreign currency translation favorably impacted Q3 net sales by ~$0.9M (0.1%) and first three quarters by ~$8.9M (0.5%)
- · FY2025 included a 53rd week contributing ~$37M in net sales, complicating YoY comparisons
30-10-2026
Champion Safe Company, a subsidiary of American Rebel Holdings (OTCID:AREB), provided a press release update confirming that the lean manufacturing transformation and physical factory realignment of its Utah operation announced September 23, 2026 is now actively underway, with equipment being repositioned to improve production flow. The company claims the initiative is intended to raise throughput, lower unit costs, shorten cycle times and improve working-capital efficiency, building on a July 2026 strategic growth capital investment. However, the filing contains no financial results, no quantified cost savings, no timeline or budget for the project, and no assurance the benefits will be achieved; the release also reiterates a previously reported $3.9 million record dealer backlog and flags liquidity and capital-access risks at the parent level.
- · No dollar amount, budget, or cost savings figure was disclosed for the factory realignment
- · No completion timeline or expected financial impact was provided for the lean transformation
- · The $3.9 million dealer backlog figure is a restatement of a previously announced metric, not new data
- · Forward-looking statements explicitly warn benefits may take longer than expected, require additional investment, or not be achieved at all
- · Risks cited include manufacturing disruptions from layout changes, steel cost/availability, labor availability, and parent-company liquidity and capital access
- · Champion Safe markets 100% American-made high-strength steel, full-length double steel door construction, and a lifetime warranty
30-10-2026
CareTrust REIT's operating partnership CTR Partnership, L.P. entered a Fourth Amended and Restated Credit and Guaranty Agreement dated October 29, 2026, amending and restating its prior credit agreement (originally dated August 5, 2015 and most recently amended August 18, 2026). KeyBank National Association serves as Administrative Agent, with KeyBanc Capital Markets, BMO Capital Markets, JPMorgan Chase, BofA Securities, Wells Fargo Securities, Huntington National Bank, M&T Bank and Royal Bank of Canada as Joint Lead Arrangers and Book Managers. The filing discloses no commitment amounts, pricing, or financial covenant levels, so no period-over-period or quantitative comparison is possible from the text provided.
- · Agreement dated as of October 29, 2026 (the 'Closing Date')
- · Amends and restates credit agreement originally dated August 5, 2015, previously amended/restated February 8, 2019, December 16, 2022 and December 18, 2024, and amended July 23, 2019, October 10, 2023, May 30, 2025, January 14, 2026 and August 18, 2026
- · Borrower is CTR Partnership, L.P., a Delaware limited partnership; REIT Guarantor is CareTrust REIT, Inc., a Maryland corporation
- · Financial covenants include Consolidated Leverage Ratio, Consolidated Fixed Charge Coverage Ratio, Consolidated Tangible Net Worth, Secured Debt, Consolidated Unsecured Leverage Ratio and Consolidated Unsecured Interest Coverage Ratio (thresholds not disclosed in filing text)
- · Facilities permit borrowings in multiple currencies (Alternative Currency Revolving Loans) and include an uncommitted increase/accordion feature and extension option
- · Acquisition definition limits targets to persons/assets located in the United States, Canada or the United Kingdom
- · Includes guaranty (Article XI) by the REIT Guarantor and other subsidiary guarantors
- · Filing text does not disclose facility size, commitment amounts, interest rate spreads or fees
30-10-2026
Enact Holdings, Inc. (ACT) disclosed in an 8-K that director Thomas J. McInerney notified the Company and Board on October 29, 2026 of his intention to resign from the Board effective December 31, 2026. He will continue serving on the Board and Compensation Committee until that date, and the filing states his decision was not the result of any dispute or disagreement with the Company or any matter relating to its operations, policies or practices. No financial figures or period-over-period metrics were disclosed.
- · Resignation effective date is December 31, 2026; McInerney will serve on the Board and Compensation Committee until then
- · Filing signed by Hardin Dean Mitchell, EVP, CFO and Treasurer, dated October 30, 2026
- · Company is incorporated in Delaware, IRS Employer Identification No. 46-1579166, Commission File No. 001-40399
- · Principal executive offices located at 8325 Six Forks Road, Raleigh, North Carolina 27615; phone (919) 846-4100
- · Company is not an emerging growth company
30-10-2026
TerraVolt Holdings (OTCQB: GEDC) executed option agreements to purchase 1,077 acres in Cassia County, Idaho for a planned master-planned, behind-the-meter data center campus with an initial 240 MW of dedicated on-site gas-fired power generation, supported by a previously-announced firm natural gas supply of 55,000 MMBtu per day via Williams' Northwest Pipeline. The site remains subject to option exercise, environmental due diligence, entitlements, permitting, and financing, and the company plans to sell shovel-ready sites to data center operators under long-term infrastructure services agreements. No financial terms, purchase price, or transaction value were disclosed, and the announcement is a development milestone rather than a completed acquisition.
- · Site is zoned Multiple-Use and located along State Highway 81 near Interstate 84, long-haul fiber routes, and the Williams Northwest Pipeline
- · Campus is designed to operate independently of the local electric grid (islanded power) to avoid utility interconnection queue delays
- · Low-water-use cooling is intended to be a condition of each site sale
- · Company plans to sell shovel-ready building sites and provide power, fiber, potable and fire-protection water, wastewater treatment, and other site services under long-term infrastructure services agreements
- · Transaction remains subject to option exercise, environmental due diligence, zoning/environmental/development permits, financing, and definitive offtake agreements
- · No purchase price or financial terms disclosed
30-10-2026
Zeo ScientifiX (ZEOX) entered a definitive strategic license-for-equity agreement with Israel-based Pluri Inc. (Nasdaq/TASE: PLUR) on October 26, 2026, granting ZEO an exclusive U.S. license to Pluri's 3D cell-expansion manufacturing technology and regenerative medicine portfolio in exchange for equity. Pluri will receive 41% of ZEO's common stock at closing plus additional share issuances and warrants, ultimately reaching 50% ownership, while a new Series D Non-Convertible Preferred Stock carrying 51% of all voting power gives Pluri effective control of ZEO. The deal includes royalty payments that step up as Pluri's equity stake declines, anti-dilution protection, and Pluri's right to designate 4 of 7 board seats, materially diluting existing shareholders and ceding control to Pluri.
- · Series D Preferred Shares are non-convertible, non-redeemable, carry no dividend rights, and have only a nominal $0.001 liquidation preference
- · Series D Preferred Shares cannot be transferred or pledged except by laws of descent and distribution unless unanimously approved
- · Pluri's board nominees must include an audit committee financial expert and allow a majority-independent board
- · Protective rights require majority Series D consent for equity/debt offerings, acquisitions, related-party transactions, charter amendments, and dividends on junior shares
- · Royalty rates increase in stages as Pluri's equity ownership percentage in ZEO decreases
- · License rights may not be sublicensed or transferred without Pluri's prior written consent
- · Bothwell and Greyt will surrender their Series C Preferred Stock for cancellation in exchange for 25 Series D Preferred Shares each
- · Anti-dilution protection applies to Adjustment Convertibles exercisable at $4.00 or less per share, with quarterly true-up issuances to Pluri
30-10-2026
Pluri Inc. entered a Partnership Agreement with ZEO ScientifiX on October 26, 2026, granting ZEO an exclusive U.S. license (expandable to Latin America) to manufacture and commercialize Pluri's regenerative medicine portfolio, excluding aesthetics/cosmetics/veterinary where ZEO may only commercialize. In exchange, Pluri receives 41% of ZEO's share capital plus 50 Series D Preferred Shares carrying 51% of ZEO's voting power, and through share exchanges Pluri will own 50% of ZEO's outstanding shares, with warrants for up to an additional 5% at $4.00 and 2.5% at $5.50 per share plus a 5% earn-out if ZEO's 10-day VWAP reaches $5.50. Separately, Pluri raised $1,000,000 via Securities Purchase Agreements with two healthcare/biotech investment firms for 909,092 common shares at $1.10 and warrants for 909,092 shares at $1.30 (100% coverage), a modest capital raise that dilutes existing holders.
- · Pluri has right to designate 4 of 7 ZEO board members while holding at least 25% of ZEO share capital, subject to no change of control
- · If Closing does not occur within 90 days, either party may terminate with 30-day cure period
- · Pluri loses nomination rights if controlled by a ZEO competitor by the third anniversary of the Agreement
- · Variable royalty mechanism increases as Pluri's equity ownership in ZEO decreases
- · Warrants exercisable beginning six months after issuance, expiring five years after initial exercise date
- · Share price of $1.10 reflects NIS 3.40 converted at NIS 3.0780 per US$1.00 as of October 26, 2026
- · Transactions expected to close on or before October 30, 2026; net proceeds for corporate development, general corporate purposes and working capital
- · Securities issued under Section 4(a)(2)/Rule 506(b) Regulation D and Rule 903 of Regulation S exemptions
- · Series D Preferred requires majority vote to remove directors, amend articles, approve offerings, acquisitions, related-party transactions and Pluri security transfers
- · Closing conditions include agreement on Approved Plan and entry into employment/advisory agreements with certain ZEO employees and consultants
30-10-2026
ADM Tronics completed the first two tranches of a private placement of common stock at $0.10 per share with 50% warrant coverage, raising $1.3 million on October 27, 2026 and $250,000 on October 28, 2026 for aggregate gross proceeds of approximately $1.55 million against a targeted ~$5.0 million, leaving roughly $3.45 million still to be raised subject to closing conditions. The company simultaneously strengthened its board with Klaus Kleinfeld (Independent Non-Executive Chairman), Greg Wasson, and Michael Burychka, though Kleinfeld's and Wasson's appointments are not yet effective pending a 14F-1 information statement and ten-day waiting period. Proceeds are earmarked for working capital, transaction costs, and new deep-technology businesses, while the filing also flags dilution from the placement and warrants, going-concern considerations, and a planned reverse stock split as risks.
- · Private placement priced at $0.10 per share with warrants equal to 50% of shares purchased
- · Michael Burychka's appointment took effect upon the initial closing; Kleinfeld and Wasson appointments await 14F-1 filing and ten-calendar-day period
- · Andre' DiMino continues as CEO leading existing medical device, chemical, and engineering services businesses
- · Wasson Enterprise acts for the anchor investor group in the private placement
- · Securities were not registered under the Securities Act of 1933 and were sold under an exemption
- · Company has been publicly traded since 1978 and is based in Northvale, New Jersey
- · Forward-looking statements reference a planned reverse stock split and a planned reorganization/funding of existing businesses
- · Risks cited include dilution from placement and warrant exercise, liquidity and going-concern considerations, and internal control over financial reporting
30-10-2026
Allarity Therapeutics terminated its Common Stock Purchase Agreement with Tumim Stone Capital LLC, effective October 28, 2026, eliminating its right to sell up to $6.0 million of newly issued common stock to Tumim on a formula-based VWAP pricing mechanism. The Company elected to terminate in connection with plans to pursue alternative financing arrangements, with no early termination penalty payable; however, the loss of this equity line removes a standby liquidity source, and surviving indemnification and expense obligations remain in effect.
- · Purchase Agreement was originally dated January 28, 2026, and was filed as Exhibit 10.1 to the 8-K filed January 29, 2026
- · Purchase price per sale was determined by a formula based on the volume-weighted average price (VWAP) of Common Stock during the applicable pricing period
- · Shares were registered under Form S-3 (File No. 333-291906) via prospectus supplement dated January 28, 2026
- · No early termination penalty is payable in connection with the termination
- · Following termination, the Company will not sell any additional shares to Tumim under the agreement
- · Surviving provisions include indemnification and certain expense obligations
- · Company is incorporated in Delaware; common stock trades on Nasdaq under symbol ALLR; company is an emerging growth company
30-10-2026
Change Agents Corporation (formerly Avalon GloboCare Corp., Nasdaq: CHGA) held a Special Meeting on October 30, 2026, where shareholders approved all 17 proposals, including a large equity line of credit with Hudson Global Ventures, LLC, multiple note conversions and share issuances to Vanquish Funding Group and Agile Lending, and an increase in authorized common stock from 100,000,000 to 125,000,000 shares. The Stock Incentive Plan reserve was raised to 500,000 shares from 100,000 shares. However, turnout was thin — only 406,853 shares represented a quorum — and the charter amendment drew notable opposition with 55,844 votes against versus 349,819 for, while the equity plan amendment saw 10,434 against and 1,819 abstaining.
- · Special Meeting held October 30, 2026 with 406,853 shares represented, constituting a quorum
- · Proposal 7 (Charter Amendment) passed 349,819 for, 55,844 against, 1,190 abstain — the largest opposition margin
- · Proposal 16 (Equity Plan Amendment) passed 146,588 for, 10,434 against, 1,819 abstain
- · Proposal 17 (Adjournment) passed 346,627 for, 51,443 against, 8,783 abstain
- · Proposals 1-6 and 8-16 each carried 248,012 broker non-votes
- · Equity Purchase Agreement with Hudson Global Ventures dated July 22, 2026, amended August 21 and September 9, 2026
- · Promissory notes to Vanquish Funding Group dated February 11, 2026 and February 19, 2026 approved for conversion
- · Company changed name from Avalon GloboCare Corp. to Change Agents Corporation (name change date January 3, 2019 per filing metadata)
- · Definitive Proxy Statement filed with SEC on September 29, 2026
- · Amendment No. 1 to Stock Incentive Plan filed as Exhibit 10.1
30-10-2026
Arch Reinsurance Ltd., a Bermuda subsidiary of Arch Capital Group, entered into Amendment No. 6 to its Letter of Credit Facility Agreement dated October 28, 2026, with Lloyds Bank Corporate Markets plc as Administrative Agent. The amendment extends the Letters of Credit availability period from May 31, 2026 to May 31, 2027 for the 2027 underwriting year and increases the maximum incremental (accordion) commitment by $150,000,000 from $50,000,000 to $200,000,000, while total lender commitments remain unchanged at $700,000,000. Effectiveness is conditioned on an undisclosed upfront fee, a minimum financial strength rating of 'B++' from A.M. Best or 'BBB+' from S&P, and no material adverse effect since December 31, 2025.
- · Availability Period last day extended from May 31, 2026 to May 31, 2027
- · Original facility dated November 3, 2020; prior amendments dated Oct 29, 2021, Oct 27, 2022, Oct 25, 2023, Oct 30, 2024, and Oct 29, 2025
- · Upfront fee to Lenders set at an undisclosed percentage ([***]%) of the Facility Amount as of the Effective Date
- · Effectiveness conditioned on Financial Strength Rating of at least 'B++' by A.M. Best or 'BBB+' from S&P
- · Borrower's FY2025 consolidated financials (year ended December 31, 2025) were audited by PricewaterhouseCoopers LLP
- · Borrower is dual licensed as a Class 4 and Class C insurer under the Bermuda Insurance Act
- · Conditions include evidence ArchCo is authorized by Lloyd's for Managed Syndicate No. 2012 and No. 1955, and a 2027 business forecast for both syndicates
30-10-2026
Pro-Dex subsidiary Advanced Precision Machining, LLC renewed three leases for ~2,500 sq ft at 1645/1647/1649 Monrovia Avenue, Costa Mesa, extending terms to September 30, 2030 with base rent increases of 4.0% to 6.6% beginning February 1, 2027. Separately, APM signed a new lease with the Salter Family Trust for an ~5,800 sq ft industrial unit at 921-923 Newhall Street, Costa Mesa, running November 1, 2026 to September 30, 2030, with base rent stepping up 4.0% twice. The combined commitments expand APM's footprint while locking in higher occupancy costs through 2030.
- · Lease Renewals extend the Monrovia Avenue lease terms to September 30, 2030
- · New Lease commences November 1, 2026 and ends September 30, 2030
- · Lease Renewal forms dated October 15, 2026 (1645 and 1647 Monrovia) and October 16, 2026 (1649 Monrovia)
- · New Lease dated October 12, 2026
- · Exhibits 10.1, 10.2, 10.3 and 10.4 filed with the 8-K
- · Pro-Dex common stock trades on NASDAQ Capital Market under symbol PDEX
- · Company incorporated in Colorado, IRS EIN 84-1261240
30-10-2026
Franklin BSP Capital Corporation (FRBP) entered into a purchase agreement on October 27, 2026 to issue and sell $300,000,000 aggregate principal amount of 7.250% Notes due 2029 to a syndicate of initial purchasers led by Wells Fargo Securities, BofA Securities, J.P. Morgan Securities and SMBC Nikko Securities America. The notes are being offered in a private placement exempt from Securities Act registration (Rule 144A/Reg D) under an indenture supplemented by a Fifth Supplemental Indenture, with closing/payment scheduled for October 30, 2026. The deal carries a 7.250% coupon and includes a registration rights agreement obligating the company to offer exchange securities, indicating a leveraged capital-raising to fund the BDC's operations.
- · Purchase Agreement dated October 27, 2026; closing/payment date set for October 30, 2026 at 10:00 a.m. New York City time
- · Notes issued under a Base Indenture dated March 29, 2021, as assumed via Second Supplemental Indenture (January 24, 2024) and supplemented by a Fifth Supplemental Indenture to be dated as of the Closing Date
- · Securities to be issued to Cede & Co. as nominee of DTC pursuant to a DTC Agreement dated May 6, 2024
- · Offering made in reliance on Rule 144A / Regulation D exemptions; purchasers must be QIBs and accredited investors
- · Company filed Notification of Election on Form N-54A (File No. 814-01360) on September 23, 2020 to be regulated as a BDC under the Investment Company Act
- · Investment Advisory Agreement with Franklin BSP Capital Adviser L.L.C. dated January 24, 2024; Administration Agreement with Benefit Street Partners L.L.C. dated September 23, 2020
- · Company's total consolidated indebtedness as of June 30, 2026 is referenced in the offering memorandum (figure not specified in filing text)
- · Legal documentation handled at offices of Ropes & Gray LLP, New York
30-10-2026
Walker & Dunlop, Inc. entered into Amendment No. 1 to its Amended and Restated Credit Agreement dated March 14, 2025, effective October 26, 2026, replacing its entire existing revolving credit facility with new Revolving Credit Commitments and increasing the aggregate principal amount. The amendment also restates the Letter of Credit Commitments and requires the borrower to repay all outstanding existing revolving loans and accrued interest/fees, pay upfront fees of 0.10% on retained commitments and 0.25% on new or increased commitments, and obtain Fannie Mae consent plus Freddie Mac notice. The filing discloses no specific dollar commitment amounts, pricing spreads, or maturity terms, and no financial performance metrics were provided.
- · Amendment No. 1 dated as of October 26, 2026 amends the Amended and Restated Credit Agreement dated March 14, 2025
- · JPMorgan Chase Bank N.A. serves as Administrative Agent
- · Borrower must repay all Existing Revolving Loans and accrued interest and commitment/LC participation fees through the effective date
- · Effectiveness conditioned on legal opinion from Morgan Lewis & Bockius LLP and counsel to the agent Cahill Gordon & Reindel LLP
- · Requires written consent of Fannie Mae and notice certificate to Freddie Mac under a December 13, 2021 approval letter
- · Requires a CFO-certified solvency certificate and a Financial Covenant compliance certificate
- · Governing law is the State of New York
- · No specific commitment amounts, interest rate spreads, or maturity dates disclosed in the excerpt
30-10-2026
Tempest Therapeutics disclosed that CFO and Principal Financial and Accounting Officer Constance Ames resigned effective October 26, 2026, for personal reasons unrelated to the Company. The Board immediately appointed Stephanie Horn-Warnock, 37, as CFO, Principal Financial and Accounting Officer, Treasurer, and Corporate Secretary. Notably, Horn-Warnock will serve as a consultant under an October 28, 2026 engagement letter at $450 per hour plus expenses and a 5.0% indirect cost allocation, rather than as a salaried employee — an unusual arrangement for a sitting public-company CFO.
- · Constance Ames' resignation was effective immediately on October 26, 2026, for personal considerations unrelated to the Company
- · Horn-Warnock served as VP of Finance at ROM Technologies Inc. from January 2024 to September 2026
- · Since March 2026 she held financial leadership/consulting roles through Stout Risius Ross, LLC, including Controller of Diasome Pharmaceuticals and Assistant Controller of Aspargo Labs
- · She was Senior Manager of Accounting and Assistant Controller at Palmetto Solar, LLC from 2022 to 2024 and Accounting Manager at Dascena, Inc. from 2021 to 2022
- · She held controller positions at Sequel Youth and Family Services, LLC from 2018 to 2021, including Divisional Controller for its Child Welfare Division
- · She began her career at BDO USA, P.C., advancing to Assurance Manager
- · She holds a B.B.A. in Accounting from Emory University's Goizueta Business School and is a CPA (AICPA, Tennessee Society of CPAs)
- · No family relationships or Item 404(a) related-party transactions involving Horn-Warnock
- · Horn-Warnock will enter into the Company's standard form of indemnification agreement
- · 8-K signed by CEO Matthew Angel on October 30, 2026; Company is incorporated in Delaware, headquartered in Brisbane, CA, trading on Nasdaq under TPST
30-10-2026
LendingTree, Inc. filed an 8-K on October 30, 2026 disclosing the adoption of its Sixth Amended and Restated By-Laws, effective October 27, 2026, along with a related officer/director change under Item 5.02. The amended by-laws restate governance provisions covering stockholder meeting and nomination procedures (including advance-notice windows of 90-120 days before the annual meeting anniversary), board structure, committees, officer roles, indemnification, and forum selection. The filing contains no financial results, revenue figures, or monetary amounts, so no period-over-period financial comparison is applicable.
- · By-laws effective October 27, 2026; 8-K filed October 30, 2026
- · Stockholder advance-notice window: not less than 90 nor more than 120 days prior to the anniversary of the prior year's annual meeting
- · If annual meeting date shifts more than 30 days before or 60 days after the anniversary, notice must be received not more than 120 days prior and not less than 90 days prior (or the 10th day after public announcement of the meeting date)
- · Registered office located in Dover, Delaware
- · By-laws include an exclusive forum provision for certain actions (Article VIII, Section 6) and indemnification of directors and officers (Article IX)
- · Board may hold stockholder meetings by remote communication under DGCL Section 211(a)(2)
- · Filing items: 5.02 (officer/director departure or election), 5.03 (amendment to by-laws), 9.01 (financial statements and exhibits)
30-10-2026
Verra Mobility appointed Matthew Kvarda, a Managing Director at Alvarez & Marsal, as Interim Chief Financial Officer effective November 5, 2026, succeeding Craig Conti who resigns as EVP and CFO effective November 4, 2026. The company is paying A&M a fixed $150,000 per month through April 30, 2027, escalating to $165,000 per month through October 31, 2027 and $180,000 per month thereafter, with aggregate fees capped at $1,890,000 through October 31, 2027 absent prior written consent. A permanent CFO search is underway with executive search firm Spencer Stuart, leaving the company with interim financial leadership during the transition.
- · Craig Conti's resignation as EVP and CFO is effective November 4, 2026, one day before Kvarda's appointment takes effect
- · Kvarda will remain an A&M employee and receive no compensation or benefits directly from Verra Mobility or its equity/benefit plans
- · A&M may terminate the engagement without cause on 15 days' prior written notice or immediately for Good Reason; the Company may terminate at any time with immediate effect
- · Engagement Letter includes a one-year restriction on Kvarda providing services to specified competitors and customary confidentiality/non-solicitation provisions
- · Kvarda has worked at A&M since 2004 and previously served as Senior Director at KPMG (2002-2003) and Arthur Andersen (1996-2002), and Assistant Vice President at Bank of America (1992-1996)
- · Kvarda holds a bachelor's degree in economics from UC San Diego and an MBA from UCLA
- · Engagement Letter dated October 25, 2026, filed as Exhibit 10.1; certain exhibits omitted under Item 601(a)(5) of Regulation S-K
30-10-2026
System1, Inc. disclosed that President and Chief Operating Officer Charles Ursini voluntarily resigned effective close of business October 30, 2026, after serving in the role since April 2024. He will remain on the Company's Board of Directors and serve as a strategic advisor to management, providing continuity despite the executive departure. No financial terms, severance, or replacement COO were disclosed in the filing.
- · Resignation notice given October 26, 2026; effective close of business October 30, 2026
- · Ursini served as President and COO since April 2024
- · Ursini will continue to serve on the Board of Directors and as strategic advisor to management
- · No successor COO or interim appointment was named in the filing
- · Company incorporated in Delaware; IRS EIN 92-3978051; Commission File Number 001-39331
- · Principal executive offices located at 4235 Redwood Avenue, Los Angeles, California 90066
30-10-2026
Lands' End, Inc. disclosed in an 8-K that Martin Christopher, Head of Technology Transformation, resigned from the Company on October 26, 2026, with the resignation effective November 6, 2026. The filing provides no stated reason for the departure and no successor or interim appointment was disclosed, leaving a technology leadership gap at the company.
- · Resignation effective date is November 6, 2026, roughly 11 days after the October 26, 2026 notice date
- · No reason for the resignation was disclosed in the filing
- · No replacement or interim Head of Technology Transformation was named
- · Common Stock trades on Nasdaq under ticker LE, par value $0.01 per share
- · Company headquarters: 5 Lands' End Lane, Dodgeville, Wisconsin 53595
- · Filing signed by Nathaniel Gaede, Co-General Counsel, Corporate Secretary, dated October 30, 2026
30-10-2026
Advasa Holdings, Inc. (Nasdaq: ADBT) disclosed in an 8-K that director Ferdinand Groenewald resigned from the Board of Directors and all committee appointments effective October 26, 2026. The company stated the departure is for personal reasons and not due to any disagreement with management or the Board on operations, policies, or practices. No replacement director or committee reassignment was disclosed in the filing.
- · Resignation effective date was October 26, 2026, while the 8-K was filed October 30, 2026
- · Resignation covers both Board membership and all committee appointments
- · Company is an emerging growth company per the filing checkbox
- · No successor director or interim committee reassignment was disclosed
- · Company principal executive offices are in Minato-ku, Tokyo, Japan; incorporated in Delaware
30-10-2026
Preformed Line Products disclosed in an 8-K that director Glenn E. Corlett retired from the Board effective October 28, 2026, after serving since 2004 (22 years) and chairing the Compensation Committee while sitting on the Audit Committee. The Board reduced its size to seven directors to fill the vacancy and appointed current director R. Steven Kestner to the Audit Committee. No financial figures or guidance were disclosed in the filing.
- · Corlett served as Chairman of the Compensation Committee and as a member of the Audit Committee prior to retirement
- · Kestner is a current Board member who was added to the Audit Committee to fill the committee vacancy
- · The filing was signed by Caroline S. Vaccariello, General Counsel & Corporate Secretary, on October 30, 2026
- · Common stock trades on The Nasdaq Global Market under ticker PLPC
30-10-2026
Precision Optics Corporation, Inc. (POCI) filed an 8-K on October 30, 2026 disclosing entry into a material definitive agreement under Item 1.01: a lease dated October 28, 2026 between Equity Assets, Inc. (landlord) and Precision Optics Corporation, Inc. (tenant). The filing, signed by President Joseph N. Forkey, includes the lease as Exhibit 10.1 and a cover page Interactive Data File (Exhibit 104) under Item 9.01. No financial terms, lease amounts, or duration were disclosed in the filing text.
- · Lease agreement dated October 28, 2026, with the 8-K filed two days later on October 30, 2026
- · Lease is between Equity Assets, Inc. (landlord) and Precision Optics Corporation, Inc. (tenant)
- · Lease attached as Exhibit 10.1; Inline XBRL cover page filed as Exhibit 104
- · No lease value, term length, or rent figures were disclosed in the filing text
30-10-2026
PBF Energy Inc.'s Compensation Committee approved 2026 long-term incentive awards effective October 27, 2026, granting CEO & President Matthew C. Lucey $8,484,700 and three senior executives (CFO Joseph Marino, SVP Supply/Trading T. Paul Davis, and SVP/GC Trecia Canty) $2,500,000 each. Awards are split 40% restricted stock, 30% performance share units, and 30% cash-settled performance units, with performance components tied to TSR over the January 1, 2027–December 31, 2029 period and payout ranging from zero to 200% of target. This is a routine compensation disclosure with no operational or financial performance data and no officer departures despite the 5.02 item tag.
- · Restricted stock vests in equal installments over three years; performance share units and performance units vest December 31, 2029
- · Performance share units are payable in shares of Class A common stock and may include additional shares for accrued dividend equivalents
- · Performance units have a target value of $1.00 per unit and are payable in cash
- · Awards subject to forfeiture or acceleration under certain circumstances per award agreements (Exhibits 10.1 and 10.2)
- · Filing signed by Trecia Canty as SVP, General Counsel and Secretary on October 30, 2026
- · No officer departure or election is disclosed despite Item 5.02 classification
30-10-2026
Norwegian Cruise Line Holdings' subsidiary NCL NextGen Class III Ltd. entered into a Sace-backed facility agreement dated October 27, 2026, with Crédit Agricole CIB as coordinator, facility agent, ECA agent and security agent, to part-finance construction of a new cruise vessel (Hull No. redacted) being built by Fincantieri S.p.A. The Dollar-denominated loan covers up to 80% of the Contract Price plus the ECA Premium, with availability running until the earlier of the Delivery Date or March 30, 2035. NCL Corporation Ltd. acts as guarantor; the specific contract price, commitment amount and installment percentages are redacted from the filing.
- · Agreement dated October 27, 2026; disclosed via 8-K filed October 30, 2026
- · Availability Period ends on the earlier of the Delivery Date or March 30, 2035
- · Base Rate defined as EUR 1.00 = USD 1.2950
- · Shipbuilding Contract price payable in five installments tied to milestones: effective date, 44 months, 30 months and 15 months prior to delivery, and on delivery
- · Contract Price may be reduced at delivery via Liquidated Damages under Articles 8, 13, 14, 16, 17, 19 and 20 of the Shipbuilding Contract
- · Contract Price capped at an aggregate amount of €[redacted] and excludes any Article 24 price increases
- · Approved flags include Bermuda, Marshall Islands and Bahamas; approved classification societies include Bureau Veritas, DNV, Rina and Lloyd's Register
- · Borrower and Guarantor are Bermuda exempted companies registered at Park Place, 55 Par-la-Ville Road, Hamilton HM 11, Bermuda
- · Financial covenants (Clause 21) and security value maintenance (Clause 25) apply to the transaction obligors
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