US Pre-Market SEC Filings Roundup — June 01, 2026

01-06-2026

Rising Dragon Acquisition Corp. adopted a Second Amended and Restated Memorandum and Articles of Association on May 28, 2026, effective the same date, to govern its operations as a blank-check company. The charter defines a Business Combination as requiring a target with at least 80% of the fair market value of the Trust Account assets and prohibits combinations solely with another blank-check company. The company has authorized share capital of US$5,550 divided into 55,000,000 ordinary shares and 500,000 preference shares, each with a par value of US$0.0001.

• · The company is incorporated in the Cayman Islands with registered office at Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104.
• · The Over-Allotment Option allows underwriters to purchase up to an additional 15% of the firm units issued in the IPO at US$10 per unit, less underwriting discounts and commissions.
• · Public Shareholders are entitled to require the Company to redeem their Public Shares via a Redemption Notice, subject to conditions.
• · The company may register by way of continuation as a body corporate limited by shares under the laws of any jurisdiction outside the Cayman Islands.
• · The Audit Committee, Compensation Committee, and Nominating Committee are established under the Articles.

01-06-2026

Lucid Group, Inc. announced that Silvio Napoli has assumed the role of CEO effective June 1, 2026, following a leadership transition previously announced on April 14. Marc Winterhoff, who served as Interim CEO, has resumed his role as Chief Operating Officer and will report to Napoli. The new CEO emphasized a focus on strengthening customer engagement, cost competitiveness, and streamlining operations.

• · Silvio Napoli was previously announced as incoming CEO on April 14, 2026.
• · Napoli most recently served as Chairman and CEO of Schindler Group, bringing experience in global operations and technology-driven businesses.
• · Marc Winterhoff had served as Interim CEO before resuming his role as COO.

01-06-2026

AITX announced that its subsidiary RAD scaled production, with Q1 FY27 hardware device shipments exceeding 100 units. The company issued a press release on June 1, 2026, highlighting this milestone. No financial figures or period-over-period comparisons were provided in the filing.

• · The press release is titled 'AITX’s RAD Scales Production as Q1 FY27 Shipments Exceed 100 Hardware Devices'.
• · The filing is an 8-K under Items 8.01 and 9.01, and the press release is attached as Exhibit 99.1.
• · The company's principal executive offices are located at 10800 Galaxie Avenue, Ferndale, MI 48220.

01-06-2026

Organon & Co. filed a PREM14A preliminary proxy statement in connection with its proposed acquisition by Sun Pharmaceutical Holdings USA, Inc. (Sun Pharma USA), a subsidiary of Sun Pharmaceutical Industries Limited, through a merger. The Board of Directors recommends stockholders vote FOR the merger agreement and FOR the advisory compensation proposal. The merger requires approval of a majority of outstanding shares, and a failure to vote or abstention will count as a vote against the proposal.

• · Merger Agreement dated April 26, 2026, involves a merger of Merger Sub with and into Organon, with Organon surviving as a wholly owned subsidiary of Sun Pharma USA.
• · Special Meeting will be held virtually via the internet; no in-person attendance allowed.
• · Record date for voting will be set in the future, as indicated by placeholder [●], 2026.
• · The merger requires approval by holders of a majority of outstanding shares of Organon common stock; abstentions and failures to vote have the same effect as votes against.
• · Board recommends a FOR vote on both the Merger Agreement Proposal and the Compensation Proposal.
• · Sun Pharma USA maintains distribution, manufacturing, and R&D facilities across the U.S. and offers products in Dermatology, Ophthalmology and Oncology.
• · Organon's portfolio includes over 70 products commercialized across 140 countries, with manufacturing supported by six facilities in the EU and emerging markets.

01-06-2026

Lisata Therapeutics disclosed that Kuva Labs Inc. (Parent) informed the company on May 31, 2026, that it will not commence the previously agreed tender offer on June 1, 2026, as planned. Parent is still negotiating financing and evaluating the timing of the offer, and there is no assurance the offer will commence at all. This represents a significant setback to the proposed acquisition, creating substantial uncertainty for Lisata shareholders.

• · The Merger Agreement was originally dated March 6, 2026, and an amendment was entered on May 29, 2026.
• · The amendment extended the deadline for commencing the tender offer from May 29, 2026, to June 1, 2026.
• · Parent informed Lisata on the evening of May 31, 2026, that it would not commence the offer on June 1, 2026.
• · Parent is currently negotiating with potential financing sources and evaluating the timing of the offer.
• · There can be no assurance as to when or if the tender offer will commence.

01-06-2026

Public Storage released an investor presentation with an operating update for April 1 through May 28, 2026. Same-store occupancy remained stable at 92.2% (up 0.1% YoY) and churn improved to 16.4% from 19.6% (down 3.2%). However, average annual contract rent for customers moving in declined 0.2% to $13.10/sq ft, and for customers moving out it fell 4.1% to $18.98/sq ft, indicating pricing pressure.

• · Same-store facilities consist of 2,755 facilities (192.1 million net rentable square feet) owned and operated on a stabilized basis since January 1, 2024.
• · The investor presentation was posted on the Investor Relations section of the company's website on June 1, 2026.

01-06-2026

Lumentum Holdings Inc. entered into privately-negotiated exchange agreements on May 29, 2026, to exchange approximately $650.4 million principal amount of its 0.50% Convertible Senior Notes due 2028 for about 5.0 million shares of common stock, resulting in incremental dilution of approximately 0.8 million shares. The exchange transactions are expected to close on or about June 4, 2026, and will leave approximately $172.2 million in aggregate principal amount of notes outstanding with terms unchanged. The company will not receive any cash proceeds from the transactions.

• · The exchange transactions are being conducted as a private placement under Section 4(a)(2) of the Securities Act, offered only to institutional accredited investors or qualified institutional buyers.
• · Following the exchange, early conversion requests received but not settled before June 1, 2026, are taken into account for the remaining outstanding principal.
• · The company will not receive any cash proceeds from the exchange transactions.

01-06-2026

Dala Group, LLC filed its 13F-HR for the quarter ended March 31, 2026, reporting a total portfolio value of approximately $119.6 million across 73 equity holdings. The portfolio is heavily weighted toward ETFs, with top positions in the Invesco S&P MidCap Momentum ETF ($15.1M), DBX Xtrack MSCI EAFE ETF ($12.2M), and Vanguard Dividend Appreciation ETF ($11.8M). The filing shows a diversified strategy with significant exposure to U.S. large-cap, mid-cap, and international equities, but no prior-quarter comparison is available to assess performance trends.

• · The portfolio's largest single stock holding by value is Alphabet Inc Class A at $11.7 million (40,744 shares).
• · The top ETF holdings include Invesco S&P MidCap Momentum ETF ($15.1M), DBX Xtrack MSCI EAFE ETF ($12.2M), and Vanguard Dividend Appreciation ETF ($11.8M).
• · The portfolio has significant exposure to technology and growth stocks, including Apple ($2.7M), Microsoft ($1.8M), Amazon ($1.8M), and NVIDIA ($1.5M).
• · International exposure is provided through ETFs such as DBX Xtrack MSCI EAFE ($12.2M), WisdomTree Japan Hedged Equity ($2.1M), and Dimensional Emerging Markets ($1.1M).
• · The filing indicates all holdings are held with sole voting and dispositive power, with no shared or other authority reported.

01-06-2026

Columbus Acquisition Corp received a Nasdaq notice on May 22, 2026, indicating its market value of listed securities (MVLS) had fallen below the $50 million minimum for continued listing on the Nasdaq Global Market. However, by May 28, 2026, the company's MVLS had recovered to $50 million or greater for 10 consecutive business days, and Nasdaq confirmed the company has regained compliance, closing the matter.

• · The initial MVLS deficiency notice was received on May 22, 2026.
• · The compliance period measured was the 10 consecutive business days from May 13, 2026 to May 27, 2026.
• · The company's securities trade on the Nasdaq Global Market under symbols COLAU, COLA, and COLAR.
• · The company is an emerging growth company and has not elected to use the extended transition period for new accounting standards.

01-06-2026

Aircastle Advisor LLC, a subsidiary of Aircastle LTD, entered into a credit agreement dated May 20, 2026, establishing a term credit facility with a syndicate of lenders led by Fifth Third Bank, ICBC New York Branch, Huntington National Bank, and PNC Capital Markets LLC. The facility is intended for working capital and other corporate purposes, with interest margins of 0.30% for Base Rate Loans and 1.30% for Tranche Rate Loans. However, the filing does not disclose the total credit commitment amount, and the agreement includes standard but restrictive covenants such as minimum interest coverage and consolidated net worth requirements, which may constrain financial flexibility.

• · The credit agreement was executed on May 20, 2026, and filed as an 8-K on June 1, 2026.
• · The facility is a term loan, not a revolving credit line.
• · The agreement includes negative covenants such as restrictions on liens, indebtedness, mergers, affiliate transactions, and change of control.
• · Financial covenants include an Unencumbered Asset Ratio, Minimum Interest Coverage Ratio, and Consolidated Net Worth maintenance.
• · The agreement contains standard events of default and provisions for lender assignment and participation.

01-06-2026

GigCapital7 Corp. consummated its business combination with Hadron Energy, Inc. on May 22, 2026, accounted for as a reverse capitalization. For Q1 2026, Hadron reported net income of $13.4M, a significant turnaround from a net loss of $220,351 in Q1 2025, driven primarily by a $13.4M gain from the change in fair value of Simple Agreements for Future Equity (SAFEs). However, the company had an accumulated deficit of $59.0M, negative operating cash flows of $1.2M, and substantial doubt about its ability to continue as a going concern.

• · Hadron Energy was formed on July 8, 2024 as an LLC and converted to a Delaware corporation on October 30, 2024.
• · The Business Combination Agreement was entered into on September 27, 2025, with amendments on December 12, 2025 and April 16, 2026.
• · Shareholders approved the business combination on May 7, 2026, and the deal closed on May 22, 2026.
• · Deferred transaction costs of $2,290,926 as of March 31, 2026 will be reclassified to additional paid-in capital upon closing.
• · The company has substantial doubt about its ability to continue as a going concern, with accumulated deficit of $59.0M and negative operating cash flows.
• · SAFEs liability decreased from $46.4M at Dec 31, 2025 to $34.5M at Mar 31, 2026, contributing a $13.4M gain in other income.
• · General and administrative expenses increased from $148,877 in Q1 2025 to $1,562,910 in Q1 2026, largely due to business combination costs.
• · Stock-based compensation was $2,734,113 in Q1 2026 vs $9,013 in Q1 2025.

01-06-2026

Belpointe PREP, LLC announced its quarterly NAV determination as of March 31, 2026, reporting a NAV of $453,157,249 and NAV per Class A unit of $116.25. The company's total assets were $755,611,260, with investments in real properties of $724,820,038 and cash and equivalents of $19,568,237, against total liabilities of $302,454,011. No prior period comparison was provided, so performance trends cannot be assessed.

• · The filing is an 8-K dated May 29, 2026, reporting NAV as of March 31, 2026.
• · No prior period NAV data is provided for comparison.
• · The company is an emerging growth company and has not elected to use the extended transition period for complying with new financial accounting standards.
• · NAV per Class A unit is $116.25 based on 3,898,104 units outstanding.
• · The company notes that NAV is not a guarantee of realizable value upon sale or that units will trade at NAV on NYSE American.

01-06-2026

On May 27, 2026, Thomas Earl, Chief Commercial Officer of VG LNG Marketing, LLC (UK Branch), an indirect wholly-owned subsidiary of Venture Global, Inc., notified the company he will step down from his executive role effective June 1, 2026. He will remain an employee in a non-executive capacity for one year. Internal personnel have been identified to assume his duties.

• · Thomas Earl's resignation is effective June 1, 2026.
• · He will remain an employee in a non-executive capacity for a term of one year.
• · Internal personnel have been identified to assume his previous duties and responsibilities.
• · The filing was signed by Jonathan Thayer, Chief Financial Officer, on May 29, 2026.

01-06-2026

Liberty Star Uranium & Metals Corp. entered into a Securities Purchase Agreement with Monroe Street Capital Partners LP on May 18, 2026, issuing a convertible promissory note with a principal amount of $123,200, including a 10% original issue discount. The note bears 8% interest, matures in one year, and is convertible into common stock. This creates a direct financial obligation for the company.

• · The note matures in one year from the date of the agreement (May 18, 2026).
• · The note is convertible into shares of common stock.
• · The Securities Purchase Agreement is dated April 15, 2026, but the note was issued effective May 26, 2026.
• · The filing includes exhibits: Convertible Promissory Note (Exhibit 3.83) and Securities Purchase Agreement (Exhibit 3.84).

01-06-2026

Sunrun Inc. held its 2026 Annual Meeting on May 28, 2026, where stockholders elected nine directors, approved executive compensation on an advisory basis, and ratified Ernst & Young LLP as the independent auditor for fiscal 2026. All proposals passed, with director elections receiving strong support (over 95% of votes cast for each nominee), while the say-on-pay proposal saw notable opposition with 17.4 million votes against and 5.4 million abstentions.

• · Broker non-votes totaled 16,204,255 for each director election and for the say-on-pay proposal.
• · Proposal 3 (auditor ratification) passed with 180,637,024 votes for, 3,273,733 against, and 173,123 abstentions, with no broker non-votes.
• · The say-on-pay proposal received 145,049,083 votes for, 17,391,682 against, and 5,438,860 abstentions, indicating notable shareholder dissent.
• · Director Sonita Lontoh received the lowest votes for (161,130,466) and the highest votes withheld (6,749,159) among the nine nominees.

01-06-2026

Flutter Entertainment plc filed an 8-K with amendments to its Memorandum and Articles of Association, reflecting changes adopted through resolutions up to and including May 29, 2026. The filing confirms the company's authorized share capital remains €27,000,000 divided into 300,000,000 ordinary shares of €0.09 each, with no material changes to business objects or corporate governance structure disclosed.

• · The company was originally incorporated on April 2, 1958.
• · The Memorandum of Association includes 38 enumerated business objects, covering betting/gaming, holding company activities, investments, and financial instruments.
• · Articles of Association were amended to incorporate resolutions passed up to May 29, 2026, but no specific amendments are detailed in this excerpt.
• · The filing asserts that only Sections 83 and 84 of the Companies Act 2014 apply as optional provisions; all other optional provisions are excluded.

01-06-2026

FortuneX Acquisition Corp announced the pricing of its IPO of 7,500,000 units at $10.00 per unit, with each unit consisting of one ordinary share and one-half of one redeemable warrant. The units are expected to trade on Nasdaq under the ticker 'FXACU' starting May 21, 2026, and the IPO is expected to close on May 22, 2026. The company has granted underwriters a 45-day option to purchase up to 1,125,000 additional units to cover over-allotments.

• · Each whole warrant entitles holder to purchase one ordinary share at $11.50 per share, subject to adjustments.
• · The registration statement on Form S-1 (File No. 333-295053) was declared effective on May 19, 2026.
• · Polaris Advisory Partners, a division of Kingswood Capital Partners LLC, is acting as sole book-running manager.
• · The ordinary shares and warrants are expected to trade under symbols 'FXAC' and 'FXACW' respectively after separate trading begins.

01-06-2026

MoonLake Immunotherapeutics entered into a Master Commercial Supply Agreement and a Capacity Agreement with Vetter Pharma International GmbH on May 22, 2026, for manufacturing of pre-filled application systems. The agreements include binding capacity commitments with minimum and maximum quantities, and potential compensation obligations if MoonLake fails to meet commitments. No financial terms were disclosed.

• · The Vetter MCSA is a master agreement under which product-specific schedules will detail manufacturing services and pricing.
• · Either party may terminate the Vetter MCSA without cause upon 12 months' written notice.
• · Vetter may terminate if MoonLake undergoes a Change of Control to an acquirer not meeting specified criteria; MoonLake may terminate if Vetter is taken over by a competitor in dermatology/inflammatory diseases before end of 2029.
• · The Capacity Agreement requires MoonLake to provide aggregate demand forecasts, with annual demands for the initial term constituting a binding commitment (MoonLake Commitment).
• · MoonLake may be obligated to pay capacity compensation if it fails to order the Minimum Quantity or fails to provide purchase orders.

01-06-2026

Diana Shipping Inc. filed an amended Schedule 13D/A disclosing its tender offer to acquire all outstanding shares of Genco Shipping & Trading Ltd at $24.80 per share, now beneficially owning 6,264,548 shares (14.4% of class). The filing includes an open letter and video message urging Genco shareholders to elect Diana’s six independent director nominees at the June 18, 2026 annual meeting, while criticizing the Genco board for spending over $13 million on defensive advisors and failing to engage on the offer. However, the tender offer has not yet been accepted by the board, and Diana notes that Genco’s share price could revert to ~$18.00 (a ~30% discount to NAV) if no deal is completed.

• · Diana's offer represents ~1.0x NAV at cyclically high asset values, while comparable industry buyouts trade at ~0.80x NAV.
• · Genco had 43,577,051 common shares outstanding as of May 6, 2026.
• · The tender offer expires at 5:00 p.m. New York City time on June 26, 2026.
• · Genco's annual meeting is scheduled for June 18, 2026.
• · Diana has increased its offer three times (third proposal at $24.80).
• · John Wobensmith serves as both Chairman and CEO after adding the Chairman role in August 2025 as Diana was acquiring Genco shares.
• · A majority of Wobensmith's Genco stock was pledged as collateral for personal loans (since repaid).
• · Kathleen Haines was named co-defendant in three shareholder class action lawsuits alleging lack of independence while serving on the OSG America board.

01-06-2026

Sable Offshore Corp. filed an 8-K on June 1, 2026, announcing a new investor presentation posted to its website and a conference call scheduled for the same day at 10:00am CDT / 11:00am EDT. The company also disclosed that its independent reserve engineers, Netherland, Sewell, & Associates, Inc. (NSAI), issued a letter estimating proved, probable, and possible developed reserves and future revenue as of May 31, 2026. No financial results or period-over-period comparisons were provided in this filing.

• · The investor presentation was posted on June 1, 2026, on www.sableoffshore.com.
• · The conference call is scheduled for June 1, 2026 at 10:00am CDT / 11:00am EDT.
• · NSAI's reserve letter estimates proved, probable, and possible developed reserves and future revenue as of May 31, 2026.
• · The filing includes forward-looking statements with risk factors related to recommencing full production of SYU assets, financing, and regulatory changes.

01-06-2026

Humana Inc. reaffirmed its FY 2026 guidance of at least $8.36 GAAP diluted EPS or at least $9.00 adjusted EPS during investor meetings from June 1-30, 2026. The guidance is consistent with the April 29, 2026 press release. No changes to adjusted EPS guidance are expected, but GAAP EPS may change due to ongoing strategic initiatives.

• · The guidance reaffirmation covers meetings from June 1 to June 30, 2026.
• · Adjusted EPS excludes amortization of intangibles ($0.30), put/call valuation adjustments (-$0.28), value creation initiatives ($0.81), and cumulative net tax impact (-$0.19).
• · GAAP EPS guidance may change due to ongoing value creation and other strategic initiatives, while adjusted EPS guidance is not expected to change.

01-06-2026

News Corp filed an 8-K on June 1, 2026, disclosing that it provided daily repurchase transaction information to the Australian Securities Exchange (ASX) under its $1 billion stock repurchase program. The filing includes forward-looking statements regarding the company's intent to repurchase Class A and Class B common stock from time to time.

• · The repurchase program covers both Class A common stock (ticker NWSA) and Class B common stock (ticker NWS).
• · Disclosure to ASX is required on a daily basis under ASX rules.
• · The company also discloses repurchase information in quarterly and annual reports.

01-06-2026

Atlas Lithium Corporation held its 2026 Annual Meeting on May 28, 2026, where all five director nominees were elected, and proposals to ratify the auditor, approve executive compensation (non-binding), and approve the non-employee director compensation program were approved. All director nominees received strong support with over 39 million votes for each, while the executive compensation proposal had a notable 1.45 million votes against (3.7% of votes cast).

• · Broker non-votes were 6,461,711 for all director elections and the executive compensation and director compensation proposals.
• · The auditor ratification had no broker non-votes and received 45,929,602 votes for, 102,773 against, and 44,273 abstained.
• · The non-employee director compensation program received 39,085,895 votes for, 490,648 against, and 38,394 abstained.

01-06-2026

Perspective Therapeutics, Inc. filed an 8-K on June 1, 2026, to announce an update to its corporate presentation, which is attached as Exhibit 99.1. The filing does not contain any financial results or operational metrics, only the presentation update.

• · The filing is an 8-K under Items 8.01 and 9.01, with no financial statements or operational data provided.
• · The corporate presentation was updated on June 1, 2026, and filed as Exhibit 99.1.

01-06-2026

XPO, Inc. entered into Amendment No. 11 to its Credit Agreement on May 29, 2026, implementing a $385 million extension offer that converted $271.1 million of existing Term B-2 and Term B-3 Loans into Extended Term B Loans, while also obtaining $113.9 million in new Incremental Term Loans. The combined 2026 Term Loans (2026 Term Loans) totaling approximately $385 million will form a single class of Term B-4 Loans, with proceeds used for general corporate purposes and to refinance existing debt. The amendment closed on May 29, 2026, with no Event of Default continuing and customary representations and warranties satisfied. This transaction is a material refinancing and extension of XPO's debt maturities, but no period-over-period comparisons or negative performance data are present in this filing.

• · Amendment No. 11 was executed on May 29, 2026, with the closing date on the same date.
• · Lenders had until 12:00 PM ET on May 20, 2026, to accept the Extension Offer.
• · Engagement Letter and Fee Letter for the transaction were dated May 26, 2026, between Borrower, Lead Arrangers, and Co-Managers.
• · Prepayment notices were delivered by Borrower on May 26, 2026, for the prepayment of existing loans in connection with the transaction.
• · Borrower and each Credit Party represented no Default or Event of Default was continuing immediately before or after incurrence of the 2026 Term Loans.
• · The incremental term loans commitment amounts are listed on Schedule 1 (not fully reproduced in filing text)
• · Each Extending Term B Lender waived its right to compensation under Section 2.11(b) of the Credit Agreement with respect to the prepayment, exchange or conversion of its Existing Term B Loans.
• · Since the Amendment No. 10 closing date (Feb 26, 2025), the Company has completed a 11th amendment to its credit agreement.

01-06-2026

FedEx Freight Holding Company, Inc. completed its spin-off from FedEx Corporation on June 1, 2026, and began trading on the NYSE under ticker FDXF. The spin-off was effected through a pro rata distribution of 80.1% of FedEx Freight shares to FedEx stockholders (one FDXF share for every two FDX shares), while FedEx retained 19.9% of shares to be disposed of within 24 months. The company positions itself as the largest pure-play LTL carrier in North America with over 26,000 service center doors, nearly 30,000 vehicles, and 40,000 team members, and expects to join the S&P 500 and Dow Jones Transportation Average. No financial performance data or period-over-period comparisons were provided in this filing.

• · FedEx Freight will join the S&P 500 and Dow Jones Transportation Average.
• · FedEx retained 19.9% of FedEx Freight shares, to be disposed of within 24 months via exchanges for debt repayment or distributions to stockholders.
• · FedEx Freight operates across all 50 U.S. states, Canada, Mexico, Puerto Rico, and the U.S. Virgin Islands.
• · The spin-off distribution ratio was one FDXF share for every two FDX shares held as of May 15, 2026.
• · Financial advisors: Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC; legal counsel: Skadden, Arps, Slate, Meagher & Flom LLP.

01-06-2026

Invitation Homes Inc. filed an 8-K on June 1, 2026, to furnish an investor presentation for upcoming meetings in June 2026. The filing is a Regulation FD disclosure and does not contain any financial results or material changes; it simply attaches the presentation as Exhibit 99.1. No quantitative data or period-over-period comparisons are provided in the filing itself.

• · The filing is made under Items 7.01 (Regulation FD Disclosure) and 9.01 (Financial Statements and Exhibits).
• · The investor presentation is for use in June 2026 investor meetings.
• · The information is furnished, not filed, and is not incorporated by reference into other SEC filings.

01-06-2026

Science Applications International Corp (SAIC) announced the departure of Srinivas Attili, Executive Vice President, Civilian Business Group, effective May 29, 2026, with his final departure on or about June 12, 2026. The departure is in connection with an internal reorganization. Mr. Attili will receive severance compensation under the company's Executive Severance, Change in Control and Retirement Policy, subject to a release of claims and a two-year non-compete agreement. No financial figures or period-over-period comparisons are provided in this filing.

• · Mr. Attili stepped down from his role on May 29, 2026, and will depart the company on or about June 12, 2026.
• · Severance compensation is pursuant to Section 5 of the company's Executive Severance, Change in Control and Retirement Policy.
• · The severance requires execution and non-revocation of a release of claims and a two-year post-employment non-compete obligation.

01-06-2026

FedEx Corp. completed the spin-off of FedEx Freight, creating two independent public companies. FedEx Freight begins trading on NYSE under ticker FDXF. FedEx distributed 80.1% of FedEx Freight shares to stockholders on a pro rata basis (1 share per 2 FDX shares) and retained 19.9%, which it plans to dispose of within 24 months. The spin-off is intended to position both companies for long-term value creation, but forward-looking statements highlight risks including potential disruption and unanticipated costs.

• · Spin-off effective date: June 1, 2026.
• · Record date for distribution: May 15, 2026.
• · FedEx will dispose of retained 19.9% stake within 24 months via exchanges for debt repayment or distributions to stockholders.
• · FedEx aims for carbon-neutral operations by 2040.
• · Forward-looking statements caution about risks including disruption, litigation, and unanticipated costs.

01-06-2026

ERock, Inc. filed Amendment No. 2 to its Form S-1 registration statement for an initial public offering of 27,906,977 shares of Class A common stock, with an expected price range of $20.00 to $23.00 per share. The company will operate under an UP-C structure, with pre-IPO owners retaining 89.79% of economic interests and 87.26% of voting power post-offering. However, the filing highlights significant risks, including the company's status as an emerging growth company with reduced reporting requirements, a complex tax receivable agreement that may divert cash from shareholders, and the fact that Class B common stock holders have no economic rights.

• · ERock was formed as a Delaware corporation on January 20, 2026 and will have no assets or operations prior to the Reorganization.
• · The company has applied to list its Class A common stock on the NYSE under the symbol 'EROC'.
• · Each share of Class A and Class B common stock entitles the holder to one vote, but Class B holders have no economic rights (including dividends).
• · The company is an 'emerging growth company' and has elected to comply with reduced public company reporting requirements.
• · The UP-C structure is intended to provide pre-IPO owners with potential income tax advantages and may provide the company with income tax benefits.
• · The Tax Receivable Agreement will require the company to make cash payments to TRA Beneficiaries for certain future tax benefits, which could be substantial and reduce cash available for other uses.
• · The company will use a portion of net proceeds to purchase Class A and Class B Units from pre-IPO owners and pay cash consideration in connection with a Blocker Merger.
• · The underwriters have a 30-day option to purchase up to an additional 4,186,046 shares of Class A common stock.
• · The filing includes historical consolidated financial data of ER Holdings, as ERock will consolidate ER Holdings post-offering and record a noncontrolling interest.

01-06-2026

Summit Therapeutics Inc. announced new results from the AK112-206 Phase II trial in first-line metastatic colorectal cancer featuring ivonescimab, and its partner Akeso published results from the Phase III HARMONi-6 trial. The company will hold a conference call on June 1, 2026 to discuss the data.

• · AK112-206 is a global, open-label, multicenter Phase II study in first-line metastatic colorectal cancer co-sponsored by Summit and Akeso.
• · HARMONi-6 is a single region, multi-center Phase III study conducted in China sponsored by Akeso with data exclusively generated, managed, and analyzed by Akeso.
• · The conference call is scheduled for 7:00am ET on June 1, 2026.

01-06-2026

IN8bio, Inc. entered into a Capital on Demand Sales Agreement with JonesTrading Institutional Services LLC to issue and sell shares of its common stock from time to time in at-the-market offerings. The agreement allows for aggregate gross sales proceeds up to the lesser of the amount registered on Form S-3 (333-291393), authorized but unissued shares, or the amount permitted under Form S-3. The company will pay the Agent a commission or discount as set forth in Schedule 2 of the agreement.

• · The agreement is filed under Form 8-K items 1.01, 1.02, and 9.01.
• · The Registration Statement on Form S-3 is numbered 333-291393.
• · Sales will be conducted as 'at the market offerings' under Rule 415(a)(4) of the Securities Act.
• · Settlement for sales will occur on the first Trading Day following the sale date.
• · The Company may suspend sales at any time by notice to the Agent, and vice versa.
• · The Agent has no obligation to purchase shares on a principal basis unless otherwise agreed.

01-06-2026

Wheels Up Experience Inc. entered into a $100 million unsecured term loan credit agreement on May 29, 2026, with U.S. Bank Trust Company, N.A. as administrative agent and multiple lenders. The proceeds will be used for working capital, capital expenditures, and general corporate purposes. The loan carries an interest rate of 12% per annum and is guaranteed by the company's subsidiaries.

• · The credit agreement includes negative covenants restricting restricted payments, indebtedness, asset dispositions, affiliate transactions, liens, business activities, mergers, and use of proceeds.
• · Events of default include non-payment, breach of representations, covenant violations, cross-defaults, bankruptcy, and material adverse changes.
• · The loan is unsecured and guaranteed by the borrower's subsidiaries.
• · The agreement was filed as an 8-K on June 1, 2026, with an effective date of May 29, 2026.

01-06-2026

On May 31, 2026, Tawn Kelley resigned as Chair and a member of the Board of Directors of Champion Homes, Inc., effective immediately, with no disagreement with the company or its management. The Board appointed Michael Berman as Chair and Gary Robinette as Chair of the Nominating and Governance Committee, and reduced the Board size from seven to six directors.

• · Tawn Kelley's resignation was not due to any disagreement with the company or its management.
• · The Board decreased its size from seven to six directors.

01-06-2026

SPACSphere Acquisition Corp. (SSAC) announced a business combination with Mobilewalla, a data intelligence company, which will make Mobilewalla a publicly traded company upon closing expected in the second half of 2026. The transaction aims to provide capital for scaling Mobilewalla's agentic AI platform 'Telescope' and building a sales organization, leveraging a 94% customer retention rate. However, the filing includes extensive forward-looking risk factors, including the possibility that the transaction may not be completed, and notes that Mobilewalla may never achieve or sustain profitability.

• · Transaction expected to close in the second half of 2026.
• · SSAC is listed on NASDAQ under ticker SSAC.
• · Mobilewalla's press release is available at https://www.mobilewalla.com/about/press/mobilewalla-enters-into-business-continuity-agreement-with-spacsphere.
• · Inquiries should be forwarded to blueshirtgroup@mobilewalla.com.
• · SSAC's business address: 8795 Folsom Blvd, Sacramento, California 95826.
• · SSAC's initial public offering prospectus (File No. 333-290414) was declared effective on January 30, 2026.
• · SSAC's Annual Report on Form 10-K was filed on March 27, 2026.
• · Risks include U.S.-Iran war and other geopolitical conflicts.

01-06-2026

Global Net Lease, Inc. (GNL-PD) filed an S-4 registration statement on June 1, 2026, regarding its merger with Modiv Inc. Under the Merger Agreement, each share of Modiv common stock will be converted into 1.975 newly issued shares of GNL common stock, with a fixed exchange ratio not subject to market price adjustments. Closing conditions include Modiv stockholder approval, absence of legal prohibitions, and delivery of certain tax opinions; the deal is not subject to a financing condition or GNL stockholder approval. However, the merger faces risks including potential failure to close by the February 3, 2027 deadline, dilution — with legacy GNL stockholders expected to own about 89% and Modiv stockholders about 11% of the combined company — and the possibility of a $10 million to $15 million termination fee payable by Modiv under certain circumstances.

• · The exchange ratio of 1.975 GNL shares per Modiv share is fixed and will not be adjusted for changes in stock prices, though adjustments are possible for stock splits, dividends, or recapitalizations.
• · Based on GNL stock prices from May 1-29, 2026, the exchange ratio implied a per-share market value for Modiv ranging from $17.83 to $18.82.
• · Modiv stockholders will vote on the merger; GNL stockholder approval is not required.
• · Neither GNL nor Modiv can assure that all conditions will be satisfied or waived by the February 3, 2027 outside date.
• · The merger will divert management attention and may adversely affect operations, financial condition, and ability to make distributions.
• · Modiv is restricted from soliciting alternative transactions and must pay termination fees if it changes its recommendation or breaches covenants.
• · Modiv Board received a fairness opinion from Truist dated May 3, 2026, but the opinion does not reflect subsequent developments.

01-06-2026

Regal Rexnord announced the appointment of Mark Klossner as EVP & President of Industrial Powertrain Solutions (IPS), effective immediately, succeeding Jerry Morton who will retire on December 31, 2026. Klossner, who joined via the Altra acquisition in 2023, previously led the Couplings and Gearing Divisions with an approximately $1.4B portfolio. The leadership transition reflects internal succession planning, with Morton staying on as EVP until retirement to ensure a smooth handover.

• · Jerry Morton will retire after 11 years with Regal Rexnord and a 39-year career in power transmission, which joined the company via the Emerson acquisition in 2015.
• · Morton served as EVP & President of IPS since 2023 and will remain as EVP until December 31, 2026.
• · Klossner holds an MBA from Kellogg School of Management, a Master of Engineering Management from Northwestern, and a B.S. in Materials Science and Engineering from Cornell.
• · Regal Rexnord operates three segments: Automation & Motion Control, Industrial Powertrain Solutions, and Power Efficiency Solutions.
• · End markets include discrete automation, food & beverage, aerospace & defense, medical, data center, energy, residential and commercial buildings, general industrial, and metals and mining.

01-06-2026

Trilogy Metals Inc. announced an extension of the closing deadline for the previously announced US$35.6M strategic equity investment from the U.S. Department of War (DOW) to July 31, 2026. Key milestones have been completed, including the FOCI risk assessment and the DPA reauthorization, while definitive documentation is progressing. Concurrently, the Arctic Project achieved FAST-41 designation, ensuring a transparent federal permitting timetable, though the investment closing remains delayed, highlighting mixed progress.

• · FOCI risk assessment of Trilogy Metals has been completed by the U.S. Government, allowing finalization of definitive agreements.
• · U.S. Congress reauthorized the Defense Production Act, providing continued statutory foundation for the investment program.
• · The Arctic Project was officially accepted as a 'Covered Project' under FAST-41 on May 15, 2026, triggering statutory permitting timelines.
• · Ambler Metals is a 50/50 joint venture between Trilogy and South32, formed in December 2019.
• · The Arctic Project hosts one of the highest-grade undeveloped copper-zinc-lead-gold-silver deposits in North America.

01-06-2026

Weatherford International plc announced a definitive agreement to acquire NCS Multistage Holdings, Inc., expected to close in H2 2026. The acquisition aims to expand Weatherford's well completions and unconventional reservoir capabilities. No financial terms were disclosed.

• · Transaction expected to close in second half of 2026, subject to regulatory approvals.
• · Pre-integration team established under Manoj Nimbalkar.
• · Employees instructed not to alter pricing or engage customers on combined capabilities until close.
• · Weatherford and NCS Multistage will operate independently until close.

01-06-2026

IREN Ltd, through its subsidiary IE US Hardware 3 LLC, entered into financing agreements totaling approximately $3.6 billion to partially fund the acquisition of GPU infrastructure supporting its contract with Microsoft. The financing consists of a $1.5 billion delayed draw term loan facility and $2.1 billion in senior notes at 5.96% interest, secured by the subsidiary's assets including the GPUs and cash flows from the Microsoft contract.

• · The financing has a delayed draw availability period until May 29, 2027, with maturity on December 31, 2031.
• · The DDTL bears interest at term SOFR plus 2.25% per annum with a commitment fee of 0.40% per annum on undrawn commitments.
• · Hardware 3 must maintain a debt service coverage ratio of at least 1.05:1.00, tested quarterly.
• · Mandatory prepayment triggers include DSCR below 1.10:1.00 for six consecutive months and loan-to-cost ratio exceeding 65%.
• · Hedge agreements for interest rate and power costs have been entered with JPMorgan and Goldman Sachs affiliates.

01-06-2026

Twenty One Capital, Inc. received a NYSE non-compliance notice due to its audit committee lacking two independent members. The company must cure the deficiency by June 5, 2026, or face a BC indicator starting June 9, 2026. The company expects to appoint an additional independent audit committee member promptly.

• · The original 8-K was filed on May 20, 2026.
• · The deficiency is due to the audit committee not having two independent members as required by Section 303A.07(a) of the NYSE Listed Company Manual.
• · The NYSE Notice was received on May 29, 2026.
• · If not cured by June 5, 2026, a BC indicator will be disseminated starting June 9, 2026.
• · The company is an emerging growth company and has not elected to use the extended transition period for complying with new financial accounting standards.

01-06-2026

FrontView REIT, Inc. furnished update slides in connection with NAREIT's REITweek 2026 Investor Conference on June 1, 2026. The slides, attached as Exhibit 99.1, provide an update on the company's operations and strategy. No specific financial figures or performance metrics were disclosed in the filing itself.

• · The filing is a Regulation FD disclosure (Item 7.01) and the slides are furnished, not filed, for SEC purposes.
• · The company is an emerging growth company as defined under SEC rules.
• · The slides were released for the REITweek 2026 Investor Conference.

01-06-2026

Americold Realty Trust filed an 8-K on June 1, 2026, disclosing that it posted an investor presentation on its website containing supplemental financial and operational information. The presentation is furnished as Exhibit 99.1 and is incorporated by reference. No specific financial figures or performance metrics are provided in the filing itself.

• · The investor presentation was posted on the company's website at www.americold.com.
• · The presentation is dated June 1, 2026.
• · The filing is under Item 7.01 (Regulation FD Disclosure) and Item 9.01 (Financial Statements and Exhibits).
• · The information is furnished, not filed, and is not incorporated by reference into any SEC filings.

01-06-2026

Space Exploration Technologies Corp. (SpaceX) filed Amendment No. 1 to its S-1 registration statement for an initial public offering of Class A common stock on Nasdaq under symbol 'SPCX'. The filing includes financial statements retrospectively recast for the acquisitions of X.AI Holdings Corp. and X Holdings Corp., which were under common control, and a five-for-one stock split. Elon Musk will retain majority voting control post-IPO through his Class B shares, making SpaceX a 'controlled company'.

• · The filing is an amendment to Registration No. 333-296070.
• · SpaceX is a Texas corporation with principal executive offices at Starbase, Texas.
• · The company has applied to list on both Nasdaq and Nasdaq Texas under symbol 'SPCX'.
• · Post-IPO, there will be two classes of common stock: Class A (1 vote per share) and Class B (10 votes per share).
• · Elon Musk will hold a majority of voting power through his Class B shares, allowing him to elect a majority of the board.
• · The underwriters have a 30-day option to purchase additional shares.
• · Up to 5% of shares are reserved for employees and persons identified by executive officers under the Directed Share Program.
• · The financial statements have been recast to include the xAI Merger (effective Feb 2, 2026) and X Merger (effective Mar 28, 2025), both under common control.
• · A five-for-one stock split was effective May 4, 2026, and all share/per share data are retroactively adjusted.