US SEC Filings Daily Market Digest — May 27, 2026

Daily USA Market Intelligence

By Gunpowder Editorial ·

20 high priority 30 medium priority 50 total filings analysed

Executive Summary

The May 27, 2026 filings reveal a bifurcated market: large-cap retailers like Home Depot and Dick's Sporting Goods show revenue growth but margin compression, while small-cap companies like GridAI and Trillion Energy face severe financial distress. Notable M&A activity includes Worthington Steel's clearance for Klöckner acquisition and GameStop's non-binding bid for eBay.

Biotech Apogee Therapeutics reported strong Phase 2 data and secured $1.3B non-dilutive financing, while Precision BioSciences showed promising HBV data with safety concerns. Insider activity is limited, but capital allocation trends show dividend increases at Movado and G-III Apparel, while many small caps rely on ATM offerings. The overall theme is selective strength in established companies versus cash-burning small caps.

Materiality, sentiment, and priority are scored by Gunpowder’s analysis pipeline. How we score filings →

Filing types in this digest: DEF 14A · 8-K · 10-Q · 13F · S-1 · 425 · S-3 · 10-K · 20-F

Tracking the trend? Catch up on the prior US SEC Filings Daily Market Digest digest from May 26, 2026.

Investment Signals (12)

  • Phase 2 mid-dose achieved EASI-75 in 65.9% vs 23.4% placebo (p<0.001); secured $1.3B non-dilutive financing from Blackstone; plans Phase 3 initiation in 2H 2026

  • Q1 FY2027 revenue up 56.1% YoY (24.7% organic), net income +49.5%, adjusted EBITDA margin +141 bps to 13.4%; raised FY2027 revenue outlook to $7.38B-$7.65B

  • Q1 net sales +8.1% YoY (4.5% constant currency), operating income surged to $7.0M from $0.3M; board approved 14% dividend increase to $0.40/share

  • Q1 consolidated net sales +62.7% YoY (incl. Foot Locker), DICK'S comp +6.0% on top of +4.5% and +5.3% prior years; raised low-end of FY comp guidance

  • Q1 net sales +4.8% YoY to $41.8B, operating cash flow improved to $6.0B from $4.3B; but operating income -3.0% and net earnings -4.2%

  • Q4 FY2026 adjusted EPS $0.22 vs $(4.55) prior year; FY2027 guidance of low-single-digit revenue growth and ~40% adjusted EPS growth to $2.15

  • Q1 net sales -3% YoY, but adjusted EPS $0.32 exceeded guidance; however Q2 guidance $0.20-$0.25 vs $0.37 prior year; CFO stepping down

  • Record Q1 net sales $1.1B (+2% YoY), 14th consecutive quarter of growth; but operating margin fell to 8.0% from 9.3%, EMEA sales -10%

  • Q4 sales -7.2% YoY, but gross margin +90 bps to 33.9%, net loss improved to $6.6M from $21.3M; full year comps +1.4% (first positive in 3 years)

  • Sold MarkForged to Stratasys on May 27, 2026; no financial terms disclosed; strategic divestiture

  • FY2025 revenue -58.9% YoY to $2.88M, net loss widened to $49.22M from $9.13M; assets collapsed 94.3% to $3.10M; working capital deficit $34.37M

  • FY2025 revenue -46.6% YoY to $36,958, net loss widened to $87,208; cash dropped to $521 from $2,140; stockholders' deficit deepened to ($247,937)

Risk Flags (10)

  • Q1 2026 net loss widened to $3.44M from $1.26M; cash fell 57% to $385K; R&D expenses surged 3,890% to $631K; operating cash flow -$1.79M

  • Goldenwell Biotech [HIGH RISK]

    Restating three quarterly financial statements due to accounting errors (legal fees, revenue recognition); auditor flagged GAAP non-compliance; shares may be delisted

  • Filed S-1 for $20M offering; recently issued $1.1M high-discount notes due in 2 months; ongoing cash needs; smaller reporting company with reduced disclosures

  • NextTrip Inc. [HIGH RISK]

    S-3/A filing reveals substantial doubt about going concern; nominal revenues; early commercial stages; requires significant additional capital

  • Callan JMB Inc. [HIGH RISK]

    Entered ATM agreement for $5M; filing indicates non-compliance with Nasdaq stockholders' equity requirement; must submit plan within 45 days

  • SPAC IPO with significant dilution; net tangible book value per share could be as low as $0.29 under maximum redemptions; no target identified

  • Precision BioSciences [MODERATE RISK]

    Phase 1 HBV trial showed transient ≥Grade 3 ALT/AST abnormalities and treatment-related SAE (hypotension) in highest dose cohort; safety mitigation measures needed

  • Trimble Inc. [MODERATE RISK]

    Three directors received ~33% withheld votes at annual meeting; material weaknesses in internal control over financial reporting remediation expected in 2027

  • Bath & Body Works [MODERATE RISK]

    CFO Eva Boratto stepping down June 12; Q2 adjusted EPS guidance $0.20-$0.25 vs $0.37 prior year; gross margin declined from 45.4% to 42.6%

  • Dick's Sporting Goods [MODERATE RISK]

    Non-GAAP EPS -14% YoY to $2.90; GAAP operating margin -281 bps to 8.7%; inventory +52% to $5.42B; share repurchases -53% to $141M

Opportunities (10)

  • Apogee Therapeutics (OPPORTUNITY)

    Phase 2 mid-dose data strongly supports Phase 3; $1.3B non-dilutive financing removes equity dilution risk; cash runway extended; catalyst-rich 2H 2026

  • Worthington Steel (OPPORTUNITY)

    Merger control clearance received for Klöckner acquisition; expected close June 3, 2026 at €11.00/share; final regulatory condition satisfied

  • Movado Group (OPPORTUNITY)

    Strong Q1 beat; dividend increase 14% signals confidence; constant-currency growth 4.5%; valuation attractive if momentum continues

  • Dycom Industries (OPPORTUNITY)

    Record revenue and margins; raised FY guidance; acquisition of National Technology Integrators ($275M) adds $175M revenue run-rate; strong secular tailwinds

  • ProLogium/TDAC SPAC Merger (OPPORTUNITY)

    Solid-state battery leader merging at $3.8B pre-money; 2.4M cells shipped, 1,100+ patents; zero thermal runaway risk; listing on Nasdaq expected H2 2026

  • Immunic (OPPORTUNITY)

    New CEO Erik Lundgren (ex-Genentech Ocrevus launch) appointed; Phase 3 RMS data readout by year-end 2026; potential NDA filing; pre-revenue but late-stage

  • Tonix Pharmaceuticals (OPPORTUNITY)

    Phase 1 TNX-1500 data published in Journal of Clinical Immunology; blocked TDAR at all doses; supports further development in transplant/autoimmune

  • Monro Inc. (OPPORTUNITY)

    Full year comps turned positive for first time in 3 years (+1.4%); gross margin expansion; store optimization program (145 closures) improving profitability

  • Capri Holdings (OPPORTUNITY)

    Return to profitability; FY2027 guidance of 40% EPS growth; IEEPA tariff refund $65M; Jimmy Choo growing; Versace sale completed

  • Home Depot (OPPORTUNITY)

    Strong cash flow generation ($6.0B operating); dividend growth; revenue growth 4.8% despite housing headwinds; defensive positioning

Sector Themes (6)

  • Retail Margin Compression

    Home Depot (-3.0% operating income), Dick's (-281 bps GAAP margin), Bath & Body Works (-280 bps gross margin), Abercrombie (-130 bps operating margin) all show margin pressure despite revenue growth, driven by higher costs and promotional environment.

  • Small Cap Distress

    GridAI, Trillion Energy, Hi-Great Group, and NextTrip all report widening losses, cash burn, and going concern risks. Multiple companies resorting to ATM offerings (Data Storage, Callan JMB) and high-cost debt (LiqTech).

  • Biotech Catalysts

    Apogee (positive Phase 2, $1.3B financing), Precision BioSciences (HBV data), Immunic (new CEO, Phase 3 catalyst), and Tonix (Phase 1 publication) highlight a busy period for mid/late-stage biotech with significant binary events.

  • M&A and SPAC Activity

    Worthington Steel (Klöckner close June 3), GameStop (non-binding bid for eBay), ProLogium/TDAC (merger H2 2026), and Nano Dimension (sale of MarkForged) indicate active deal-making across industrials, tech, and energy storage.

  • Dividend Growth vs. Buybacks

    Movado (+14% dividend), G-III Apparel ($0.10 quarterly) increase dividends, while Dick's buybacks fell 53% YoY. Companies prioritizing dividends over buybacks amid uncertainty.

  • Capital Raising via Debt

    PBF Holding ($500M notes at 7.25%), Bain Capital Private Credit ($50M new commitment), and Apogee ($1.3B non-dilutive financing) show diverse debt strategies. Small caps rely on equity (ATMs, registered offerings).

Watch List (8)

  • Merger close expected June 3, 2026; monitor integration and synergy realization.

  • Phase 3 initiation in 2H 2026; milestone payments from Blackstone ($100M at Phase 3 enrollment completion); watch for enrollment updates.

  • Non-binding proposal; monitor for definitive agreement, regulatory filings, and shareholder response.

  • ProLogium/TDAC
    👁

    SPAC merger expected H2 2026; watch for shareholder vote and SEC effectiveness of registration statement.

  • 👁

    Phase 3 RMS data readout by year-end 2026; new CEO begins June 1; potential NDA filing catalyst.

  • Safety monitoring in ELIMINATE-B trial; additional data updates at medical conferences.

  • CFO transition (June 12); Q2 earnings in August; watch for guidance revisions given Q2 soft guidance.

  • Remediation of material weaknesses expected in 2027; monitor for progress updates and any further governance changes.

Filing Analyses (50)
Nukkleus Inc. DEF 14A mixed materiality 8/10

27-05-2026

Nukkleus Inc. (now T3 Defense Inc.) filed a definitive proxy statement (DEF 14A) for a special meeting on June 18, 2026, seeking stockholder approval for four proposals: (1) issuance of up to 14,084,506 shares upon exercise of warrants, (2) issuance of shares upon conversion of Series B Preferred Stock (up to 9,389,600 shares at $2.13 per share) above the 20% exchange cap, (3) a reverse stock split to regain compliance with Nasdaq's $1.00 minimum bid price requirement (the stock was trading below $1.00 and received a non-compliance notice on May 5, 2026), and (4) adjournment if needed to solicit additional votes. The company raised $20 million via a February 24, 2026 private placement of 400 units of Series B Preferred Stock and warrants. The board recommends voting 'FOR' all proposals.

  • · The company received a Nasdaq non-compliance notice on May 5, 2026 for failing to maintain the $1.00 minimum bid price.
  • · The February 2026 private placement involved 400 units at $50,000 each, totaling $20 million.
  • · Each unit consisted of one restricted share of Series B Preferred Stock and 1.5 restricted warrants to purchase up to 35,211 shares of Common Stock.
  • · The initial conversion price for Series B Preferred Stock is $2.13 per share, subject to adjustment upon stockholder approval and other events.
  • · As of the record date, there were 60,270,525 shares of Common Stock outstanding and 200 shares of Preferred Stock outstanding.
  • · The quorum requirement is 20,756,842 votes (one-third of total voting power).
  • · Proposals One, Two, and Four are non-routine; Proposal Three (reverse split) is routine and allows broker discretionary voting.
  • · The board recommends voting 'FOR' all four proposals.
Streamex Corp. 8-K neutral materiality 3/10

27-05-2026

Streamex Corp. announced the appointment of Kori Handy as Vice President of Product and Design on May 26, 2026. The appointment is effective immediately, as disclosed in a press release attached to the 8-K filing. No financial details or performance metrics were provided.

  • · The appointment was announced via a press release dated May 26, 2026.
  • · The filing is an 8-K with items 8.01 (Other Events) and 9.01 (Financial Statements and Exhibits).
  • · The company's common stock trades on NASDAQ under the symbol STEX.
GridAI Technologies Corp. 10-Q negative materiality 8/10

27-05-2026

GridAI Technologies Corp. reported a net loss of $3.44M for Q1 2026, widening from $1.26M in Q1 2025, driven by a gross loss of $613,740 on revenue of $38,208 and increased operating expenses. Cash and cash equivalents decreased sharply from $899,784 to $385,542, while total assets fell slightly to $47.97M. The company raised $999,000 from promissory notes and $454,628 from warrant exercises, but operating cash flow remained negative at -$1.79M.

  • · Revenue of $38,208 in Q1 2026 vs $0 in Q1 2025, indicating initial revenue generation.
  • · Gross loss of $613,740 on revenue of $38,208, implying cost of services of $651,948.
  • · Research and development expenses increased to $631,380 from $15,827, a 3,890% increase.
  • · General and administrative expenses increased to $2,369,378 from $805,559, a 194% increase.
  • · Interest expense increased to $522,100 from $17,902, a 2,816% increase.
  • · Total liabilities increased to $20,473,029 from $19,718,321, a 3.8% increase.
  • · Accumulated deficit widened to $212,105,618 from $208,780,662.
  • · Non-controlling interest decreased to $5,012,283 from $5,126,029.
  • · The company issued 1,429,118 common shares for exercise of warrants, raising $1,271,431 in additional paid-in capital.
  • · Stock-based compensation of $742,292 was recognized in Q1 2026 (vs $0 in Q1 2025).
  • · Proceeds from promissory notes of $999,000 were received in Q1 2026.
  • · Cash used in operating activities was $1,786,751 in Q1 2026 vs $818,635 in Q1 2025.
  • · Loss from discontinued operations was $0 in Q1 2026 vs $311,515 in Q1 2025.
  • · Basic weighted average shares outstanding increased to 4,451,298 from 1,588,334, a 180% increase.
  • · Loss per share improved slightly to $(0.82) from $(0.84).
TTM TECHNOLOGIES INC 8-K positive materiality 8/10

27-05-2026

TTM Technologies, Inc. held its 2026 Investor Day on May 27, 2026, reiterating its recently raised $4.0 billion revenue expectation for fiscal year 2026 and providing target ranges for non-GAAP operating margin of 13% to 15% and Adjusted EBITDA margin of 16% to 18%. The company also announced steps to obtain a repriced and upsized $400 million Term Loan due May 2030, expected to close in June 2026, which would reduce borrowing costs by 50 basis points, and commitments for up to $1 billion in Revolving Credit facilities maturing in 2031. Cash flow from operations is expected to be $300-$320 million, with free cash flow slightly positive, but no prior-period comparisons or growth rates were provided.

  • · The Term Loan repricing is expected to close in June 2026, subject to definitive documentation and customary closing conditions.
  • · The new Revolving Credit facilities are intended to replace the existing U.S. ABL Revolving Facility and ABL Facility in Asia.
  • · Free cash flow for fiscal year 2026 is expected to be slightly positive.
  • · The company provided non-GAAP operating margin and Adjusted EBITDA margin targets, but did not provide a quantitative reconciliation to GAAP due to the unpredictability of certain items.
Lumen Technologies, Inc. 8-K neutral materiality 4/10

27-05-2026

Lumen Technologies, Inc. filed a Composite Articles of Incorporation amendment effective May 26, 2026, detailing the authorized capital structure of 2.202 billion shares, including 2.2 billion common shares and 2 million preferred shares (with $25 par value). The filing also specifies the terms of the 5% Cumulative Convertible Series L Preferred Stock (325,000 shares), which carries a $1.25 annual cumulative dividend, conversion price of $41.25 per common share, and one vote per share, ranking senior to common stock. Sentiment is neutral as this is a routine governance filing, though the specific capital structure details and conversion terms are notable for current and potential investors.

  • · The authorized total capital stock is 2,202,000,000 shares (2.2B common + 2M preferred)
  • · Series L Preferred Stock has a conversion price of $41.25 per common share (subject to anti-dilution adjustments with a 5% minimum threshold)
  • · Series L Preferred Stock ranks senior to Common Stock and junior to Senior Securities with respect to dividends and liquidation
  • · Dividends on Series L are cumulative, payable quarterly on March 31, June 30, September 30, December 31, with a 5% annual rate on $25 par ($1.25/year)
  • · Series L carries one vote per share, voting together with common stock as a single class on most matters
Artificial Intelligence Technology Solutions Inc. 8-K neutral materiality 3/10

27-05-2026

AITX announced that its subsidiary RAD has converted a retail security pilot into a long-term deployment, as disclosed in a press release issued on May 27, 2026. The filing provides no financial details, quantitative metrics, or period-over-period comparisons, limiting the ability to assess material impact.

  • · The filing is an 8-K under Items 8.01 and 9.01, with the press release attached as Exhibit 99.1.
  • · No financial figures, revenue impact, or deployment scale were disclosed.
  • · The press release is furnished (not filed) under the Exchange Act, limiting liability.
Data Storage Corp 8-K neutral materiality 5/10

27-05-2026

Data Storage Corporation entered into an Equity Distribution Agreement with Maxim Group LLC on May 26, 2026, allowing at-the-market sales of up to $10.6 million of common stock. The agreement replaces a prior July 2024 arrangement and includes a 2.5% commission to Maxim, with no obligation for the company to sell any shares. The filing does not disclose any actual sales or financial performance data.

  • · The agreement replaces the prior Equity Distribution Agreement dated July 18, 2024.
  • · Maxim's obligations are subject to effectiveness of the Registration Statement and customary closing conditions.
  • · The ATM Prospectus is part of the shelf registration statement on Form S-3 (File 333-280881), declared effective on July 26, 2024.
  • · The agreement terminates upon the earlier of sale of all shares or termination as provided in the agreement.
  • · No assurance is given that any shares will be sold under the agreement.
Bain Capital Private Credit 8-K neutral materiality 5/10

27-05-2026

Bain Capital Private Credit's subsidiary BCPC I, LLC secured a new $50 million commitment from Goldman Sachs Bank USA under its existing credit agreement, increasing total lender commitments to $250 million. The new commitment, effective May 21, 2026, was added to the existing facility originally dated November 29, 2023, with Goldman Sachs serving as both administrative agent and lender. The filing reflects continued access to credit facilities but does not disclose any changes in financial performance or operational metrics.

  • · The new commitment was made under Section 2.1(e) of the credit agreement dated November 29, 2023.
  • · Goldman Sachs Bank USA acted as both administrative agent and lender for the new commitment.
  • · The effective date of the new commitment is May 21, 2026.
  • · Conditions precedent include satisfaction of standard credit agreement conditions, delivery of legal opinions, and no existing default.
  • · The agreement is governed by New York law.
Rani Therapeutics Holdings, Inc. 8-K neutral materiality 7/10

27-05-2026

Rani Therapeutics Holdings, Inc. (RANI) entered into a securities purchase agreement on May 26, 2026, to sell 12,476,637 shares of Class A common stock and pre-funded warrants to purchase 6,214,953 shares at a combined offering price of $1.07 per share/warrant, expecting gross proceeds of approximately $20.0 million. The offering, which closed on May 27, 2026, includes a 60-day lock-up for directors, officers, and certain stockholders, and a 90-day restriction on Rani issuing additional shares. The company engaged H.C. Wainwright & Co. as lead placement agent and Chardan Capital Markets as placement agent, paying a 6.0% cash fee on gross proceeds.

  • · The offering was made under Rani's existing Form S-3 registration statement (No. 333-289424), declared effective on August 14, 2025.
  • · The pre-funded warrants are exercisable immediately at $0.0001 per share and have no expiration until exercised in full.
  • · Rani agreed to reimburse placement agents for certain expenses in addition to the 6.0% cash fee.
  • · The Purchase Agreement includes customary representations, warranties, indemnification obligations, and conditions to closing.
  • · The lock-up agreements for directors, officers, and certain stockholders last 60 days from the date of the Purchase Agreement.
Ramiah Investment Group 13F-HR neutral materiality 6/10

27-05-2026

Ramiah Investment Group filed its Form 13F for the period ending December 31, 2019, reporting a portfolio value of approximately $101.3 million across 72 equity holdings. The portfolio is heavily weighted toward fixed-income and income-oriented ETFs and closed-end funds, with the largest positions in Invesco QQQ Trust ($13.4M), SPDR S&P 500 ETF ($11.6M), and iShares S&P 500 Growth ETF ($8.4M). The filing reflects a diversified, income-focused strategy with significant exposure to municipal bonds, high-yield bonds, and real estate ETFs, alongside select large-cap financial and technology stocks.

  • · The portfolio includes 72 positions with a total market value of $101,284,028 as of December 31, 2019.
  • · The largest position by market value is Invesco QQQ Trust at $13,419,305 (63,117 shares).
  • · The largest position by share count is iShares U.S. Real Estate ETF with 81,713 shares ($7,605,846).
  • · Fixed-income exposure is significant: iShares Core US Aggregate Bond ETF ($2.1M), Vanguard Total Bond Market ETF ($2.4M), PIMCO Active Bond ETF ($1.0M), and multiple municipal bond funds from BlackRock, Invesco, Eaton Vance, BNY Mellon, and Neuberger Berman.
  • · Regional bank exposure includes Citizens Financial ($450,690), Huntington Bancshares ($413,659), KeyCorp ($483,857), Regions Financial ($471,351), Truist Financial ($929,111), and Zions Bancorporation ($453,625).
  • · Technology holdings include Oracle ($428,131), Synopsys ($572,530), and JPMorgan Chase ($494,731).
  • · The filing is signed by Daena Ramiah, VP of Investments, dated May 26, 2026, for the period ending December 31, 2019 (a significant filing delay of over 6 years).
  • · No period-over-period comparisons are available as this is a single-period snapshot filing.
NEWS CORP 8-K neutral materiality 3/10

27-05-2026

News Corp filed an 8-K on May 27, 2026, disclosing its ongoing stock repurchase program authorized up to $1 billion in aggregate of Class A and Class B common stock. The filing includes daily transaction disclosures provided to the Australian Securities Exchange (ASX) as required by ASX rules. No financial results or material changes were reported.

  • · The repurchase program covers up to $1 billion in aggregate of Class A and Class B common stock.
  • · Daily transaction disclosures are provided to the ASX under ASX rules.
  • · The filing includes forward-looking statements regarding the intent to repurchase shares from time to time.
  • · No financial statements or material operational changes were included in this filing.
LIQTECH INTERNATIONAL INC S-1 mixed materiality 9/10

27-05-2026

LiqTech International filed an S-1 registration statement for a public offering of up to $20 million of common stock (or $23 million if the underwriter's over-allotment is exercised in full), with an assumed offering price of $1.80 per share. The company also concurrently plans a private placement to cancel $3.0 million of senior promissory notes in exchange for common stock. Proceeds will be used to repay $3.0 million in senior notes (after cancellation), $1.1 million in OID notes, and for working capital. However, the company recently issued $1.1 million in high-discount (9.09% OID) short-term notes due in two months, indicating ongoing cash needs, and remains a smaller reporting company with limited disclosure requirements.

  • · The company is a smaller reporting company and can take advantage of reduced disclosure requirements, including not needing auditor attestation under Section 404(b) of Sarbanes-Oxley.
  • · Pre-funded warrants are offered to purchasers who would otherwise exceed 4.99% (or 9.99%) beneficial ownership; each warrant has an exercise price of $0.001 per share.
  • · Underwriter warrants have a three-year expiration and an exercise price of 125% of the public offering price.
  • · The company's principal executive office is in Ballerup, Denmark, with operations in Denmark, the U.S., and China.
  • · The OID Notes have a two-month term and do not bear interest unless unpaid after maturity, then interest accrues at 10% per annum, increasing 1% monthly up to 16%.
  • · The company has granted the underwriter a 45-day over-allotment option to purchase up to an additional $3,000,000 of shares (15% of the offering).
GOLDENWELL BIOTECH, INC. 8-K negative materiality 8/10

27-05-2026

Goldenwell Biotech, Inc. disclosed that its previously issued financial statements for the quarters ended March 31, June 30, and September 30, 2025, should no longer be relied upon due to accounting errors. The errors involve the mis-timing of $9,840 in legal fees and improper revenue recognition and prepaid fee classification related to a service contract and OTC Markets Group, Inc. The company plans to restate these financial statements by approximately June 30, 2026.

  • · The restatement will amend three quarterly reports: March 31, 2025 (add $2,280 legal fees), June 30, 2025 (add $2,200 legal fees), and September 30, 2025 (add $2,080 legal fees).
  • · Additional errors include improper timing of revenue recognition on a service contract and misclassification of prepaid fees to OTC Markets Group, Inc.
  • · The company's independent auditor, Michael Gillsepie & Associates, notified the company of the GAAP non-compliance on May 19, 2025.
  • · The company expects to complete the restatement by approximately June 30, 2026.
Solo Brands, Inc. 8-K mixed materiality 5/10

27-05-2026

Solo Brands, Inc. held its 2026 Annual Meeting on May 22, 2026, where stockholders approved the Amended and Restated 2021 Incentive Award Plan, increasing the number of shares authorized for issuance. Two Class II directors, Paul Furer and Peter Laurinaitis, were elected to serve until 2029. The ratification of BDO USA, P.C. as independent auditor for 2026 was also approved. However, the director elections and the incentive plan approval each had significant broker non-votes of 655,734 shares, indicating notable shareholder abstention.

  • · The company's Class A common stock trades on the OTCQB Venture Market under the symbol SBDS.
  • · Solo Brands is an emerging growth company and has not elected to use the extended transition period for complying with new financial accounting standards.
  • · Proposal 4 (adjournment) was approved but not needed because Proposal 3 (Incentive Plan) passed.
  • · The Incentive Plan description is incorporated by reference from the definitive proxy statement filed on April 10, 2026.
  • · The full text of the Incentive Plan is filed as Exhibit 10.1 to this 8-K.
Apollo Asset Backed Credit Co LLC 8-K neutral materiality 5/10

27-05-2026

Apollo Asset Backed Credit Co LLC filed an 8-K on May 27, 2026, reporting unregistered sales of equity securities as of May 1, 2026, with aggregate consideration of $54,624,975 across Series I and II shares. The company also announced net asset values per share as of April 30, 2026, ranging from $24.97 to $25.84 for various share classes, and declared distributions payable on June 29, 2026, with amounts per share from $0.0858 to $0.1630. No prior period comparisons are provided, limiting trend analysis.

  • · Net asset values per share as of April 30, 2026 range from $24.97 (Series I P-S Shares) to $25.84 (Series II T-I Shares).
  • · Distributions declared per share range from $0.0858 (Series I T-S Shares) to $0.1630 (Series II E Shares).
  • · Record date for distributions is May 31, 2026, payable on or about June 29, 2026.
  • · No A-II Shares, I (Acc) or F-I (Acc) Shares were outstanding as of April 30, 2026.
Pasqal Holding SAS 425 neutral materiality 8/10

27-05-2026

Bleichroeder Acquisition Corp. II and Pasqal Holding SAS have amended their merger agreement, increasing the subscription price for convertible bonds by $50.0 million to $250.0 million, and added a new purchaser advised by Inflection Point Asset Management LLC. The amendment also restructures the transaction by substituting a new merger sub and updating related provisions. The parties have filed a registration statement on Form F-4 with the SEC in connection with the business combination.

  • · The Amendment and Assignment Agreement was entered into on May 26, 2026, and assigns Parent Merger Sub's rights and obligations under the Merger Agreement to New Merger Sub.
  • · The SPA Amendment was entered into on May 23, 2026, and joins a new accredited investor advised by Inflection Point as an additional Purchaser.
  • · The joint press release was issued on May 26, 2026, announcing the public filing of the Form F-4 registration statement.
  • · Bleichroeder's Class A ordinary shares, warrants, and units are listed on Nasdaq under symbols BBCQ, BBCQW, and BBCQU, respectively.
Futurewave Acquisition Corp S-1/A mixed materiality 8/10

27-05-2026

Futurewave Acquisition Corp filed an S-1/A registration statement for its initial public offering of 5,000,000 units (or 5,750,000 if over-allotment is exercised) at $10.00 per unit, with gross proceeds of $50,000,000 ($57,500,000 with over-allotment). The SPAC has no operations and no target identified, and proceeds will be held in trust. However, the offering presents significant dilution to public shareholders, with net tangible book value per share ranging from $5.09 (25% redemptions, no over-allotment) to $0.29 (maximum redemptions), and dilution per share from $2.91 to $7.71, highlighting substantial risk.

  • · The SPAC qualifies as an 'emerging growth company' under the JOBS Act, subject to reduced reporting requirements.
  • · The company was incorporated on February 16, 2026, as a Cayman Islands exempted company.
  • · The trust account will be maintained by Continental Stock Transfer & Trust Company and invested only in U.S. government treasury obligations or money market funds under Rule 2a-7.
  • · The underwriter, Polaris Advisory Partners, will receive Representative Shares equal to 3% of total ordinary shares sold in the offering.
  • · The company has no specific business combination under consideration and has not contacted any prospective target.
  • · The offering is on a firm commitment basis.
  • · The securities are expected to trade on Nasdaq under symbols FWAC (ordinary shares), FWACW (warrants), and FWACR (rights).
INTERNET SCIENCES INC. 8-K neutral materiality 3/10

27-05-2026

On May 18, 2026, Director Debra Bigman informed Internet Sciences Inc. that she will not stand for re-election at the 2026 Annual Meeting of Shareholders, with her term expiring at that meeting. The departure is not due to any disagreement with the company regarding operations, policies, or practices. No financial impact or other material changes were disclosed.

  • · Debra Bigman's current term expires at the 2026 Annual Meeting of Shareholders.
  • · The filing was signed by CEO Lynda Chervil on May 26, 2026.
  • · Internet Sciences Inc. is an emerging growth company and has not elected to use the extended transition period for complying with new or revised financial accounting standards.
Backblaze, Inc. 8-K positive materiality 3/10

27-05-2026

Backblaze, Inc. held its 2026 Annual Meeting on May 26, 2026, where two proposals were voted on. Jocelyn Carter-Miller was elected as a Class II director with 17.7 million votes for and 8.8 million against, while the ratification of Deloitte & Touche LLP as independent auditor was overwhelmingly approved with 40.1 million votes for. The meeting had a quorum of 41.7 million shares representing over 69.53% of voting power.

  • · Quorum was achieved with 41,732,676 shares out of shares entitled to vote as of April 1, 2026.
  • · For Proposal One (Director election): 17,716,763 for, 8,798,882 against, 43,583 abstained, 15,173,448 broker non-votes.
  • · For Proposal Two (Auditor ratification): 40,101,662 for, 467,994 against, 1,163,020 abstained, no broker non-votes.
  • · Auditor ratification had no broker non-votes because it is considered a routine matter under NYSE/Nasdaq rules.
  • · The definitive proxy statement was filed with the SEC on April 15, 2026.
Five9, Inc. 8-K neutral materiality 1/10

27-05-2026

Five9, Inc. filed a restated certificate of incorporation with the Delaware Secretary of State on May 20, 2026, as disclosed in an 8-K filing on May 27, 2026. This amendment to the charter/bylaws is a routine corporate governance update with no immediate financial impact.

  • · The restated certificate of incorporation was filed on May 20, 2026, at 11:42 AM.
  • · The filing is an 8-K under Item 5.03 (Amendments to Articles of Incorporation or Bylaws).
NextTrip, Inc. S-3/A mixed materiality 7/10

27-05-2026

NextTrip, Inc. filed an S-3/A registration statement with the SEC on May 27, 2026, covering the fiscal year ended February 28, 2025. The company operates as a technology-forward travel and media company with two segments: Travel (including NXT2.0, Five Star Alliance, TA Pipeline, JournyGO, and Travel Magazine Pro) and Media (including JOURNY.tv and Travel Magazine). However, the company is in early commercial stages with nominal revenues, limited operating history, and substantial doubt about its ability to continue as a going concern, requiring significant additional capital to execute its business model.

  • · Five Star Alliance was acquired in April 2025 and has a 4.9-star Trustpilot rating.
  • · TA Pipeline was acquired in August 2025 and specializes in groups of 50 to 5,000 travelers.
  • · JournyGO was launched on March 31, 2026, as an agentic AI-powered booking ecosystem.
  • · GoUSA TV assets were acquired in February 2026, including original content, brand rights, and distribution assets.
  • · A joint venture with KC Global Media was entered in July 2025 to expand JOURNY.tv into India, Southeast Asia, Africa, and Australia/New Zealand.
  • · The company expects to continue incurring net losses and negative cash flows for the foreseeable future.
  • · The filing is a shelf registration (S-3/A) for the fiscal year ended February 28, 2025.
Hi-Great Group Holding Co 10-K negative materiality 9/10

27-05-2026

Hi-Great Group Holding Co reported a net loss of $87,208 for FY2025, widening from a net loss of $48,616 in FY2024, with revenue declining 46.6% to $36,958 from $69,210. The company's cash position dropped sharply to $521 from $2,140, and total assets fell 75.3% to $21,494, while stockholders' deficit deepened to ($247,937) from ($163,229). The company outlines expansion plans for its weekend farming destination concept but faces significant financial distress.

  • · Gross profit swung to a loss of ($24,708) in FY2025 from a profit of $33,968 in FY2024, driven by inventory shrinkage of $41,946.
  • · Operating expenses decreased 25.1% to $62,500 from $83,477, but operating loss widened to ($87,208) from ($49,509).
  • · Cash flow from operations was negative ($89,609) in FY2025 versus positive $36,800 in FY2024.
  • · Financing activities provided $87,990 in FY2025, primarily from notes payable – related party, compared to ($34,660) used in FY2024.
  • · Accumulated deficit increased to ($980,002) from ($892,794), and total liabilities rose to $269,431 from $250,160.
  • · The company issued 2,500,000 common shares during FY2025, increasing shares outstanding to 102,500,000.
Trillion Energy International Inc. 20-F negative materiality 10/10

27-05-2026

Trillion Energy International Inc. reported a significant deterioration in financial health for the year ended December 31, 2025. Operating revenue dropped 58.9% YoY to $2.88M from $7.00M in 2024, while the net loss widened dramatically to $49.22M compared to a $9.13M loss in the prior year. The company's assets collapsed by 94.3% to $3.10M, and shareholders' equity swung from a positive $14.15M to a deficiency of ($38.90M) as the company faces severe liquidity challenges with a working capital deficit of ($34.37M) and only $430K in cash.

  • · Net cash provided by operating activities improved to $1.24M in FY2025 from ($5.70M) used in FY2024, a positive swing.
  • · Investing activities used $0.79M in FY2025 vs. $0.78M provided in FY2024.
  • · Financing activities used $0.55M in FY2025 vs. $3.72M provided in FY2024.
  • · The company's weighted average shares outstanding increased 32.9% YoY to 37.8M from 28.5M.
  • · Total liabilities increased slightly to $42.00M from $40.72M, rising 3.2% YoY.
PBF Holding Co LLC 8-K neutral materiality 5/10

27-05-2026

PBF Holding Co LLC priced a private offering of $500 million in 7.25% senior unsecured notes due 2034 on May 26, 2026, with the closing expected on May 28, 2026. This is a debt capital raise that increases the company's leverage. There are no financial results or period-over-period comparisons in this filing.

  • · The notes are being offered in a private offering to eligible purchasers.
  • · The closing date is May 28, 2026, subject to customary closing conditions.
  • · The filing confirms that the press release does not constitute an offer to sell or solicitation to buy the notes.
DOMINION ENERGY, INC 425 neutral materiality 8/10

27-05-2026

Dominion Energy, Inc. is the subject of a proposed business combination transaction with NextEra Energy, Inc., as communicated via a LinkedIn post relating to a previously filed press release. The filing discusses forward-looking statements related to the merger, which requires shareholder and regulatory approvals and is subject to various risks, including integration challenges, potential failure to close, and impacts on business operations. The document is a solicitation communication and does not provide any current financial or operating results, so no period-over-period comparisons or quantitative performance metrics are available.

  • · The filing is made under Rule 425 and Rule 14a-12, indicating M&A communications and proxy solicitation.
  • · A registration statement on Form S-4 and joint proxy statement/prospectus will be filed with the SEC; investors are urged to read these documents.
  • · Participants in the solicitation include directors and executive officers of both NextEra Energy and Dominion Energy.
  • · NextEra Energy's proxy statement for its 2026 annual meeting was filed April 1, 2026; Dominion Energy's proxy statement was filed March 19, 2026.
  • · NextEra Energy's 10-K for FY2025 was filed February 13, 2026; Dominion Energy's 10-K was filed February 23, 2026.
Expensify, Inc. 8-K positive materiality 6/10

27-05-2026

Expensify, Inc. held its 2026 Annual Meeting on May 22, 2026, where stockholders elected eight directors, ratified KPMG LLP as auditor for FY2026, approved executive compensation on an advisory basis, and approved amendments to the certificate of incorporation for a reverse stock split and corresponding decrease in authorized shares. All proposals passed with strong support, though the reverse stock split proposal had notable opposition with 5,199,186 votes against.

  • · Proposal 1 (Election of Directors): All eight nominees received over 456 million votes 'For', with Ellen Pao receiving the most 'For' votes (463,909,648) and David Barrett the fewest (456,161,131).
  • · Proposal 2 (Ratification of KPMG): 507,688,387 votes 'For', 79,336 'Against', 6,220,085 'Abstain', and no broker non-votes.
  • · Proposal 3 (Advisory Vote on Executive Compensation): 463,816,243 'For', 10,148,633 'Against', 6,108,047 'Abstain', with 33,914,885 broker non-votes.
  • · Proposal 4 (Reverse Stock Split and Authorized Share Decrease): 508,746,708 'For', 5,199,186 'Against', 41,914 'Abstain', with no broker non-votes.
  • · Broker non-votes were 33,914,885 for Proposals 1 and 3, but zero for Proposals 2 and 4.
HOME DEPOT, INC. 10-Q mixed materiality 8/10

27-05-2026

Home Depot reported Q1 FY2026 net sales of $41,765M, up 4.8% YoY from $39,856M, driven by growth in the core Home Depot segment. However, operating income declined 3.0% to $4,981M from $5,133M, and net earnings fell 4.2% to $3,289M from $3,433M, reflecting higher operating expenses and a slight increase in interest expense. Diluted EPS decreased to $3.30 from $3.45, while cash flow from operations improved significantly to $6,032M from $4,325M.

  • · Total assets increased to $107,904M as of May 3, 2026 from $105,095M at February 1, 2026.
  • · Total liabilities rose to $94,030M from $92,282M over the same period.
  • · Cash dividends paid were $2,320M in Q1 FY2026, up slightly from $2,286M in Q1 FY2025.
  • · Capital expenditures were $844M in Q1 FY2026 vs. $806M in the prior year quarter.
  • · Payments for businesses acquired, net, totaled $286M in Q1 FY2026, up from $156M in Q1 FY2025.
  • · Short-term debt decreased to $3,503M from $4,464M at fiscal year-end.
  • · Long-term debt (excluding current installments) decreased to $44,828M from $46,341M.
  • · Merchandise inventories increased to $27,280M from $25,817M at fiscal year-end.
  • · Accounts payable rose to $14,373M from $11,491M.
  • · The effective tax rate was approximately 24.9% for Q1 FY2026 vs. 24.4% for Q1 FY2025.
  • · Foreign currency translation adjustments resulted in a loss of $8M in Q1 FY2026 vs. a gain of $122M in Q1 FY2025.
  • · Cash paid for income taxes dropped sharply to $180M from $1,098M year-over-year.
ROSS STORES, INC. 8-K positive materiality 5/10

27-05-2026

Ross Stores, Inc. held its Annual Meeting of Stockholders on May 20, 2026, where all four proposals were approved. All 9 director nominees were elected, and stockholders approved the 2026 Equity Incentive Plan, the advisory resolution on executive compensation, and the ratification of Deloitte & Touche LLP as the independent auditor for fiscal year ending January 30, 2027.

  • · All 9 director nominees were elected with strong support, with James G. Conroy receiving the highest 'For' votes (264,380,448) and the lowest 'Against' votes (1,938,195).
  • · The 2026 Equity Incentive Plan was approved with 257,919,061 votes in favor and 8,132,534 against.
  • · The advisory vote on executive compensation passed with 246,144,167 votes in favor and 19,809,647 against.
  • · Ratification of Deloitte & Touche LLP as independent auditor was approved with 270,432,479 votes in favor and 15,149,535 against.
  • · Broker non-votes totaled 19,229,838 for all director elections and proposals 1-3, but only 115,065 abstentions for proposal 4 (auditor ratification).
CALLAN JMB INC. 8-K negative materiality 6/10

27-05-2026

Callan JMB Inc. entered into an At-The-Market Issuance Sales Agreement with Alexander Capital, L.P., authorizing the sale of up to $5,000,000 worth of common stock in at-the-market offerings. The company will pay a 3% commission on gross proceeds and intends to use net proceeds for working capital and general corporate purposes.

  • · The filing references forward-looking statements that mention the company's intent to submit a plan to regain compliance with the Stockholders' Equity Requirement within 45 calendar days, indicating the company was in non-compliance with Nasdaq listing standards as of the filing date.
  • · Shares sold under the agreement will be issued pursuant to an S-3 registration statement (File No. 333-296253) filed on May 26, 2026.
  • · Sales may be made directly on the Nasdaq Capital Market, other trading markets, or to/through a market maker, and also in privately negotiated transactions with prior written approval.
Worthington Steel, Inc. 8-K positive materiality 8/10

27-05-2026

Worthington Steel, Inc. (WS) announced that the German Federal Cartel Office granted merger control clearance on May 27, 2026, the final regulatory condition for its voluntary public cash takeover of Klöckner & Co SE. All conditions of the offer have been satisfied, and the acquisition is expected to close on June 3, 2026, at a cash consideration of €11.00 per share.

  • · The initial acceptance period for the Offer expired on March 26, 2026, and the Offer closed after the additional acceptance period on April 14, 2026.
  • · The German Federal Cartel Office clearance was the final Regulatory Condition required for closing.
  • · The acquisition is expected to close on June 3, 2026.
GameStop Corp. 425 neutral materiality 9/10

27-05-2026

GameStop Corp. filed a 425 communication regarding its proposed acquisition of eBay Inc. for $125 per share in a cash-and-stock deal. The filing discloses that GameStop beneficially owns 25,000 eBay shares and has entered into put/call options providing economic exposure to an additional 33,497,000 shares. The proposal is non-binding and subject to regulatory approvals, shareholder approvals, and other conditions, with no definitive agreement yet reached.

  • · The put/call options expire on February 23, 2028, and are settleable in cash until the HSR Act Condition is satisfied, after which they can be settled in cash or shares.
  • · GameStop delivered a non-binding proposal to eBay's board on May 3, 2026.
  • · The filing includes forward-looking statements and disclaimers regarding the accuracy of publicly available information about eBay.
  • · GameStop's 2026 Annual Meeting of Stockholders is scheduled for July 7, 2026, and the proxy statement was filed on May 22, 2026.
Apogee Therapeutics, Inc. 8-K positive materiality 9/10

27-05-2026

Apogee Therapeutics announced positive 16-week induction dose optimization results from Part B of the Phase 2 APEX trial of zumilokibart in moderate-to-severe atopic dermatitis. The mid-dose achieved EASI-75 in 65.9% of patients vs 23.4% for placebo (p<0.001) and met key secondary endpoints including IGA 0/1 (46.0% vs 10.9%) and EASI-90 (47.4% vs 9.3%). However, the high-dose showed a lower EASI-75 response (61.6%) than the mid-dose, and conjunctivitis rates were dose-dependent (10.6% for mid-dose, 20.7% for high-dose). The company plans to initiate Phase 3 trials with the mid-dose in 2H 2026.

  • · The APEX Phase 2 Part A 16-week results were announced in July 2025, and 52-week maintenance results in March 2026.
  • · The mid-dose from Phase 2 is the planned Phase 3 dose.
  • · Phase 3 ADventure 1 and 2 monotherapy trials are expected to enroll approximately 400 patients each, with co-primary endpoints EASI-75 and IGA 0/1 at Week 16.
  • · Phase 3 ADventure TCS trial will evaluate zumilokibart in combination with background topical corticosteroids, also enrolling ~400 patients.
  • · ASPIRE Phase 2b asthma trial is designed to be potentially registrational, enrolling ~500 patients with primary endpoint annualized exacerbation rate at Week 52.
  • · ELEVATE Phase 2a EoE trial is an open-label, proof-of-concept study enrolling 30-50 patients.
  • · Launch of zumilokibart in AD is anticipated in 2029.
  • · Phase 1b head-to-head trial of APG279 vs DUPIXENT data readout expected 2H 2026.
  • · Additional pipeline program announcement expected in 1H 2027.
Nano Dimension Ltd. 8-K neutral materiality 5/10

27-05-2026

Nano Dimension Ltd. announced the sale of MarkForged, Inc. to Stratasys on May 27, 2026, as disclosed in an 8-K filing. The transaction was communicated via a press release attached as Exhibit 99.1. No financial terms or performance metrics were provided in the filing.

  • · The filing is an 8-K under Items 8.01 (Other Events) and 9.01 (Financial Statements and Exhibits).
  • · The press release is dated May 27, 2026, and is incorporated by reference.
  • · The registrant is Nano Dimension Ltd., incorporated in Israel, with principal executive offices in Waltham, MA.
  • · The company's American Depositary Shares trade on Nasdaq under the symbol NNDM.
Apogee Therapeutics, Inc. 8-K positive materiality 9/10

27-05-2026

Apogee Therapeutics announced a strategic financing collaboration with Blackstone Life Sciences for up to $1.3 billion in non-dilutive capital, including up to $800 million in synthetic royalty funding and up to $500 million in senior corporate debt. The company also reported APEX Phase 2 Part B results and removed its cash runway end date guidance, positioning itself to achieve a self-sustainable financial profile through commercialization of zumilokibart without future equity financing. However, the transaction is contingent on achieving specific milestones (Phase 3 enrollment, positive Phase 3 data, FDA approval) and the debt portion is only available at mutual consent, introducing execution risk.

  • · The synthetic royalty is for a term of 15 years on worldwide annual sales of zumilokibart, with low-to-mid single digit tiered royalties that decrease based on sales.
  • · No royalties are due on global annual sales exceeding $8 billion.
  • · The first $400 million in preapproval funding is divided into 3 tranches: $100M at signing, $100M upon Phase 3 enrollment completion, and $200M upon positive Phase 3 data.
  • · Upon FDA approval, up to $400 million in additional funding is available, with $150 million at Apogee's option.
  • · The funding agreement includes specific provisions on change of control, with an option to buy back a significant portion of the royalty.
  • · The senior debt of up to $500 million is available only at mutual consent of Apogee and Blackstone.
  • · Apogee removed its cash runway end date guidance as a result of the funding agreement.
  • · Goldman Sachs served as exclusive financial advisor to Apogee; Latham & Watkins as legal counsel to Apogee; Ropes & Gray as legal counsel to Blackstone.
  • · This is described as the largest royalty financing for a pre-Phase 3 program to date.
Capri Holdings Ltd 8-K mixed materiality 8/10

27-05-2026

Capri Holdings reported Q4 FY2026 revenue of $796M, down 3.7% YoY (7.0% constant currency), but improved operating margin to (3.4)% from (6.9)% and returned to profitability with adjusted EPS of $0.22 vs. $(4.55) prior year. Michael Kors revenue declined 5.5% while Jimmy Choo grew 5.3% (flat constant currency). The company issued FY2027 guidance of low-single-digit revenue growth (~$3.525B) and ~40% adjusted EPS growth to $2.15, but faces headwinds from tariffs and mixed brand performance.

  • · The company completed the sale of Versace on December 2, 2025, and Versace is classified as discontinued operations.
  • · IEEPA tariff refund receivable of $65 million recorded, with $40 million reducing cost of goods sold and $25 million reducing inventory.
  • · Michael Kors Q4 operating income improved to $57M from $32M, margin 8.7% vs 4.6%.
  • · Jimmy Choo Q4 operating loss widened to $20M from $10M, margin (14.3)% vs (7.5)%.
  • · FY2027 guidance includes an incremental 10% tariff rate assumption effective February 24, 2026.
  • · Q1 FY2027 revenue guidance of $750M and EPS of $0.40.
  • · Share repurchase authorization remaining $921M as of March 28, 2026.
Tonix Pharmaceuticals Holding Corp. 8-K positive materiality 6/10

27-05-2026

Tonix Pharmaceuticals announced the publication of a Phase 1 study of TNX-1500, an anti-CD154 monoclonal antibody, in the Journal of Clinical Immunology. The study in 26 healthy volunteers showed TNX-1500 blocked primary T cell-dependent antibody responses (TDAR) at all doses tested (3, 10, and 30 mg/kg) and reduced peak secondary TDAR by approximately 70% at the lowest dose. The results support further development for organ transplant rejection and autoimmune diseases, though the study was limited to single-ascending doses in healthy adults and did not include efficacy data in patient populations.

  • · Study was first-in-human, randomized, double-blind, placebo-controlled, single-ascending dose escalation.
  • · Participants enrolled across three ascending dose cohorts: 3, 10, and 30 mg/kg, plus placebo.
  • · Single intravenous infusion of TNX-1500 or placebo was followed by intramuscular KLH injections on days 2 and 29.
  • · Monitoring period was 120 days.
  • · TNX-1500 blocked primary TDAR at all doses and blocked secondary response at 10 and 30 mg/kg doses.
  • · The paper was published in the peer-reviewed Journal of Clinical Immunology.
  • · TNX-1500 is being developed for prevention of organ transplant rejection and treatment of autoimmune diseases.
Sound Point Meridian Capital, Inc. 8-K neutral materiality 5/10

27-05-2026

Sound Point Meridian Capital, Inc. (SPMA) filed an 8-K on May 27, 2026, announcing financial results for the fourth fiscal quarter ended March 31, 2026, along with additional activity through April 30, 2026. The press release containing the detailed results is attached as Exhibit 99.1 and incorporated by reference, but no specific financial figures or period-over-period comparisons are provided in the 8-K itself.

  • · The filing references financial results for the fourth fiscal quarter ended March 31, 2026, and additional activity through April 30, 2026.
  • · Detailed financial data is contained in Exhibit 99.1, which is incorporated by reference but not reproduced in the 8-K text.
  • · The company has three classes of securities listed on the NYSE: Common Stock (SPMC), 8.00% Series A Preferred Stock due 2029 (SPMA), and 7.875% Series B Preferred Stock due 2030 (SPME).
NorthWestern Energy Group, Inc. 8-K neutral materiality 5/10

27-05-2026

NorthWestern Energy Group, Inc. (NWE) announced that its CFO Crystal Lail, director Travis Meyer, and treasurer Emilie Ng will present at investor conferences in May and June 2026, reaffirming 2026 non-GAAP earnings guidance of $3.68 to $3.83 per diluted share. The company furnished a slide presentation via Form 8-K under Regulation FD.

  • · The presentation is furnished as Exhibit 99.1 and is not deemed filed under the Exchange Act.
  • · Conferences include Bank of America Power, Utilities & Cleantech Conference (May 27, 2026), BMO non-deal roadshow (June 2, 2026), and Mizuho Mid-Cap Utilities Conference (June 4, 2026).
  • · Guidance is non-GAAP and reaffirmed; no specific GAAP metrics or prior-period comparisons were provided.
DYCOM INDUSTRIES INC 8-K positive materiality 9/10

27-05-2026

Dycom Industries reported record Q1 FY2027 results with contract revenues of $1.965B, up 56.1% YoY (24.7% organically), and net income of $91.3M (+49.5% YoY). Adjusted EBITDA rose 74.6% to $262.5M with margin expansion of 141 bps to 13.4%. The company also announced the acquisition of National Technology Integrators for $275M, expected to close in Q2 FY2027, and raised its full-year fiscal 2027 revenue outlook to $7.38B-$7.65B. However, the company's cash and equivalents declined 24.0% from $709.2M to $538.8M, and interest expense more than doubled to $35.5M.

  • · Communications segment revenues of $1.569B grew 24.7% organically YoY; Non-GAAP Adjusted EBITDA margin of 12.3% increased 31 bps YoY.
  • · Building Systems segment revenues of $395.4M with Non-GAAP Adjusted EBITDA margin of 17.7%.
  • · Acquisition of National Technology Integrators for $275M is expected to close before end of Q2 FY2027; acquired business will be in Building Systems segment with initial annual revenue run-rate of ~$175M and mid-to-high teens Adjusted EBITDA margins.
  • · FY2027 outlook: Communications revenues $6.03B-$6.20B; Building Systems revenues $1.35B-$1.45B.
  • · Q2 FY2027 outlook: Non-GAAP Adjusted Diluted EPS (excl. amortization) $4.40-$4.82.
  • · Total assets as of May 2, 2026: $6.180B; total liabilities: $4.285B; stockholders' equity: $1.896B.
  • · Long-term debt as of May 2, 2026: $2.810B (essentially flat vs. $2.810B at Jan 31, 2026).
  • · Diluted shares used in EPS calculation: 30,382,000 (Q1 FY2027) vs. 28,930,399 (Q1 FY2026).
DICK'S SPORTING GOODS, INC. 8-K mixed materiality 9/10

27-05-2026

DICK'S Sporting Goods reported Q1 FY2026 consolidated net sales of $5.165B, up 62.7% YoY, primarily driven by the inclusion of the Foot Locker Business acquired in September 2025. GAAP EPS rose to $3.54 vs $3.24 in Q1 2025 (+9.3%), but non-GAAP EPS fell 14% to $2.90 from $3.37, reflecting acquisition-related dilution from 9.6 million additional shares. The DICK'S Business delivered strong 6.0% comp sales growth (on top of 4.5% and 5.3% gains in prior years), while the Foot Locker Business returned to positive comps of 0.6% (vs -2.9% a year ago) and generated segment profit of $17.5 million. However, inventory jumped 52% to $5.42B, share repurchases fell 53% to $141M, and GAAP operating margin contracted 281 bps to 8.7% (non-GAAP down 402 bps to 7.3%). The company raised the low end of full-year comp sales guidance for both segments but trimmed consolidated GAAP operating income guidance to $1.69-1.81B from $1.71-1.83B.

  • · DICK'S Business Q1 comp sales of 6.0% came on top of +4.5% in Q1 2025 and +5.3% in Q1 2024, indicating continued market share gains.
  • · DICK'S Business segment profit was flat at $361.0M vs $360.4M year ago despite higher sales, suggesting margin pressure.
  • · Foot Locker Business generated segment profit of $17.5M in Q1, versus break-even or loss in prior periods before acquisition.
  • · Foot Locker International (Europe/Asia Pacific) proforma comp sales still declined 1.7% in Q1, though improved from -8.9% a year ago.
  • · Consolidated net inventory of $5.419B includes $1.7B for Foot Locker; DICK's standalone inventory rose only 3%.
  • · Full-year GAAP EPS guidance cut to $13.27-14.27 from prior $13.70-14.70, reflecting acquisition dilution; non-GAAP EPS outlook unchanged at $13.50-14.50.
  • · Consolidated GAAP operating income guidance lowered to $1.69-1.81B from $1.71-1.83B; non-GAAP raised to $1.71-1.83B from $1.68-1.81B.
  • · Foot Locker Business FY2026 outlook: sales $7.6-7.7B, segment profit $110-150M (margin 1.4-1.9%), comps +1.5% to +3.0%.
  • · DICK'S Business FY2026 outlook: sales $14.5-14.7B, segment profit $1.60-1.68B (margin 11.0-11.4%), comps +2.5% to +4.0%.
  • · Foot Locker Business closed 85 owned stores and opened 2 in Q1; total owned Foot Locker stores at 2,227.
  • · DICK's Business closed 3 stores, opened none; total 888 stores.
  • · A quarterly dividend of $1.25 per share declared, payable June 26, 2026 to holders of record June 12, 2026.
  • · Acquisition of Foot Locker closed on September 8, 2025.
IMMUNIC, INC. 8-K positive materiality 8/10

27-05-2026

Immunic appointed Erik Lundgren as CEO effective June 1, 2026, succeeding Daniel Vitt who remains on the Board and retains scientific strategy responsibilities. Lundgren brings deep MS commercial expertise from Genentech/Roche, including helping launch Ocrevus, to lead Immunic toward commercialization of vidofludimus calcium. The company is preparing for a pivotal Phase 3 RMS data readout by year-end 2026 and potential NDA filing, but remains a pre-revenue late-stage biotech with inherent regulatory and financial risks.

  • · Erik Lundgren holds a BA from Duke University and an MBA from Harvard Business School.
  • · He most recently served as SVP Commercial Portfolio Organization at Genentech, overseeing all therapeutic area commercial strategies.
  • · He previously served as General Manager of Roche Czech Republic and Lifecycle Leader for Huntington's disease at Roche.
  • · Lundgren's initial equity option is for 1,000,000 shares under the 2026 Inducement Equity Compensation Plan, vesting 25% on the one-year anniversary of May 22, 2026 and the remainder monthly over 36 months.
  • · The company's pipeline also includes IMU-856 and IMU-381 for neurodegenerative, chronic inflammatory, and autoimmune diseases.
  • · The filing includes forward-looking statement cautionary language referencing risk factors in the 2025 10-K filed February 26, 2026.
Bath & Body Works, Inc. 8-K mixed materiality 8/10

27-05-2026

Bath & Body Works reported Q1 2026 net sales of $1,378M, down 3% YoY, but exceeded guidance with adjusted EPS of $0.32. However, the company reaffirmed full-year 2026 guidance of net sales declining 4.5% to 2.5%, and Q2 2026 adjusted EPS is forecasted at $0.20-$0.25, down from $0.37 in Q2 2025. CFO Eva Boratto will step down on June 12, with Tom Javitch appointed interim CFO.

  • · Q1 2026 gross profit was $587M, down from $646M in Q1 2025, with gross margin declining from 45.4% to 42.6%.
  • · Q1 2026 general, administrative and store operating expenses decreased to $356M from $437M in Q1 2025, a decline of 18.5%.
  • · Interest expense was $69M in Q1 2026, slightly down from $71M in Q1 2025.
  • · The company repurchased no shares in Q1 2026, compared to $136M in share repurchases in Q1 2025.
  • · Dividends paid were $40M in Q1 2026, down from $43M in Q1 2025.
  • · Capital expenditures were $49M in Q1 2026, up from $37M in Q1 2025.
  • · Inventories decreased to $782M as of May 2, 2026, from $869M a year earlier, a decline of 10.0%.
  • · Total equity deficit improved to $(1,131)M from $(1,450)M a year earlier.
  • · The company opened 13 company-operated stores and closed 17 in Q1 2026, net decrease of 4 stores.
  • · International partner-operated stores increased by 6 net (8 opened, 2 closed) in Q1 2026.
  • · Full-year 2026 forecasted net cash provided by operating activities is $870M, with forecasted capital expenditures of $270M.
  • · No share repurchases or tariff refunds are assumed in the 2026 outlook.
ABERCROMBIE & FITCH CO /DE/ 8-K mixed materiality 8/10

27-05-2026

Abercrombie & Fitch reported record first quarter net sales of $1.1 billion, up 2% YoY, marking the 14th consecutive quarter of growth. Growth was led by Americas (+3%) and APAC (+24%), but was partially offset by a 10% decline in EMEA due to the Middle East conflict. Operating margin fell to 8.0% from 9.3% last year, and GAAP EPS declined to $1.47 from $1.59, though it exceeded the company's outlook. The company maintained its full-year outlook for 3%-5% sales growth and EPS of $10.20-$11.00, while repurchasing $105 million in shares during the quarter.

  • · Comparable sales declined 1% overall, with Hollister brands flat and Abercrombie brands flat on a comparable basis.
  • · EMEA comparable sales declined 11% YoY, the worst regional performance.
  • · Hollister brands net sales were flat YoY at $549.1 million, with comparable sales down 2%.
  • · Cash and equivalents decreased to $594 million from $760 million at January 31, 2026, due to share repurchases and capital spending.
  • · Net cash provided by operating activities was only $44 million for the year-to-date period.
  • · The company applied for IEEPA tariff refunds of around $100 million, but the outcome is uncertain.
  • · Full-year tariff impact estimate was reduced to 20 bps unfavorability from 70 bps previously, but Q2 tariff impact is expected to be 120 bps unfavorability.
  • · Full-year effective tax rate outlook increased to around 30% from around 29% previously.
  • · Diluted weighted average share count for full-year outlook reduced to around 44 million from around 45 million previously.
  • · Capital expenditures outlook narrowed to around $225 million from a range of $200-$250 million.
Translational Development Acquisition Corp. 8-K mixed materiality 9/10

27-05-2026

ProLogium, a solid-state battery developer, announced a definitive agreement to merge with SPAC Translational Development Acquisition Corp. (TDAC) at a pre-money valuation of approximately $3.8 billion. The transaction is expected to close in H2 2026, with the combined company listing on Nasdaq under ticker 'PRLG'. ProLogium has shipped over 2.4 million battery cells since 2013 and holds 1,100+ patents, but the merger is subject to shareholder and regulatory approvals, and the company faces risks including potential delays and market competition.

  • · ProLogium commercialized solid-state batteries in 2013 and delivered the world's first solid-state battery demo car with ENOVATE Motor in 2019.
  • · The 4th-generation battery features zero thermal runaway risk, 360 Wh/kg energy density (confirmed by TÜV Rheinland), and UL Solutions ARC testing verified no thermal runaway under HWS method.
  • · ProLogium's first overseas GWh-class facility in Dunkirk, France, completed environmental assessment and building permit by end of 2024; construction expected in 2026, ramp-up Q4 2028–Q1 2029, mass production Q2 2029.
  • · ProLogium received the 2026 Edison Awards Gold Award for its superfluidized all-inorganic solid-state battery technology.
  • · The transaction is subject to approval by shareholders of both ProLogium and TDAC, regulatory approvals, and other customary closing conditions.
  • · ProLogium is expanding into AI data centers, aerospace, robotics, and defense markets in addition to EVs.
Zeo ScientifiX, Inc. 8-K neutral materiality 3/10

27-05-2026

Zeo ScientifiX, Inc. (ZEOX) filed an 8-K on May 27, 2026, announcing the formal launch of its Physician-Led Patient Masterclass program. The program is designed to help physicians mobilize their patient population and provide education on regenerative medicine. No financial data or performance metrics were provided in this filing.

  • · The press release is included as Exhibit 99.1 to the 8-K filing.
  • · The program targets physicians to help educate patients about regenerative medicine.
  • · The filing was signed by Ian T. Bothwell, who holds both CEO and CFO titles.
PRECISION BIOSCIENCES INC 8-K mixed materiality 7/10

27-05-2026

Precision BioSciences presented new PBGENE-HBV clinical and biopsy data from the Phase 1 ELIMINATE-B trial at EASL Congress 2026, showing a 1-log reduction in cccDNA-derived transcripts and 100% pgRNA loss in evaluable patients (n=6). However, safety data revealed transient ≥Grade 3 ALT/AST abnormalities and a treatment-related serious adverse event (hypotension) in the highest dose cohort, leading to mitigation measures.

  • · cccDNA-derived transcripts reduced by 1-log (10-fold) via PBGENE-HBV primary mechanism.
  • · In <1% of remaining cccDNA, PBGENE-HBV indels permanently inactivated viral replication by knocking out polymerase function.
  • · pgRNA established as the biomarker directly reflecting cccDNA elimination.
  • · Complete loss of detectable blood pgRNA corresponded to undetectable pgRNA in post-treatment liver biopsy.
  • · No dose limiting toxicities were observed across 38 doses in 16 patients.
  • · Most common adverse events: infusion-related reactions consistent with LNP effects, onset and resolution within 24 hours.
  • · Transient ≥Grade 3 reversible ALT/AST lab abnormalities observed, but asymptomatic with no elevated bilirubin and no Hy's law.
  • · Grade 3 hypotension observed during dose escalation; one patient in the 0.8 mg/kg cohort experienced two SAEs after second LNP administration (one deemed treatment related, mechanistically linked to hypotension).
  • · Patient is ambulatory, home, and stable.
  • · Mitigation protocol implemented: slower infusion rate and increased steroid doses.
  • · Since mitigation protocol, no ≥Grade 3 hypotension events or ≥Grade 3 LNP-related ALT/AST abnormalities have been observed.
  • · Up to 20% of all doses delivered under the mitigation protocol.
MOVADO GROUP INC 8-K mixed materiality 8/10

27-05-2026

Movado Group reported strong Q1 fiscal 2027 results with net sales increasing 8.1% to $142.4 million and operating income surging to $7.0 million from $0.3 million in the prior year. However, the company noted that first quarter results benefited from positive foreign exchange fluctuations and replenishment shipments, and it expects net sales growth to moderate in the second quarter. Additionally, the Board approved a 14% increase in the quarterly dividend to $0.40 per share, reflecting confidence in long-term prospects despite ongoing geopolitical uncertainty.

  • · Net sales increased 8.1% to $142.4 million, or 4.5% on a constant-dollar basis.
  • · U.S. net sales increased 8.7% YoY; international net sales increased 7.6% (1.6% constant-dollar).
  • · Gross profit was $81.6 million (57.3% margin) vs. $71.4 million (54.1%) in prior year.
  • · Operating expenses were $74.6 million (52.4% of sales) vs. $71.1 million (53.9%) in prior year.
  • · Adjusted operating expenses were $74.1 million (52.0% of sales) vs. $70.5 million (53.5%) in prior year.
  • · Tax provision was $1.9 million vs. $0.7 million in prior year; adjusted tax rate fell to 22.1% from 30.9%.
  • · Net income was $6.9 million ($0.30 EPS) vs. $1.4 million ($0.06 EPS) in prior year.
  • · Adjusted net income was $7.3 million ($0.32 EPS) vs. $1.9 million ($0.08 EPS) in prior year.
  • · Board approved a $0.05 increase in quarterly dividend to $0.40 per share, payable June 24, 2026 to holders of record June 10, 2026.
  • · Company repurchased 61,000 shares during Q1; $44.6 million remaining under share repurchase program.
  • · Company elected not to provide fiscal 2027 outlook due to economic and geopolitical uncertainty, including Middle East conflict.
  • · First quarter results benefited from positive foreign exchange fluctuations and replenishment shipments; net sales growth expected to moderate in Q2.
  • · Declines in the Middle East due to regional conflict were more than offset by strong performance in the U.S. and Europe.
  • · Q1 fiscal 2027 includes a $0.5 million pre-tax charge ($0.4 million after tax, $0.02 per share) related to investigation of misconduct in Dubai branch of Swiss subsidiary.
  • · Q1 fiscal 2026 included a $0.6 million pre-tax charge ($0.5 million after tax, $0.02 per share) for a corporate cost-savings initiative.
G III APPAREL GROUP LTD /DE/ 8-K neutral materiality 3/10

27-05-2026

G-III Apparel Group, Ltd. announced a quarterly cash dividend of $0.10 per share, declared by its Board of Directors on May 26, 2026. The dividend will be paid on July 8, 2026 to shareholders of record as of June 22, 2026. No financial results or period-over-period comparisons were provided in this filing.

  • · Dividend record date: June 22, 2026
  • · Dividend payment date: July 8, 2026
  • · Filing type: 8-K (Items 8.01 and 9.01)
  • · No financial statements or pro forma information were included
MONRO, INC. 8-K mixed materiality 8/10

27-05-2026

Monro, Inc. reported a challenging Q4 FY2026 with sales down 7.2% YoY to $273.8M, driven by the closure of 145 underperforming stores and a 2.4% decline in comparable store sales. However, gross margin expanded 90 basis points to 33.9%, and net loss improved to $6.6M from $21.3M in the prior year. For the full fiscal year, comparable store sales increased 1.4% (first positive in three years), but adjusted diluted EPS fell to $0.42 from $0.48, and the company is not providing FY2027 guidance.

  • · Comparable store sales by category in Q4: front end/shocks +1%, brakes -1%, maintenance services -2%, tires -2%, batteries -3%, alignments -4%.
  • · Q4 operating loss improved to $5.2M from $23.8M in prior year; adjusted operating loss was $2.6M vs adjusted operating income of $1.4M in prior year.
  • · Full year operating income was 1.7% of sales vs 1.1% in prior year; adjusted operating income was 3.1% vs 3.4%.
  • · Q4 interest expense decreased to $4.1M from $4.4M due to lower weighted average debt.
  • · Q4 income tax benefit was $2.6M (effective rate 28.6%) vs $6.8M (24.3%) in prior year.
  • · Diluted loss per share Q4: $(0.23) vs $(0.72) prior year; adjusted diluted loss per share $(0.16) vs $(0.09).
  • · Full year diluted EPS: $0.03 vs $(0.22) prior year; adjusted diluted EPS $0.42 vs $0.48.
  • · First quarter FY2027 cash dividend of $0.28 per share approved, payable June 16, 2026 to shareholders of record June 2, 2026.
  • · Company is not providing fiscal 2027 financial guidance.
  • · Earnings conference call scheduled for May 27, 2026 at 8:30 a.m. ET.
TRIMBLE INC. 8-K mixed materiality 6/10

27-05-2026

Trimble Inc. held its 2026 annual meeting on May 26, 2026, where all four proposals were approved by stockholders, including the election of eight directors (with Mark S. Peek having resigned prior to the meeting), advisory approval of executive compensation, ratification of KPMG LLP as auditor, and amendments to the Employee Stock Purchase Plan. However, several directors received significant withheld votes—Kaigham (Ken) Gabriel (66,477,828 withheld, ~33.3%), Kara Sprague (65,505,920 withheld, ~32.8%), and Thomas Sweet (65,563,218 withheld, ~32.8%)—indicating notable shareholder dissent. Additionally, the company disclosed that Thomas Sweet was appointed Chair of the Audit Committee effective May 26, 2026, and that remediation of previously identified material weaknesses in internal control over financial reporting is anticipated to be completed in 2027.

  • · Mark S. Peek resigned from the Board effective immediately prior to the annual meeting, stepping down as Audit Committee Chair and from the Nominating and Corporate Governance Committee; his resignation was not due to any disagreement with the company.
  • · Thomas Sweet was appointed as Audit Committee Chair effective May 26, 2026, with the Board having made the decision in March 2026.
  • · The Audit Committee will oversee remediation of material weaknesses in internal control over financial reporting, expected to be completed in 2027.
  • · Broker non-votes totaled 13,754,730 shares for director elections and the Say on Pay proposal.

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