US Pre-Market SEC Filings Roundup — June 05, 2026

04-06-2026

Gameverse Interactive Corp (GVSE) filed an S-1/A registration statement with the SEC on June 4, 2026, for an initial public offering of 5,000,000 shares of common stock on Nasdaq, with an underwriters' option for an additional 750,000 shares. The company expects net proceeds of approximately $17.7 million (or $20.2 million if the overallotment option is exercised in full), to be used primarily to accelerate development of its TruWorlds platform, sales and marketing, customer support, and general working capital. The filing highlights significant risks, including dependence on providing a safe online environment for children, potential regulatory challenges (e.g., COPPA, GDPR), and quarterly fluctuations in results, while noting that after the offering, Jared Thau and Jordan Thau will beneficially own a controlling stake, making GVSE a 'controlled company' under Nasdaq rules.

• · The company qualifies as an 'emerging growth company' under the JOBS Act and has elected to use an extended transition period for new accounting standards.
• · GVSE is also a 'smaller reporting company' and may take advantage of scaled disclosures, including presenting only two years of audited financial statements and reduced executive compensation disclosure.
• · Underwriters' warrants allow purchase of shares at 125% of the public offering price, exercisable from six months to five years after the offering commencement.
• · The company has applied to list on Nasdaq under the symbol 'GVSE'.
• · Key risk factors include: dependence on a safe online environment for children, potential COPPA/GDPR violations, quarterly fluctuations in results, and the controlling ownership by Jared Thau and Jordan Thau after the offering.

05-06-2026

Alphabet Inc. (Google) announced five new water stewardship commitments, including a goal to replenish more water than it consumes at its data center sites by 2030, with 165 projects across 97 watersheds expected to replenish over 19 billion gallons annually. The company also disclosed $17 million in new water stewardship initiatives across seven U.S. states and is evaluating over 700 projects from its Water Replenishment RFI. However, the filing does not provide any financial performance metrics or period-over-period comparisons, and the water consumption data for 2024 (the baseline) is not explicitly stated, only referenced indirectly.

• · Google replenished more than 7 billion gallons of water in 2025, roughly equivalent to annual water usage of 70,000 average U.S. households.
• · Once fully implemented, the 165 projects are expected to replenish more than 19 billion gallons of water annually by 2030, more than double Google's 2024 consumption.
• · Google has committed over $500 million to date for water, wastewater and water reuse infrastructure and utility partners.
• · The company announced $17 million in new water stewardship projects across Georgia, Iowa, Michigan, Minnesota, Missouri, Nebraska, and Texas.
• · Google is evaluating more than 700 projects submitted through its Water Replenishment Projects RFI.
• · Google was the first major cloud provider to disclose annual water use for data center locations.
• · U.S. data centers use less than 1% of the water Americans use on their lawns annually.

05-06-2026

Planet Labs PBC reported Q1 FY27 revenue of $94.15M, up 42.1% YoY from $66.27M, driven by strong growth in Defense & Intelligence (+67.5%) and EMEA (+86.0%). However, net loss widened significantly to $138.87M from $12.63M, primarily due to a $106.47M non-cash charge from the change in fair value of warrant liabilities. Cash and equivalents increased to $368.09M from $229.44M at year-end, supported by $107.8M in warrant exercise proceeds.

• · Operating expenses increased 43.6% YoY to $85.29M, with R&D up 44.9%, Sales & Marketing up 39.7%, and G&A up 45.6%.
• · Cash provided by operating activities was $15.44M in Q1 FY27, down from $17.35M in Q1 FY26.
• · Total assets grew to $1.25B from $1.15B at year-end, while total liabilities decreased to $807.7M from $957.3M due to the elimination of warrant liabilities.
• · Stockholders' equity more than doubled to $443.7M from $188.4M, driven by warrant exercises and stock-based compensation.
• · Deferred revenue (current) increased to $230.7M from $220.6M, indicating strong backlog.
• · The company had no public or private placement warrant liabilities at April 30, 2026, compared to $173.3M at January 31, 2026, reflecting the exercise of warrants.
• · Basic and diluted net loss per share was $(0.40) versus $(0.04) in the prior year quarter.

05-06-2026

Nevada Canyon Gold Corp. (NGLD) announced on June 3, 2026, that its independent auditor, Assure CPA, LLC, resigned after merging into Sadler, Gibb & Associates, LLC. The Audit Committee approved the engagement of Sadler, Gibb & Associates as the new auditor for fiscal year 2026 on June 4, 2026. There were no disagreements or reportable events with the former auditor during the past two fiscal years or the subsequent interim period.

• · Assure's audit reports for fiscal years ended December 31, 2025 and 2024 were unqualified with no adverse opinions or modifications.
• · No disagreements or reportable events occurred with Assure during the fiscal years ended December 31, 2025 and 2024, or the subsequent interim period through June 3, 2026.
• · The Company did not consult with Sadler, Gibb & Associates on any accounting or auditing matters prior to their engagement.
• · The resignation and new engagement were approved by the Audit Committee on June 4, 2026.

05-06-2026

Brand Engagement Network Inc. (BEN) completed a $1 million strategic investment in HighTide Energy d/b/a Accelevate Solutions, acquiring an approximately 10% ownership stake with a warrant to increase to about 20% over six months. To fund the warrant exercise, BEN secured a $1 million equity capital commitment from its own investors at $17.82 per share (a >20% premium to the May 29, 2026 closing price), to be paid in six monthly installments through November 2026. The partnership aims to combine BEN's conversational AI with Accelevate's fleet intelligence platform for commercial fleet operators across North America, Latin America, and Africa.

• · BEN received a warrant to increase its ownership in Accelevate and intends to exercise it over the next six months.
• · The equity capital commitment will be funded in six monthly installments through November 2026, with BEN exercising a corresponding portion of the Accelevate warrant as each tranche is received.
• · The partnership targets commercial fleet operators across North America, Latin America, and Africa.
• · BEN's AI operates within secure closed-loop environments using approved organizational data and built-in governance and compliance controls.

05-06-2026

Nomadar Corp. (NOMA) entered into a Remunerated Private Investment Agreement with Make A Mark Events SRL and Make Mark, LLC, providing $1,000,000 for an advertising campaign. The amount is repayable within 30 days, renewable up to one year, earning 2.7% return every 30 days, and is guaranteed by the investor and the media firms. The agreement was ratified by the Board on June 2, 2026.

• · The agreement is dated May 25, 2026, and was ratified by the Board on June 2, 2026.
• · The Media Firm is owned by an investor in Nomadar Corp.
• · The $1,000,000 is repayable within 30 days, renewable for additional 30-day periods up to one year.
• · The agreement is guaranteed by certain contracts with the Media Firm's clients and jointly and severally by the investor, the Media Firm, and the US Media Firm.
• · Certain confidential portions of the exhibit have been redacted per Regulation S-K.

05-06-2026

Seadrill Ltd held its 2026 Annual General Meeting on June 3, 2026, where shareholders approved all proposals, including the re-election of directors, appointment of PricewaterhouseCoopers LLP as auditor, director remuneration, an advisory vote on executive compensation, and Amendment No. 1 to the 2022 Management Incentive Plan. While most director nominees received strong support (over 95% of votes cast), Andrew Schultz received significant opposition with 11,963,111 votes against (approximately 27% of votes cast), and Jan Kjærvik also faced notable dissent with 4,745,978 against (roughly 11% against), indicating mixed shareholder sentiment on certain board members.

• · Proposal 3 (auditor appointment) was the most strongly supported, with 47,223,781 for vs only 79,918 against, and zero broker non-votes.
• · Proposal 2: Andrew Schultz received the highest opposition among director nominees: 11,963,111 against (27% of votes cast, excluding broker non-votes).
• · Jan Kjærvik also faced notable opposition: 4,745,978 against (10.9% of votes cast, excluding broker non-votes).
• · All other director nominees received over 98% approval among votes cast (excluding broker non-votes).
• · Proposal 6 (Incentive Plan amendment) was approved with 41,146,428 for and 2,201,541 against.
• · Proposal 5 (say-on-pay) passed with 41,033,521 for and 2,310,244 against — roughly 95% approval.
• · The board size will remain at up to 9 directors, as approved in Proposal 1.
• · The Meeting was held on June 3, 2026; results were reported on June 5, 2026.
• · PricewaterhouseCoopers LLP was appointed as independent auditor for FY2026.

05-06-2026

Mag Magna Corp. (MGNC) adopted a charter for its Executive Committee, effective February 16, 2026, formalizing the committee's membership and responsibilities. The committee, consisting of Chairman Harpreet Sangha and CEO Jamal Khurshid, is authorized to exercise the full authority of the Board in managing business affairs between board meetings, with specified limitations such as not being authorized to declare dividends or fill board vacancies. No financial figures or period-over-period comparisons are provided in this filing.

• · The Executive Committee is not authorized to declare dividends, propose shareholder actions, fill board vacancies, or adopt/amend/repeal bylaws.
• · A quorum for committee business requires a majority of its members.
• · Meetings can be held via telephone or video conference, and actions may be taken by unanimous written consent.
• · This charter was adopted on February 16, 2026, and filed as an 8-K on June 05, 2026.

05-06-2026

On June 1, 2026, BlackRock Monticello Debt Real Estate Investment Trust sold an aggregate of 1,318,837.5608 common shares for total consideration of $33,304,250.00 (plus applicable upfront selling commissions and dealer manager fees) in a continuous private offering exempt under Section 4(a)(2) and Rule 506 of Regulation D. The offering included sales to third-party investors and to officers, trustees, directors, or employees of the company's investment advisers or their affiliates. The filing does not provide any period-over-period comparisons or performance metrics, so no balanced assessment of trends is possible.

• · The offering was exempt from SEC registration under Section 4(a)(2) and Rule 506 of Regulation D.
• · Sales included shares to officers, trustees, directors, or employees of the company's investment advisers or their affiliates.
• · No period-over-period comparisons or performance data are provided in this filing.

05-06-2026

Taylor Morrison Home Corporation (TMHC) filed a DEFA14A proxy statement announcing a proposed acquisition by Berkshire Hathaway Inc. The filing urges shareholders to read the upcoming proxy statement and other relevant documents when available, and notes that TMHC's directors and executive officers may be participants in the solicitation. No financial terms or specific timeline for the transaction were disclosed in this filing.

• · The filing is a DEFA14A (additional proxy material) related to the proposed acquisition by Berkshire Hathaway.
• · TMHC plans to file one or more proxy statements or other documents with the SEC in connection with the transaction.
• · Participants in the solicitation may include TMHC's directors, executive officers, and employees.
• · Information about directors and executive officers is available in TMHC's proxy statement for the 2026 annual meeting filed on April 10, 2026.
• · Changes in beneficial ownership by directors or executive officers will be reflected on Form 3 or Form 4 filings with the SEC.
• · The filing includes standard forward-looking statement disclaimers and no offer or solicitation language.

05-06-2026

Spring Valley Acquisition Corp. III (SVAC) filed a 425 communication on June 5, 2026, regarding its proposed business combination with General Fusion Inc. The filing includes a social media post from General Fusion highlighting a more streamlined U.S. regulatory path for fusion energy, reflecting its different risk profile and growing role in the future energy mix. The transaction, which involves SVAC redomiciling to British Columbia and changing its name to 'General Fusion Group Ltd.', is subject to shareholder and regulatory approvals, with a joint registration statement on Form F-4 already filed with the SEC.

• · The business combination agreement was dated January 21, 2026.
• · SVAC will continue from the Cayman Islands to British Columbia as part of the transaction.
• · NewCo will amalgamate with General Fusion, with NewCo surviving as a wholly-owned subsidiary of SVAC.
• · The combined company will be renamed 'General Fusion Group Ltd.'
• · General Fusion's social media post references a new U.S. regulatory direction that signals a more streamlined path for fusion energy.
• · The filing includes a cautionary note about forward-looking statements and risks, including the potential failure to complete the business combination or the PIPE Financing.
• · SVAC's final prospectus from its IPO was dated September 3, 2025.

05-06-2026

News Corp filed an 8-K on June 5, 2026, disclosing that it has provided daily transaction disclosures to the Australian Securities Exchange (ASX) regarding its ongoing stock repurchase program, which authorizes up to $1 billion in aggregate share repurchases of Class A and Class B common stock. The filing includes forward-looking statements about the company's intent to continue repurchasing shares from time to time, subject to market conditions and other factors.

• · The repurchase program authorizes up to $1 billion in aggregate of Class A and Class B common stock.
• · Disclosures to the ASX are required on a daily basis under ASX rules for any transactions under the program.
• · The filing includes forward-looking statements regarding the company's intent to repurchase shares, subject to market price, general market conditions, securities laws, and alternative investment opportunities.

05-06-2026

Yorkville International Capital Corp., a blank check company, filed Amendment 1 to its S-1 registration statement for an initial public offering of 20,000,000 units at $10.00 per unit, each consisting of one Class A ordinary share and one-third of one redeemable warrant. The company intends to focus on established businesses in emerging markets, particularly Latin America and Venezuela. No business combination target has been selected yet.

• · The company is a Cayman Islands exempted company.
• · No substantive discussions with any business combination target have been initiated.
• · The warrants are exercisable only in whole and no fractional warrants will be issued.
• · The company qualifies as an emerging growth company and a smaller reporting company.

05-06-2026

Banzai International, Inc. filed an S-1 registration statement on June 5, 2026, covering financial data through March 31, 2026. The filing includes a full year of 2025 results and a first quarter 2026 update, with the company reporting a net loss of $12.7 million for the three months ended March 31, 2026, compared to a net loss of $5.2 million in the same period of 2025, a significant decline. However, revenue grew to $4.5 million in Q1 2026 from $3.8 million in Q1 2025, a 18.4% increase. The company also completed the acquisition of Vidello Limited in January 2025.

• · The company completed the acquisition of Vidello Limited on January 31, 2025.
• · The filing includes a full year of 2025 results and Q1 2026 results.
• · The company has multiple classes of stock: Class A Common, Class B Common, Series A Preferred, Series FE Preferred.
• · The company has outstanding warrants including public warrants, GEM warrants, common warrants, placement agent warrants, and pre-funded warrants.

05-06-2026

RMG ML Sports Holdings, a blank check company, filed Amendment No. 1 to its S-1 registration statement for an initial public offering of 20,000,000 units at $10.00 per unit, aiming to raise $200,000,000. The company has not yet selected a business combination target and has no substantive discussions initiated. The sponsor purchased 210,000 private placement units for $2,100,000, and the offering includes redemption rights for public shareholders, but with a 15% limitation on redemptions for holders of more than 15% of shares sold. The company has no current operations or revenue, and its success depends entirely on completing a future business combination.

• · The company is a blank check company (SPAC) incorporated in the Cayman Islands, with no operations and no business combination target selected.
• · Founder shares were initially purchased at approximately $0.002 per share, and after forfeiture, at approximately $0.003 per share.
• · The sponsor's founder shares represent 25% of the outstanding ordinary shares on an as-converted basis after the offering (not including private placement shares).
• · The company may pay fees and reimbursements to sponsor, officers, or directors for services related to the initial business combination.
• · The underwriter has a 45-day option to purchase up to an additional 3,000,000 units to cover over-allotments.
• · No fractional shares will be issued upon conversion of rights; a holder must have eight rights to receive one Class A ordinary share.
• · Public shareholders have redemption rights at the time of the initial business combination, but holders of more than 15% of shares sold in the offering are restricted from redeeming more than 15% without the company's consent.
• · The company may issue additional private placement units if working capital loans are converted, potentially diluting public shareholders.

05-06-2026

LeMaitre Vascular held its 2026 Annual Meeting on June 2, 2026, with 21,336,301 of 22,847,798 eligible shares represented. Stockholders elected two Class II directors, approved executive compensation on an advisory basis, and ratified Grant Thornton LLP as the independent auditor for 2026. Notably, director John A. Roush received a significant 29.3% withhold vote (5,909,353 shares), indicating notable shareholder dissent, while David B. Roberts was elected with 93.8% support.

• · The meeting was held on June 2, 2026, with a record date of April 6, 2026.
• · John A. Roush received 5,909,353 withhold votes (29.3% of votes cast), a significant level of dissent.
• · Executive compensation was approved with 95.9% support (excluding broker non-votes), but 813,052 shares voted against.
• · Auditor ratification passed with 99.5% support, the highest approval of the three proposals.

05-06-2026

Gossamer Bio announced early tender results for its exchange offer, with $181,052,000 (90.526%) of its 5.00% Convertible Senior Notes due 2027 validly tendered and accepted for exchange into new 7.50% Convertible Senior Secured First Lien Notes due 2030, equity securities, and purchase warrants. The company lowered the minimum tender condition from 98% to 90.5% to proceed with early settlement on June 4, 2026. While the high participation rate reduces near-term refinancing risk, the new notes carry a higher coupon (7.50% vs. 5.00%) and the exchange involves significant equity dilution with up to 254 million new shares and 33 million prefunded warrants expected to be issued.

• · The Exchange Offer expires on June 16, 2026, unless extended or terminated.
• · The withdrawal deadline was June 1, 2026, and tenders can no longer be withdrawn except in limited circumstances.
• · The Proposed Amendments will eliminate substantially all restrictive covenants and certain events of default in the Existing Convertible Notes Indenture.
• · The New Convertible Notes, Purchase Warrants, and Prefunded Warrants are being offered only to qualified institutional buyers under Rule 144A.
• · The company may extend the Expiration Deadline at any time, subject to applicable law and the Transaction Support Agreement.

05-06-2026

Scholar Rock Holding Corporation held its annual meeting on June 4, 2026, where stockholders elected four Class II directors (David Hallal, Kristina Burow, Michael Gilman, and Katie Peng) to three-year terms, ratified Deloitte & Touche LLP as independent auditor for fiscal 2026, and approved, on a non-binding advisory basis, the compensation of named executive officers. While director elections and auditor ratification passed with strong support, the say-on-pay proposal received only 61.6% votes in favor, with 38.3% against, indicating notable shareholder dissent on executive compensation.

• · David Hallal received 95,951,390 votes for and 14,916,507 withheld; Kristina Burow: 90,456,354 for, 20,411,543 withheld; Michael Gilman: 86,753,433 for, 24,114,464 withheld; Katie Peng: 96,269,103 for, 14,598,794 withheld.
• · Auditor ratification: 113,411,438 for, 764,548 against, 500,031 abstentions.
• · Say-on-pay vote: 68,280,961 for, 42,455,921 against, 131,015 abstentions.
• · The meeting was held on June 4, 2026; proxy statement filed April 22, 2026.

05-06-2026

Digital Brands Group, Inc. (DBGI) announced on June 1, 2026, that it has received initial purchase orders for its $125 million U.S. Program and expanded its partnership with Global Combat Collective. The disclosure was made via a press release attached as Exhibit 99.1 to the Form 8-K filed on June 5, 2026.

• · The press release was issued on June 1, 2026, and the Form 8-K was filed on June 5, 2026.
• · The filing is under Item 7.01 Regulation FD Disclosure and Item 9.01 Financial Statements and Exhibits.
• · The company is incorporated in Nevada and headquartered in Austin, TX.
• · The common stock trades on Nasdaq under the symbol DBGI.

05-06-2026

SPECIFICITY, INC. filed a 10-K/A restating its FY2025 financials, with net loss widening 17.1% to $554,067 (from $473,147 as previously reported) due to a 5.1% increase in cost of services and a 9.1% rise in other expense. Total current liabilities were revised upward by $121,122 (10.6%) and total equity worsened by $120,919 (20.6%), while total revenues were only marginally adjusted (+0.2% to $1,090,450). The filing also details executive compensation, with CEO Jason Wood receiving only $11,628 in total compensation for 2025, and notes the resignation of COO Richard Berry effective December 31, 2025.

• · The restatement increased total current assets by $203 (3.7%) to $5,737.
• · Total assets were minimally adjusted (+$203) to $1,555,601.
• · Net cash used in operating activities worsened by $54,254 (60.4%) to $149,371.
• · Net cash provided by financing activities increased by $54,457 (61.8%) to $147,945.
• · CEO Jason Wood received $0 salary and bonus in both 2025 and 2024; his total compensation dropped from $88,240 in 2024 to $11,628 in 2025.
• · COO Richard Berry received $97,679 in total compensation for 2025, up from $14,235 in 2024.
• · William Anderson and Kevin Frisbie received $0 total compensation in 2025.
• · The company uses Black-Scholes to value convertible debt derivatives (Level 2) and warrants (Level 2).
• · Freestanding stock issued as inducement for convertible debt is recorded as a debt discount and amortized over the debt term.

05-06-2026

Ormat Technologies held its 2026 Annual Meeting on June 4, 2026, where stockholders voted on three proposals. All eight director nominees were elected, the compensation of named executive officers was approved on an advisory basis, and the appointment of Kesselman & Kesselman as independent auditor for fiscal year 2026 was ratified. While all proposals passed, Proposal 2 (say-on-pay) received a notable 6.2% against vote, indicating some shareholder dissent.

• · Proposal 1: All eight director nominees received substantial support, with votes for ranging from 47,481,759 (Michal Marom) to 49,900,416 (Ravit Barniv).
• · Proposal 2 (say-on-pay): 47,012,094 votes for, 3,103,710 against, 55,778 abstained, and 1,206,958 broker non-votes.
• · Proposal 3 (auditor ratification): 51,202,458 votes for, 92,147 against, 83,935 abstained; no broker non-votes.
• · Broker non-votes were 1,206,958 on Proposals 1 and 2, but none on Proposal 3.

05-06-2026

Northwest Natural Holding Co (NWN) issued $50M of 5.35% Series E Notes due 2031 and agreed to issue $10M of Series F Notes (5.35%, due 2031) and $60M of Series G Notes (5.83%, due 2036) via a private placement on June 4, 2026. Separately, its subsidiary NW Natural Water issued $33M of 5.15% Series A Notes (due 2031) and $42M of 5.58% Series B Notes (due 2036) for general corporate purposes and debt repayment. The combined debt raise totals $195M, with NW Holdings maintaining a 70% or less consolidated indebtedness to total capitalization ratio.

• · NW Holdings' Series E Notes mature June 4, 2031; Series F Notes mature August 5, 2031; Series G Notes mature August 5, 2036.
• · NW Natural Water's Series A Notes mature June 4, 2031; Series B Notes mature June 4, 2036.
• · All Notes are subject to prepayment at 100% principal plus make-whole premium, with certain no-premium windows starting May 4, 2031 (Series E), July 5, 2031 (Series F), May 5, 2036 (Series G), May 4, 2031 (Series A), and March 4, 2036 (Series B).
• · NW Holdings is not a guarantor of NW Natural Water's Notes; NW Natural Water is solely responsible for its obligations.
• · NW Natural Water expects to use proceeds to repay its existing credit agreement with Bank of America due June 10, 2026.

05-06-2026

IQSTEL Inc. announced a binding MOU to acquire a 51% controlling interest in Ultranet Telecom Group, a Ghana-based telecom and technology company. The acquisition is expected to add approximately $130 million in annual revenue and $4.5 million in net profit, pushing IQSTEL's annualized revenue run rate above $500 million and increasing net income from operations by 4x. However, 60% of the consideration is contingent on Ultranet meeting net income targets over 24 months, and the transaction remains subject to due diligence, definitive agreements, and regulatory approvals.

• · Ultranet operates in Ghana, Nigeria, Mali, Burkina Faso, Senegal, and Ivory Coast, with commercial activities in Europe, Asia, and North America.
• · Ultranet holds six exclusive international SMS gateway agreements with leading African mobile operators.
• · The parties are working toward a Definitive Purchase Agreement within 60 days, with a target close in Q3 2026.
• · Financial terms are not being disclosed at this time.
• · IQSTEL's CEO and CFO will participate in a podcast on June 4, 2026 at 11:00 a.m. to discuss the transaction.

05-06-2026

Guidewire Software reported total revenue of $372.5M for Q3 FY2026 (three months ended April 30, 2026), up 26.9% YoY from $293.5M, driven by strong subscription and support revenue growth of 34.6% to $244.7M. However, net income declined to $16.5M from $46.0M in the prior year quarter, impacted by a $18.9M other expense versus a $34.1M gain. For the nine months, net income was $107.9M compared to $17.9M, a significant improvement. The company also repurchased $392.4M of common stock during the nine months.

• · Operating income improved to $30.6M in Q3 FY2026 from $4.5M in Q3 FY2025.
• · Total operating expenses were $206.0M in Q3 FY2026, up 15.6% YoY.
• · Stock-based compensation was $45.2M in Q3 FY2026 and $135.0M for nine months.
• · The company had $677.2M in convertible senior notes outstanding as of April 30, 2026.
• · Net cash provided by operating activities was $105.8M for nine months FY2026, up from $56.0M.
• · The company repurchased 1,696,180 shares in Q3 FY2026 for $251.0M.
• · Goodwill increased to $421.1M from $394.0M due to acquisitions.
• · Deferred revenue decreased to $304.4M from $344.8M.

05-06-2026

TIC Solutions, Inc. (Holdings) and its borrowers entered into a Third Amendment to their Credit Agreement on June 2, 2026, to refinance all existing term loans with new Amendment No. 3 Term Loans, increase the Letter of Credit Sublimit to $50,000,000, and amend certain terms. The refinancing involves a combination of cashless rollovers by consenting lenders and new loans from additional lenders to repay non-consenting lenders, with no change in aggregate principal amount. The amendment reaffirms all existing collateral and guarantees, and conditions include no default, solvency, and customary legal documentation.

• · The amendment creates a new class of Amendment No. 3 Term Loans with identical terms and aggregate principal amount as the Existing Term Loans.
• · Existing Term Loans are refinanced via cashless rollover for consenting lenders and new loans from additional lenders to repay non-consenting lenders.
• · The amendment reaffirms all existing collateral, guarantees, and security interests under the Collateral Documents.
• · Conditions to effectiveness include no default, solvency, receipt of fees and expenses, and compliance with know-your-customer requirements.
• · The agreement is governed by New York law and is deemed a Loan Document under the Amended Credit Agreement.

05-06-2026

Gemaxel Inc. (formerly Worlds Inc.) reported a net loss of $116,601 for Q1 2025, widening from $105,862 in Q1 2024, with no revenue generated in either period. Cash and cash equivalents declined sharply to $3,396 from $6,380 at year-end 2024, while total liabilities rose to $3,780,105 and stockholders' deficit deepened to $(3,770,146). The company remains a shell company with no operating revenue.

• · Operating loss increased to $97,863 in Q1 2025 from $87,124 in Q1 2024.
• · Selling, General & Admin expenses rose to $37,365 in Q1 2025 from $26,765 in Q1 2024.
• · Salaries and related expenses were nearly flat at $60,498 in Q1 2025 vs $60,359 in Q1 2024.
• · Interest expense remained unchanged at $18,738 in both periods.
• · Net cash used in operating activities improved to $7,484 in Q1 2025 from $89,611 in Q1 2024.
• · Cash and cash equivalents at end of Q1 2024 were $155,245, compared to only $3,396 at end of Q1 2025.
• · The company had no cash paid for interest or income taxes in either period.
• · Entity is classified as a shell company and a non-accelerated filer.

05-06-2026

JAB Acquisition Corp I filed Amendment No. 2 to its S-1 registration statement for an initial public offering of 15,000,000 units at $10.00 per unit, each consisting of one Class A ordinary share, one redeemable warrant (exercisable at $11.50 per share), and one right to receive one-fourth of a Class A ordinary share. The company is a blank check company targeting businesses with an enterprise value of $150 million or greater in technology, healthcare, and logistics. The sponsor purchased 9,857,143 founder shares for $25,000 ($0.002 per share) and has committed to buy 260,000 private units for $2.6 million. However, the offering will result in immediate and substantial dilution for public shareholders, and the company has not yet identified any business combination target.

• · The company has 12 months from the closing of the offering to complete an initial business combination, with the option to extend by up to two additional three-month periods by depositing $0.10 per share for each period.
• · Shareholders can vote to amend the articles to extend the completion window with no limit on the number of extensions.
• · Public shareholders have redemption rights upon completion of the initial business combination, but are restricted from redeeming more than 15% of shares sold in the offering without prior consent if shareholder approval is sought.
• · The warrants become exercisable 12 months from the date of the prospectus or upon completion of the initial business combination, whichever is later, and expire five years after the business combination.
• · The company is classified as an emerging growth company and a smaller reporting company.
• · The registration statement is still preliminary and subject to completion.

05-06-2026

Zumiez Inc. held its 2026 Annual Meeting on June 3, 2026, where shareholders elected three directors (Thomas D. Campion, Liliana Gil Valletta, and Carmen R. Bauza) to three-year terms, approved an advisory vote on executive compensation, and ratified Baker Tilly US, LLP as the independent auditor for fiscal year ending January 30, 2027. All proposals passed with strong shareholder support, though director Thomas D. Campion received a notable 495,840 against votes (3.5% of votes cast).

• · Broker non-votes totaled 448,171 shares across all proposals.
• · The advisory vote on executive compensation received 144,510 against votes and 65,113 abstentions.
• · Ratification of Baker Tilly US, LLP as auditor received 104,744 against votes and 56,617 abstentions.
• · The 2026 Proxy Statement was filed with the SEC on April 24, 2026.

05-06-2026

Trane Technologies held its 2026 Annual General Meeting on June 4, 2026, where shareholders elected all 11 director nominees, approved executive compensation on an advisory basis, ratified PricewaterhouseCoopers as independent auditors, and approved all four management proposals regarding share issuance and treasury share reallotment. All proposals passed with strong support, though Proposal 2 (say-on-pay) received the lowest approval at approximately 87.9% of votes cast, and director David S. Regnery received the highest opposition among nominees with 13.9 million against votes.

• · Proposal 3 (auditor ratification) passed with 179,260,754 for vs 18,777,625 against, with no broker non-votes.
• · Proposal 4 (authority to issue shares) passed with 194,107,911 for vs 4,007,170 against.
• · Proposal 5 (authority to issue shares for cash) passed with 177,895,192 for vs 20,071,250 against.
• · Proposal 6 (treasury share reallotment price range) passed with 196,329,589 for vs 1,572,063 against.
• · Broker non-votes were 13,771,529 for all director elections and Proposal 2, but zero for Proposals 3-6.

05-06-2026

Clean Energy Technologies, Inc. (CETY) filed a 10-K/A for the fiscal year ended December 31, 2024, restating prior period financials. The company reported a net decrease in cash of $27,525 in 2024 versus an increase of $25,580 in 2023, while net cash used in operating activities improved to $3,560,951 from $4,783,077 in the prior year. However, the company continues to consume cash from operations and faces significant risks from economic downturns, competitive pricing pressure, and international operations.

• · The filing is a 10-K/A (Amendment) restating financials for 2024 and 2023.
• · Cash flows from investing activities turned positive in 2024 ($161,240 provided) versus a use of $318,602 in 2023.
• · The company recognized no goodwill ($0) in an acquisition, with total identifiable net assets of $1,207,047.
• · Risk factors include economic downturns, oil/gas/solar energy cost volatility, competitive pricing pressure, and international operational risks (tariffs, IP protection, local competition).
• · The company follows ASC 606 revenue recognition with a five-step model.

05-06-2026

Ferrellgas Partners reported mixed results for Q3 FY2026 (three months ended April 30, 2026). Total revenues declined 6.5% YoY to $524.6M, driven by a 5.3% drop in propane and other gas liquids sales. However, operating income for the nine-month period surged 115% to $198.1M, and net earnings attributable to the partnership rose sharply to $103.3M from $11.3M in the prior year period. The company completed a significant debt refinancing, issuing $650M in new long-term debt and repaying existing obligations, while also converting all 1.3M Class B units into Class A units.

• · General and administrative expense for the nine months ended April 30, 2025 was $167.4M, which dropped sharply to $34.6M in the current period — a 79.3% decline.
• · Loss on extinguishment of debt of $3.0M was recorded in the nine months ended April 30, 2026, related to the refinancing.
• · Capital expenditures increased to $71.7M for the nine months ended April 30, 2026 from $68.2M in the prior year period.
• · The company had $87.5M in short-term borrowings at April 30, 2026, compared to zero at July 31, 2025.
• · Total deficit widened to $1.07B at April 30, 2026 from $1.03B at July 31, 2025.
• · Class A unitholders' interest in net loss was $(94.9M) for Q3 FY2026 vs. net earnings of $6.1M in Q3 FY2025, reflecting the impact of preferred unit allocations and the Class B distribution.
• · Basic and diluted net loss per Class A unit was $(11.54) for Q3 FY2026, compared to earnings of $1.26 per unit in Q3 FY2025.

05-06-2026

Haemonetics Corporation announced a change to its reportable segment structure, effective Q1 FY2027, combining the Plasma and Blood Center segments into a single Apheresis segment and renaming the Hospital segment to MedSurg. The company provided a supplemental presentation with historical reconciliations and a recast of previously issued FY2027 guidance under the new structure, but did not reaffirm or update that guidance. No financial results or performance metrics were disclosed in this filing.

• · The new segment structure takes effect in the first quarter of fiscal year 2027.
• · Historical quarterly reconciliations from Q1 FY2024 through Q4 FY2026 are available in the supplemental presentation.
• · The company will provide any updates on its first quarter fiscal year 2027 earnings call.
• · The filing is under Regulation FD (Item 7.01) and the press release is furnished, not filed.

05-06-2026

ABM reported fiscal Q2 2026 revenue of $2.3B, up 8.4% YoY, with organic growth of 6.1% and record first-half new sales bookings of $1.2B. Net income improved to $43.1M ($0.73/diluted share) from $42.2M ($0.67) a year ago, while adjusted net income declined to $52.9M ($0.90) from $54.1M ($0.86). The company reaffirmed its fiscal 2026 adjusted EPS outlook of $3.85–$4.15, but now expects segment operating margin toward the low end of its 7.8%–8.0% range.

• · B&I segment revenue was essentially flat YoY, as strong UK growth was offset by client exits.
• · Segment operating margin declined to 7.3% from 7.9% due to newer contracts in M&D and B&I, plus weather and ramp-up inefficiencies in Aviation.
• · Net income margin slipped to 1.9% from 2.0%.
• · Total leverage ratio stood at 3.2x; company expects it to fall below 3.0x by fiscal year-end.
• · Board declared a quarterly cash dividend of $0.29 per share, payable August 3, 2026.
• · Fiscal 2026 organic revenue growth guidance raised to toward top end of 3%–4% range; total revenue growth toward top end of 4%–5% range.
• · Adjusted EPS outlook reaffirmed at $3.85–$4.15, but now includes prior-year self-insurance adjustments.
• · Interest expense forecast raised to ~$110M; normalized tax rate expected 29%–30%.

05-06-2026

Seres Therapeutics announced two transactions to strengthen its balance sheet: a $25M buy-out of VOWST milestones from Nestlé Health Science (payable in two installments in July and October 2026) and a lease restructuring that reduces facility costs and extends cash runway into Q1 2027. The company had $29.8M cash as of March 31, 2026, and expects to fund operations into Q1 2027, excluding potential partnerships. Clinical data from an investigator-sponsored SER-155 study is expected later this month.

• · Lease restructured for 101 CambridgePark Drive, Cambridge, MA, with 10-year term at market-adjusted rent, lower operating expenses, and new letter of credit.
• · SER-155 has Breakthrough Therapy and Fast Track designations and is Phase 2-ready pending funding.
• · SER-603 is in development for inflammatory bowel disease.
• · Company expects to fund operations into Q1 2027, excluding potential partnerships.

05-06-2026

Shoe Carnival reported a net loss of $5.6M for Q1 FY26, a sharp reversal from net income of $9.3M in the prior-year quarter, as operating income swung to a loss of $6.0M from a profit of $12.0M. Total assets declined slightly to $1.16B from $1.20B at year-end, while shareholders' equity fell to $673.4M from $689.7M. The company generated $23.1M in operating cash flow, improving from a use of cash of $9.6M a year ago, but net sales slipped 2.5% YoY to $270.7M.

• · SG&A expenses increased 14.7% YoY to $96.1M from $83.8M, significantly outpacing the net sales decline.
• · Loss on retirement and impairment of assets surged to $8.2M from $0.6M in the prior year.
• · Stock-based compensation expense more than doubled to $3.4M from $1.5M.
• · The company repurchased 390,000 shares of treasury stock for $7.0M during Q1 FY26, vs. zero repurchases in Q1 FY25.
• · Dividend per share was raised to $0.17 from $0.15 year-over-year, with total dividends declared of $4.8M.
• · Operating cash flow turned strongly positive at $23.1M, driven by a $22.5M reduction in merchandise inventories (compared to a $42.8M inventory build in Q1 FY25).
• · Cash and cash equivalents stood at $116.1M as of May 2, 2026, up significantly from $78.5M a year earlier, despite a $0.99M sequential decline from $117.1M at Jan 31, 2026.
• · Deferred compensation plan liabilities declined to $12.9M from $13.8M year-over-year.
• · Total assets decreased 3.5% sequentially from $1.20B (Jan 31, 2026) to $1.16B (May 2, 2026).
• · Current liabilities decreased to $142.0M from $158.4M at year-end, primarily due to lower accounts payable.
• · Basic and diluted loss per share was $(0.21) in Q1 FY26 vs. earnings per share of $0.34 in Q1 FY25.

05-06-2026

Victoria's Secret & Co. reported a strong turnaround in Q1 FY2026, with net sales increasing 15.3% YoY to $1,560M and net income attributable to the company swinging from a $(2)M loss to a $48M profit. However, cash and cash equivalents dropped sharply from $518M at year-end to $207M, driven by $100M in share repurchases and negative operating cash flow of $(137)M.

• · International segment sales grew 44.7% YoY to $288M, outpacing North America stores (+11.4% to $803M) and Direct (+8.3% to $469M).
• · Gross margin improved to 37.5% in Q1 2026 from 35.0% in Q1 2025.
• · Operating margin expanded to 4.9% from 1.5%.
• · Long-term debt decreased to $986M from $1,078M a year earlier.
• · The company repurchased 2 million shares for $100M in Q1 2026.
• · Net cash used for operating activities improved to $(137)M from $(150)M in the prior year quarter.
• · Capital expenditures increased to $54M from $43M.

05-06-2026

Climb Bio, Inc. announced translational pharmacometric modeling and initial Phase 1 safety data for CLYM116, its anti-APRIL monoclonal antibody. The drug was generally well tolerated in healthy volunteers receiving single doses up to 320 mg, with no serious adverse events or discontinuations; however, the data are preliminary and from a small sample (n=49), and the company faces risks in replicating these results in larger trials and in patients with IgA nephropathy.

• · Doses tested: 25 mg to 640 mg (Phase 1 range); single doses up to 320 mg in safety analysis.
• · No serious adverse events, dose limiting toxicities, or adverse event related discontinuations observed.
• · All adverse events were mild to moderate (Grade 1-2), transient, and self-resolving.
• · Injection site reactions observed in two patients, both Grade 1, resolved without intervention.
• · Translational PK/PD model from NHP data projected healthy human exposure and dose-dependent IgA suppression, suggesting potential for less-frequent dosing than first generation anti-APRIL approaches.
• · Literature analysis shows strong correlation in IgA reduction between NHP and healthy volunteer studies.
• · Mabworks expects to initiate dosing in IgAN patients in the Phase 2 portion of its ongoing study in Q3 2026.
• · Company plans to continue advancing CLYM116 into further clinical development.

05-06-2026

Lululemon entered into a cooperation agreement with founder Chip Wilson on May 26, 2026, resolving a proxy contest. Under the agreement, the board will appoint Laura Gentile and Marc Maurer as independent directors immediately after the annual meeting, and will add another independent director with apparel expertise by October 1, 2026. The company will also support Wilson's non-binding proposal to declassify the board and will submit a full declassification proposal at the 2027 annual meeting. However, the agreement includes Wilson's withdrawal of his director nominations, and votes for Gentile, Hirshberg, or Maurer on any proxy card will be disregarded, potentially limiting stockholder choice.

• · The cooperation agreement will terminate 30 calendar days prior to the deadline for stockholder nominations for the 2028 annual meeting.
• · One additional incumbent director will not stand for reelection at the 2027 annual meeting.
• · The board unanimously recommends voting FOR the three company nominees (Chip Bergh, Esi Eggleston Bracey, Teri List) on the WHITE proxy card.
• · The record date for the annual meeting remains April 30, 2026.
• · The annual meeting will be held virtually on June 25, 2026 at 8:00 a.m. Pacific Time.

05-06-2026

Hut 8 Corp. announced that its wholly-owned indirect subsidiary, Beacon Point DC LLC, priced an offering of $4.250 billion aggregate principal amount of 6.129% Senior Secured Notes due 2042. The offering is expected to close on June 9, 2026, subject to market and other conditions. The notes will be sold to qualified institutional buyers and non-U.S. persons in reliance on Rule 144A and Regulation S.

• · The notes will be sold only to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S.
• · The offering is expected to close on June 9, 2026, subject to market and other conditions.
• · The press release announcing the pricing is filed as Exhibit 99.1 to the Form 8-K.

05-06-2026

FTI Consulting held its 2026 Annual Meeting on June 3, 2026, where shareholders elected all eight director nominees, ratified KPMG LLP as independent auditor for FY2026, and approved executive compensation in a non-binding advisory vote. The Board also authorized an additional $370.0 million for share repurchases, bringing the total program authorization to $2.6 billion, with approximately $507.4 million remaining available. All director nominees received strong support (over 97% of votes cast), but broker non-votes of 1,081,462 were present on all director and compensation proposals.

• · All eight director nominees received over 97% of votes cast (excluding broker non-votes), with Eric T. Steigerwalt receiving the highest support (26,918,897 for, only 37,918 against).
• · Ratification of KPMG as independent auditor passed with 27,752,240 for, 270,790 against, and 32,721 abstentions (no broker non-votes on this proposal).
• · Advisory vote on executive compensation passed with 26,766,491 for, 183,399 against, and 24,400 abstentions (broker non-votes: 1,081,462).
• · The Stock Repurchase Program was initially authorized at $100.0 million on June 2, 2016, and has been increased ten times, most recently by $370.0 million on June 3, 2026.
• · As of June 2, 2026, the company had repurchased 19,104,867 shares at an average price of $107.94 per share, for an aggregate cost of approximately $2.1 billion.
• · No time limit has been established for the completion of the Stock Repurchase Program, and it may be suspended, discontinued, or replaced at any time.

05-06-2026

Plus Therapeutics, Inc. filed Pre-Effective Amendment No. 1 to its Form S-3 registration statement on June 5, 2026, solely to add a Form of Indenture as Exhibit 4.3. The shelf registration, initially filed on June 2, 2026, covers the potential offering of securities on a delayed or continuous basis under Rule 415, with Canaccord Genuity LLC acting as the equity distribution agent. The company qualifies as a non-accelerated filer and a smaller reporting company, and the registration statement is not yet effective.

• · The amendment is an exhibits-only filing to add a Form of Indenture (Exhibit 4.3).
• · The equity distribution agreement with Canaccord Genuity LLC was dated June 1, 2026.
• · The company's principal executive offices are located at 6420 Levit Green Boulevard, Suite 310, Houston, Texas 77021.
• · The registration statement is not yet effective and may be further amended to delay its effective date.

05-06-2026

G-III Apparel Group reported mixed Q1 FY2027 results: GAAP net income surged to $66.5M ($1.50/diluted share) from $7.8M ($0.17) last year, largely driven by a $102.7M pre-tax IEEPA tariff refund receivable. However, net sales declined 8% YoY to $536.0M from $583.6M, and on a non-GAAP basis the company posted a net loss per share of ($0.21) versus $0.19 in the prior year. The company raised its full-year GAAP and non-GAAP earnings guidance but expects full-year net sales to fall to approximately $2.71B from $2.96B in FY2026, reflecting the loss of roughly $470M in Calvin Klein and Tommy Hilfiger product sales.

• · Q1 FY2027 non-GAAP net loss per share was ($0.21), compared to non-GAAP diluted EPS of $0.19 in the prior year.
• · GAAP gross margin surged to 64.9% from 42.2% a year ago, including a $102.7M IEEPA tariff refund benefit; adjusted gross margin expanded 350 bps to 45.7%.
• · Full-year FY2027 net sales guidance of approximately $2.71B reflects an ~$470M loss of sales from Calvin Klein and Tommy Hilfiger products.
• · Full-year non-GAAP net income guidance of $95M-$99M ($2.15-$2.25 per diluted share) is below FY2026 non-GAAP net income of $116.2M ($2.61 per share).
• · Adjusted EBITDA for FY2027 is expected to be $178M-$182M, down from $192.4M in FY2026.
• · Q2 FY2027 net sales expected to be ~$570M, down from $613.3M in Q2 FY2026; Q2 net income midpoint guidance of $9M is below the $10.9M reported in Q2 FY2026.
• · The company has a strong cash position of $394.2M at quarter-end, up from $257.8M last year.
• · Inventories decreased 8% YoY to $417.9M.
• · The company announced the pending acquisition of the Marc Jacobs brand in partnership with WHP Global, which is not reflected in the guided numbers.
• · GAAP net income guidance for FY2027 is $171M-$175M ($3.85-$3.95 per diluted share), significantly above FY2026 GAAP net income of $67.4M ($1.51 per diluted share), primarily due to the tariff refund benefit.
• · Non-GAAP effective tax rate for FY2027 is estimated at approximately 33.5%, higher than previous estimates due to higher non-deductible expenses.