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S&P 500 Consumer Discretionary Sector SEC Filings — March 17, 2026

USA S&P 500 Consumer Discretionary

26 high priority24 medium priority50 total filings analysed

Executive Summary

Across 50 filings in the S&P 500 Consumer Discretionary stream (with cross-sector context from retail, hotels, airlines, and adjacent), key themes include robust revenue growth in 8/14 reporting companies (avg +45% YoY, led by Dragonfly +15.8%, Fold +34%, Marwynn +122%) offset by widespread margin compression (avg -200bps) and widening losses (e.g., Fold op loss to $27.7M, SafeSpace -41% YoY), signaling cost pressures amid RV/auto softness and ops disruptions. Capital allocation remains shareholder-friendly with new buybacks ($250M First Industrial, Kforce 10b5-1 plan, CF $1.37B repurchases), steady dividends (Waterstone quarterly, First Guaranty 131st consecutive), and M&A activity ($800M+ Infinity upstream, Fulgent $56.9M assets, Farmer Bros merger). Proxy season ramps up with 15+ AGMs in April-May 2026, highlighting board refreshers and comp votes. Forward guidance mixed: Dragonfly targets EBITDA positivity at $70M run-rate, Frontier Q1 loss $0.32-0.44 amid fuel spikes. Portfolio-level: 6/10 high-materiality filings show mixed sentiment, with hotels/entertainment stable but airlines volatile; actionable now on buybacks amid undervalued growth names.

Tracking the trend? Catch up on the prior S&P 500 Consumer Discretionary Sector SEC Filings digest from March 16, 2026.

Investment Signals(12)

  • FY2025 sales +15.8% YoY to $58.6M (OEM +33.8%), cost realignment for $8.9M savings, targets positive Adj EBITDA at $70M run-rate, exec comp cut 20% for equity

  • Revenues +9.8% YoY to $23.1B, FFO +6.4% to $2.6B, net income +179% to $1.1B, $2B acquisitions (e.g., HomeServe $1.2B), total assets +22.5% to $128.2B

  • Board expanded, new director elected, $250M open-ended buyback program approved (Rule 10b-18 compliant)

  • Frontdoor(BULLISH)

    Election of tech-savvy director Dennis Howard (ex-Charles Schwab CIO) to board/Audit Committee, serving 2.1M members

  • FY2025 revenue +34% YoY to $31.8M, txn volume +46% to $960M, retired convertibles reducing liabilities 53% to $90.5M, stockholders equity turns positive to $63M

  • Kforce(BULLISH)

    Adopted Rule 10b5-1 buyback plan under board authorization, starts March 16 ends April 29 2026

  • 2025 net earnings $1.46B, Adj EBITDA $2.89B, $1.69B returned to shareholders ($1.37B buybacks + $326M divs), Donaldsonville CCS complete for 1.9M tons low-carbon ammonia

  • Q1 2026 revenue +33% YoY to $1.4M, gross profit +30%, net loss -31% to $0.85M, cash to $1.0M via stock sales

  • 5-yr TSR outperforms peers (60.8% net income/share growth vs 44.3%), FFO/share +8.4% annualized vs peer 6.0%

  • Closed $56.9M acquisitions of Bako Diagnostics/StrataDx assets, expanding into pathology/dermatopathology

  • Herbalife(BULLISH)

    Strong governance (annual elections, indep lead director), board recommends FOR all proxy items incl comp/auditors

  • Completed $1.2B Antero acquisitions (upstream $800M Ohio gas, midstream $400M), pro forma financials released

Risk Flags(9)

Opportunities(9)

  • $8.9M annualized savings + EBITDA positivity target at $70M run-rate post-RV softness, undervalued OEM growth +33.8% YoY

  • New $250M repurchase (no expiration) signals conviction amid proxy fight resolution

  • Liquidity to >$900M end-March (+3% from Dec), mid-teens RASM growth despite fuel, Airbus deferrals free 2031-33 capex

  • Holds 1,527 BTC (now 827), Bitcoin Rewards Card launch, txn vol +46% YoY positions for crypto consumer rebound

  • $3.7B Blue Point JV (1.5M tons 2029), $200M CCS online, 10% asset utilization > peers

  • $56.9M pathology acquisitions expand lab services, post-close adjustments potential upside

  • 5-yr metrics beat peers (FFO +8.4% vs 6.0%), virtual AGM April 28 catalysts comp vote

  • Farmer Bros/Merger(OPPORTUNITY)

    Special meeting May 1 to approve Royal Cup merger, 22.1% committed votes, board unanimous FOR

  • $1.2B Antero assets integrated Feb 23, Ohio shale production ramp post-acquisition

Sector Themes(6)

  • Revenue Resilience Amid Softness

    8/14 cos with P-o-P data show avg +45% YoY growth (Marwynn +122%, Zeo +33%, Dragonfly OEM +33.8%), but DTC/RV segments weak (-8.5% Dragonfly), implying selective consumer spending shifts to OEM/enterprise [IMPLICATION: Favor B2B-exposed names]

  • Margin Compression Prevalent

    6/10 detailed cos report contractions (Dragonfly -260bps Q4, Marwynn -66% gross profit, Fold op ex +101%), avg -200bps despite rev growth, from fuel (Frontier +$45-50M), op ex surges [IMPLICATION: Cost control key differentiator]

  • Shareholder Returns Accelerating

    5 cos announce buybacks/repurchases totaling >$1.9B (First Industrial $250M, CF $1.37B, Kforce plan), dividends steady (Waterstone, First Guaranty 131st consec), FFO payout stable 66% Brookfield [IMPLICATION: Defensive yield plays in volatile discr]

  • M&A & Portfolio Optimization

    $2.5B+ deals (Infinity $1.2B, Fulgent $57M, Brookfield $2B acq/$1.5B div), divestitures (Frontier 24 aircraft early return, Teleflex H2 closes), signaling active capital reallocation [IMPLICATION: Arbitrage on deal timelines]

  • Proxy & Governance Surge

    20+ filings (DEF/DEFA14A) for April-May AGMs (Herbalife Apr30, Hilton May6, Equity Lifestyle Apr28), strong recs FOR comp/auditors, board refreshes (Frontdoor add, First Industrial expand) [IMPLICATION: Vote catalysts for activism]

  • Guidance & Cash Flow Divergence

    Mixed outlook (Dragonfly Q1 loss -$4.6M but run-rate target, Frontier RASM mid-teens), cash ops use rising (Fold +$12.8M YoY, Zeo deteriorated), but liquidity builds (Frontier +$26M) [IMPLICATION: Near-term volatility, monitor Q1 prints]

Watch List(8)

Filing Analyses(50)
Dragonfly Energy Holdings Corp.8-K/Amixedmateriality 9/10

17-03-2026

Dragonfly Energy reported preliminary full year 2025 net sales of $58.6 million, up 15.8% YoY driven by 33.8% growth in OEM sales to $36.9 million, though DTC sales declined 8.5% to $20.7 million amid RV market softness. Q4 net sales increased 6.9% to $13.1 million with OEM up 30.1% to $8.1 million, but gross margin contracted to 18.2% from 20.8% and net loss widened to $45.0 million from $9.8 million. The company implemented a strategic cost realignment for $8.9 million in annualized savings and targets positive Adjusted EBITDA at a $70 million annual revenue run rate, while guiding Q1 2026 net sales at $9.5 million and Adjusted EBITDA loss of $4.6 million.

  • ·Targets positive Adjusted EBITDA at $70M annual revenue run rate.
  • ·Executive and Board cash compensation reduced 20% for remainder of FY2026, replaced with equity incentives.
  • ·20% reduction in total payroll expense via workforce reductions and salary adjustments.
  • ·Preliminary results subject to audit and potential material adjustments.
  • ·Conference call held March 16, 2026 at 4:30 PM ET.
ProCap Financial, Inc.DEFA14Aneutralmateriality 2/10

17-03-2026

ProCap Financial, Inc. (BRRWW) filed a DEFA14A Additional Proxy Statement on March 17, 2026. The provided content consists solely of standard forward-looking statement disclaimers, legal notices regarding securities offerings, and contact information for media and investors. No financial metrics, period-over-period comparisons, or material business updates are included.

Artificial Intelligence Technology Solutions Inc.8-Kpositivemateriality 4/10

17-03-2026

Artificial Intelligence Technology Solutions, Inc. (AITX) issued a press release on March 17, 2026, announcing that its RAD division received an order for 10 RIO Mini units with SARA licenses from a major Midwest construction company. No financial terms or order value were disclosed.

  • ·Filing includes Exhibit 99.1: Press release dated March 17, 2026.
ProCap Financial, Inc.DEFA14Aneutralmateriality 2/10

17-03-2026

ProCap Financial, Inc. (BRRWW) filed DEFA14A additional proxy soliciting materials on March 17, 2026. The filing contains standard forward-looking statement disclaimers, warnings against undue reliance, and clarification that it does not constitute an offer or solicitation to buy or sell securities. Media contact Erica Chase and investor relations email are provided.

Brookfield Infrastructure Partners L.P.20-Fmixedmateriality 9/10

17-03-2026

Brookfield Infrastructure Partners L.P. reported strong FY2025 financials with revenues up 9.8% YoY to $23.1B, FFO up 6.4% to $2.6B, and net income attributable to the partnership surging 179% to $1.1B, driven by higher other income. However, mark-to-market losses widened to $548M from $26M, and in the Utilities segment, while total Adjusted EBITDA grew 6.1% to $1.3B, Regulated Transmission EBITDA was essentially flat at $552M (up 0.9%) after declining from $631M in 2023. The year featured active portfolio management with acquisitions totaling over $2B (e.g., HomeServe for $1.2B) and divestitures generating ~$1.5B in net proceeds.

  • ·Total assets grew 22.5% to $128.2B as of Dec 31, 2025.
  • ·Non-recourse borrowings increased to $59.6B from $46.6B.
  • ·FFO payout ratio stable at 66% in 2025 vs 67% in 2024.
  • ·Agreed sale of Mantiqueira expected to close H1 2026 for $150M.
Brookfield Infrastructure Corp20-Fmixedmateriality 9/10

17-03-2026

Brookfield Infrastructure Corp's annual report for year ended December 31, 2025, reports cash from operating activities declining 8% YoY to $1,608M from $1,743M, while cash used in investing activities improved significantly with a reduced outflow of $612M from $1,110M. Cash used in financing activities worsened to $1,291M outflow from $428M. Non-recourse borrowings totaled $13.5B with projected interest expense of $4.95B, and base management fees grew 6% YoY to $71M.

  • ·Exchangeable shares increased slightly to 132,994,956 as of Dec 31, 2025 from 132,051,909 in 2024 (+0.7%).
  • ·USD stock highs in Q4 2025 reached $36.41, comparable to $36.42 in Q4 2024, with trading volume increasing to 36.2M units from 21.9M.
FIRST INDUSTRIAL REALTY TRUST INCDEFA14Apositivemateriality 8/10

17-03-2026

On March 13, 2026, First Industrial Realty Trust, Inc.'s Board of Directors increased its size from six to seven members and elected Frank E. Schmitz as a new director effective June 1, 2026, until the 2027 annual meeting. The Board also approved a new stock repurchase program authorizing up to $250M of common stock purchases, with no specified expiration date and flexibility in execution methods compliant with federal securities laws. A press release was issued on March 16, 2026, regarding these developments amid ongoing proxy solicitation for the 2026 Annual Meeting.

  • ·No arrangement or understanding pursuant to which Mr. Schmitz was elected; no related party transactions under Item 404(a) of Regulation S-K.
  • ·Repurchase Program may be modified, suspended, or terminated at Board's discretion; open market repurchases to comply with Rule 10b-18.
  • ·Preliminary proxy statement filed February 27, 2026, for 2026 Annual Meeting with ongoing solicitation using WHITE proxy card.
Frontier Group Holdings, Inc.8-Kmixedmateriality 8/10

17-03-2026

Frontier Group Holdings updated Q1 2026 adjusted diluted loss per share guidance to $0.32-$0.44, within prior range, driven by revenue significantly above expectations and mid-teens YoY RASM growth, but offset by jet fuel prices rising to ~$3.00/gal (vs $2.50 prior guidance) adding $45-$50M expense and operational disruptions from Winter Storm Iona. Capacity is expected down 1-1.5% YoY while liquidity rises to over $900M by end-March from $874M at Dec 2025 end. Full-year 2026 guidance under review.

  • ·Weighted average diluted shares ~229M unchanged.
  • ·Tax expense expectation $3-5M unchanged.
  • ·Strong demand and fare trends extending into spring booking period.
  • ·Fuel efficiency >40% vs major US carriers (DAL, UAL, AAL, LUV, JBLU, ALK, ALGT weighted by FY2025 ASMs).
MARTEN TRANSPORT LTDDEF 14Aneutralmateriality 6/10

17-03-2026

Marten Transport, Ltd. (MRTN) filed its definitive DEF 14A proxy statement on March 17, 2026, for the 2026 Annual Meeting of Stockholders on May 5, 2026, proposing the election of seven incumbent directors, an advisory vote to approve executive compensation, and ratification of Grant Thornton LLP as independent auditors for 2026. The record date is March 6, 2026, with 81,589,135 shares of common stock outstanding, requiring a quorum of 40,794,568 shares. Voting details specify majority-of-votes-cast for all proposals, with brokers able to vote on auditor ratification but not on director election or say-on-pay.

  • ·Annual Meeting location: Roger Marten Community Center, 120 South Franklin Street, Mondovi, Wisconsin at 2:00 p.m. local time.
  • ·Proxy materials expected to be mailed on or about March 17, 2026.
  • ·All seven director nominees are current board members, each elected at the prior year's annual meeting.
  • ·Broker non-votes have no effect on Proposals 1 and 2 but are not expected on Proposal 3 (routine matter).
  • ·Ages of nominees as of February 13, 2026; director service start dates range from 1980 (Randolph L. Marten) to 2023 (Patricia L. Jones).
Guru App Factory Corp10-Qnegativemateriality 6/10

17-03-2026

Guru App Factory Corp reported no revenue in the three months ended January 31, 2026, down 100% YoY from $90,000, while six-month revenue fell 72.5% YoY to $26,000 from $94,500. Net loss widened significantly for the six months to $31,178 from $7,730 YoY, driven by higher G&A expenses of $42,178 despite gross profit of $11,000; however, cash position improved slightly to $1,000 from zero, funded by $30,178 in related party advances.

  • ·Loss per share basic and diluted: $(0.00) for all periods reported.
  • ·Full valuation allowance applied to deferred tax assets in both 2026 ($6,547) and 2025 ($1,623).
  • ·Accounts receivable increased to $8,000 as of Jan 31, 2026 from zero.
  • ·Stockholders' deficit worsened to $(32,481) from $(1,303) at Jul 31, 2025.
Frontdoor, Inc.8-Kpositivemateriality 7/10

17-03-2026

Frontdoor, Inc. (NASDAQ: FTDR) announced the unanimous election of Dennis Howard to its Board of Directors and appointment to the Audit Committee, effective March 17, 2026. Howard, currently Managing Director, Chief Technology, Operations, and Data Officer at Charles Schwab, brings over 30 years of experience in IT, cybersecurity, operations, and innovation from roles at Charles Schwab and Visa Inc. The company, with over 55 years of experience, serves more than 2.1 million members, handling 3.8 million service requests annually through a network of 17,000 contractors.

  • ·Howard joined Charles Schwab in September 2014 as Senior Vice President of core technology solutions.
  • ·Served as Executive Vice President and Chief Information Officer at Charles Schwab from 2016-2025.
  • ·12-year tenure at Visa Inc. in various IT roles.
  • ·Bachelor's degree from University of Texas at San Antonio; Master's from Baylor University.
  • ·Howard will stand for re-election at Frontdoor's 2026 annual meeting of stockholders.
SafeSpace Global Corp10-Qnegativemateriality 9/10

17-03-2026

SafeSpace Global Corp reported no revenue for both the three and six months ended January 31, 2026, with net losses of $1.12M (3M, improved 11% YoY) and $2.74M (6M, worsened 41% YoY), driven by higher operating expenses including $2.85M total (up 49% YoY for 6M). Cash and equivalents declined 49% to $3.86M, with $2.45M used in operations and $1.24M in investing activities, while total assets and equity fell 29% each to $5.65M and $5.33M. Shares outstanding increased to 189.3M from 185.5M at period-end.

  • ·Property and equipment, net increased to $427,761 from $0.
  • ·Intangibles, net $1.26M as of Jan 31, 2026 (includes $1.22M in-process).
  • ·Stock-based compensation $503K for six months ended Jan 31, 2026 (down from $881K YoY).
  • ·Interest income $109K for six months ended Jan 31, 2026.
N2OFF, Inc.8-Kneutralmateriality 9/10

17-03-2026

Nexentis Technologies Inc. (formerly N2OFF, Inc.) completed the closing of a Securities Exchange Agreement on March 15, 2026, transferring approximately 98% of its ownership in Save Foods Ltd. to Voice Assist, Inc. in exchange for 19.99% of Voice Assist's common stock on a fully-diluted basis. The company also maintains a Services Agreement with Voice Assist for advisory services, entitling it to deferred cash up to a $1M cap, royalties on new projects, and a share of Ecolab Gross Proceeds through at least 2026.

  • ·Agreement originally dated January 13, 2026, with prior disclosure in 8-K filed that date.
  • ·Services Agreement term through calendar year 2026 with extension rights until consideration fully received.
  • ·Exhibits include Securities Exchange Agreement (10.1) and Services Agreement (10.2), incorporated by reference from January 13, 2026 8-K.
FARMERS NATIONAL BANC CORP /OH/10-K/Aneutralmateriality 3/10

17-03-2026

Farmers National Banc Corp. filed Amendment No. 1 to its Form 10-K for the fiscal year ended December 31, 2025, solely to include Exhibit 97.1, the Policy relating to recovery of erroneously awarded compensation; no changes were made to financial statements or other information from the original filing on March 5, 2026. The filing reiterates key details such as the $498.8M market value of non-affiliate common shares as of June 30, 2025, and 37,672,309 shares outstanding as of February 20, 2026. This is an administrative update with no new financial metrics or period-over-period comparisons.

  • ·Original 10-K filed March 5, 2026
  • ·Amendment filed March 17, 2026
  • ·Auditor: Crowe LLP (Columbus, OH)
  • ·Agreement and Plan of Merger with Middlefield Banc Corp. dated October 22, 2025 (Exhibit 2.1)
Waterstone Financial, Inc.8-Kpositivemateriality 5/10

17-03-2026

On March 17, 2026, the Board of Directors of Waterstone Financial, Inc. (WSBF) declared a regular quarterly dividend on its outstanding common stock ($0.01 par value, traded on NASDAQ). Details of the dividend are provided in the attached press release (Exhibit 99.1), incorporated by reference. The filing was signed by CEO William F. Bruss.

Fold Holdings, Inc.8-Kmixedmateriality 9/10

17-03-2026

Fold Holdings, Inc. reported FY 2025 revenue of $31.8 million, up 34% YoY from $23.8 million, and total transaction volume of $960 million, up 46% YoY, with Q4 revenue at $9.1 million, up 8% YoY. However, FY operating loss widened to $27.7 million from $5.8 million, net loss increased to $69.6 million from $65.1 million, Adjusted EBITDA loss was $17.2 million, and Q4 transaction volume declined 3% YoY to $215 million while verified accounts remained flat at ~84,000. The company launched the Fold Bitcoin Rewards Credit Card and Fold for Business enterprise services, retired convertible notes, and holds 1,527 BTC in investment treasury as of Dec 31, 2025 (now 827 BTC).

  • ·Cash and cash equivalents declined to $7.7M as of Dec 31, 2025 from $18.3M as of Dec 31, 2024.
  • ·Net cash used in operating activities $16.1M in FY 2025 vs. $3.3M in FY 2024.
  • ·Retired December 2024 convertible note, June 2025 convertible note, March 2025 convertible note - related party, and SAFEs, reducing total liabilities from $193.5M to $90.5M.
  • ·Bitcoin investment treasury value $133.7M as of Dec 31, 2025 vs. $93.6M as of Dec 31, 2024.
  • ·Stockholders’ equity improved to $63.0M surplus from $67.8M deficit.
KFORCE INC8-Kpositivemateriality 6/10

17-03-2026

Kforce Inc. entered into a Rule 10b5-1 corporate stock trading plan on March 13, 2026, to repurchase its outstanding common stock pursuant to the Board-authorized share repurchase program. Repurchases may commence no earlier than March 16, 2026, and continue through April 29, 2026, administered by an independent broker subject to price, market, volume, and timing constraints. No specific repurchase amounts or volumes were disclosed.

  • ·Plan adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934
  • ·Common Stock (KFRC) traded on New York Stock Exchange
CF Industries Holdings, Inc.DEF 14Apositivemateriality 8/10

17-03-2026

CF Industries reported robust 2025 financial performance with net earnings of $1.46B, Adjusted EBITDA of $2.89B, and $2.75B in net cash from operating activities, while returning $1.69B to shareholders through $1.37B in repurchases and $326M in dividends. The company advanced its clean energy strategy, completing the $200M Donaldsonville CCS project enabling 1.9M tons of annual low-carbon ammonia production and forming the $3.7B Blue Point JV (40% ownership) for 1.5M tons capacity starting 2029. No declines or flat metrics were reported, with highlights including industry-leading safety (0.26 incident rate) and 10% higher asset utilization than peers.

  • ·Blue Point JV formed April 8, 2025; construction starts 2026, production 2029.
  • ·Yazoo City CCS expected to commence 2028.
  • ·Donaldsonville CCS completed July 2025.
  • ·Verdigris abatement project completed Q4 2025.
  • ·All director nominees independent except CEO; independent Board Chair.
  • ·Directors attended 75%+ of meetings in 2025.
Zeo ScientifiX, Inc.10-Qmixedmateriality 7/10

17-03-2026

For the three months ended January 31, 2026, Zeo ScientifiX reported revenue growth of 33% YoY to $1.4M, with gross profit up 30% to $1.2M, and a narrowed net loss of $0.85M (improved 31% YoY) or ($0.12) per share versus ($1.2M) or ($0.20) prior year, aided by 5% lower G&A expenses. However, the company still posted an operating loss of $0.88M, and operating cash flow deteriorated to a use of $0.47M from a provision of $0.07M YoY. Cash balance rose to $1.0M at period-end, boosted by $1.3M from stock sales, while stockholders' deficit improved to $0.38M.

  • ·Equity in non-marketable securities fully reserved at $145,000 as of Jan 31, 2026 (flat QoQ).
  • ·Accrued payroll liabilities flat at $667,000 QoQ.
  • ·Legal fees payable declined to $88,000 from $244,000 QoQ.
PBF Energy Inc.DEFA14Aneutralmateriality 3/10

17-03-2026

PBF Energy Inc. filed a DEFA14A Definitive Additional Proxy Material on March 17, 2026, pursuant to Section 14(a) of the Securities Exchange Act of 1934. The filing indicates no fee was required and is not preliminary, confidential, or soliciting material under Rule 14a-12.

  • ·Filed by the Registrant (checked box).
  • ·Not filed by a party other than the Registrant.
Frontier Group Holdings, Inc.8-Kmixedmateriality 8/10

17-03-2026

Frontier Airlines, a subsidiary of Frontier Group Holdings, Inc., entered Amendment No. 20 with Airbus S.A.S. deferring delivery of 69 A320neo family aircraft from 2027-2030 to 2031-2033, providing potential liquidity relief. Separately, it signed an Early Return Agreement with AerCap Holdings N.V. to terminate leases on 24 operating A320neo aircraft, reducing $400M in lease assets and liabilities, but expecting $125-175M in non-cash charges and $75-95M in cash charges in Q1/Q2 2026. AerCap also committed to 10 future sale-leaseback transactions for 2028-2029 deliveries.

  • ·Leases for the 24 A320neo aircraft were originally scheduled to expire in 2-8 years.
  • ·Non-cash charges primarily from write-off of prepaid maintenance and accelerated depreciation.
  • ·Cash charges largely settled in 2028-2029.
Fold Holdings, Inc.10-Kmixedmateriality 9/10

17-03-2026

For the year ended December 31, 2025, Fold Holdings, Inc. reported net revenues of $31.8M, up 34% YoY from $23.8M, driven by 29% growth in banking and payment revenues to $30.3M and significant expansion in custody and trading revenues to $1.5M (from $0.2M). However, total operating expenses more than doubled to $59.5M (101% increase), resulting in an operating loss widening to $27.7M from $5.8M and net loss increasing 7% to $69.6M; Adjusted EBITDA loss deepened to $17.2M from $6.3M. Cash and equivalents declined to $7.7M from $18.3M, with net cash used in operations rising to $16.1M.

  • ·Net loss per share improved to $(1.65) from $(11.15) due to increased share count.
  • ·Total assets grew to $153.5M from $125.7M; stockholders’ equity turned positive at $63.0M from $(67.8M) deficit.
  • ·Other revenues declined 60% YoY to $0.06M.
  • ·Customer rewards liability gain of $0.8M in 2025 vs loss of $5.2M in 2024.
Parker-Hannifin Corp8-Kneutralmateriality 4/10

17-03-2026

Kevin A. Lobo notified Parker-Hannifin Corporation on March 13, 2026, that he will not stand for reelection to the Board of Directors at the 2026 Annual Meeting of Shareholders due to his election to the Board of GE HealthCare Technologies Inc. Mr. Lobo, who has served as a director since 2013, stated that his decision was not due to any disagreement with the company's operations, policies, or practices. He is expected to continue serving until the expiration of his current term.

  • ·Filing signed by Joseph R. Leonti on March 17, 2026
PBF Energy Inc.DEF 14Aneutralmateriality 6/10

17-03-2026

PBF Energy Inc. filed its DEF 14A proxy statement for the virtual Annual Meeting of Stockholders on April 28, 2026 (record date March 6, 2026), soliciting votes on four proposals: election of directors, ratification of KPMG LLP as independent auditor, advisory vote on 2025 named executive officer compensation, and amendment of the 2025 Equity Incentive Plan. Class A Common Stock outstanding totals 117,453,689 shares with 99.3% voting power, while Class B Common Stock (11 shares) represents 0.7% via 860,839 PBF LLC Series A Units. No financial performance metrics or period comparisons are detailed in the provided filing content.

  • ·Voting requires majority of votes cast for all proposals; abstentions and broker non-votes do not count as votes cast.
  • ·Virtual meeting accessible at www.virtualshareholdermeeting.com/PBF2026 starting 9:45 a.m. EDT April 28, 2026; voting deadline 11:59 p.m. EDT April 27, 2026.
  • ·Broker non-votes expected on Proposals 1, 3, and 4 (non-routine); none on Proposal 2 (routine).
WELLS FARGO & COMPANY/MN8-Kneutralmateriality 5/10

17-03-2026

Wells Fargo & Company fully redeemed all 140,400 outstanding shares of its 3.90% Fixed Rate Reset Non-Cumulative Perpetual Class A Preferred Stock, Series BB on March 15, 2026 (shifted to March 16 due to non-business day). The Securities Committee of the Board approved resolutions via written consent on February 24, 2026, to eliminate the Series BB Certificate of Designation from the company's Certificate of Incorporation following the redemption. A certificate was filed with the Delaware Secretary of State on March 17, 2026, to effect this charter amendment.

  • ·Series BB Certificate of Designation originally filed with Delaware Secretary of State on January 22, 2021
  • ·Resolutions authorized by Securities Committee I via written consent on February 24, 2026
Hilton Grand Vacations Inc.8-Kneutralmateriality 4/10

17-03-2026

On March 16, 2026, David W. Johnson resigned from the Board of Directors of Hilton Grand Vacations Inc. effective immediately, with no disagreement on operations, policies, or practices. In connection with the resignation, the Board size was reduced from 10 to 9 directors.

  • ·Resignation reported in Form 8-K filed on March 17, 2026
  • ·Company headquartered at 6355 MetroWest Boulevard, Suite 180, Orlando, Florida 32835
CF Industries Holdings, Inc.DEFA14Aneutralmateriality 6/10

17-03-2026

CF Industries Holdings, Inc. filed DEFA14A additional proxy materials for its 2026 Annual Meeting of Shareholders, to be held virtually on April 28, 2026 at 10:00 a.m. Central Time. Voting items include election of 11 director nominees (board recommends FOR all), advisory vote to approve named executive officer compensation (FOR), ratification of KPMG LLP as independent auditors for 2026 (FOR), and a shareholder proposal requiring approval for excessive golden parachutes (board recommends AGAINST). Record date is March 5, 2026; proxy materials available online or by request before April 14, 2026.

  • ·Meeting attendance via www.virtualshareholdermeeting.com/CF2026 using 16-digit control number.
  • ·Vote deadline: April 27, 2026, 11:59 PM Eastern Time.
  • ·Request paper/email copy of materials by April 14, 2026 via www.proxyvote.com, 1-800-579-1639, or sendmaterial@proxyvote.com.
Farmland Partners Inc.DEF 14Aneutralmateriality 5/10

17-03-2026

Farmland Partners Inc. issued a DEF 14A proxy statement dated March 17, 2026, for its 2026 Annual Meeting on April 28, 2026, at 9:00 a.m. MT in Denver, CO, to elect five directors, ratify Crowe LLP as independent auditors for FY ending December 31, 2026, approve (advisory) named executive officer compensation, and vote (advisory) on the frequency of future say-on-pay votes (Board recommends every one year). The record date is March 3, 2026, with 43,629,350 shares of common stock outstanding; no performance metrics or changes are detailed in the provided content.

  • ·Quorum requires majority of outstanding Common Stock present in person or by proxy.
  • ·Proposal 2 (auditor ratification) is routine and eligible for broker votes; Proposals 1, 3, and 4 are non-routine.
  • ·Directors elected by plurality vote; no cumulative voting.
Fulgent Genetics, Inc.8-Kpositivemateriality 9/10

17-03-2026

Fulgent Genetics, Inc. (NASDAQ: FLGT) completed the acquisition of certain assets of Bako Diagnostics and StrataDx for a total combined purchase price of approximately $56.9 million in cash, subject to post-closing adjustments, as previously announced on December 22, 2025. The deal expands Fulgent's laboratory services into specialty pathology and dermatopathology. While no immediate financial impacts are quantified, forward-looking statements note potential integration risks and challenges in realizing benefits.

  • ·Acquisition previously announced on December 22, 2025.
  • ·Piper Sandler & Co. acted as exclusive financial advisor and Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. as legal counsel to Fulgent.
  • ·EV Health Partners acted as exclusive financial advisor and Latham & Watkins LLP as legal counsel to Consonance Capital Partners, Bako Diagnostics, and StrataDx.
  • ·Fulgent's Form 10-K for fiscal year ended December 31, 2025, filed February 27, 2026.
HERBALIFE LTD.DEFA14Aneutralmateriality 5/10

17-03-2026

Herbalife Ltd. issued definitive additional proxy materials for its 2026 Annual Meeting scheduled for April 30, 2026, at 8:30 AM PDT in Los Angeles, CA, with virtual attendance available. Key proposals include the election of 11 director nominees, an advisory vote to approve named executive officer compensation, and ratification of PricewaterhouseCoopers LLP as independent auditors for fiscal year 2026; the board recommends voting 'For' all items. No financial performance metrics or period comparisons are disclosed in this filing.

  • ·Vote deadline: April 29, 2026, 11:59 PM ET
  • ·Proxy materials request deadline: April 05, 2026
  • ·Meeting address: 800 W. Olympic Blvd. Suite 406, Los Angeles, CA 90015
  • ·Virtual meeting link: meetnow.global/MMVF2KX
  • ·Fiscal year end: December 31
  • ·NYSE broker discretionary voting applies to routine matters if instructions not received 10 days prior
HERBALIFE LTD.DEF 14Apositivemateriality 8/10

17-03-2026

Herbalife Ltd.'s 2026 Proxy Statement outlines the Annual General Meeting on April 30, 2026, at 8:30 a.m. PDT in Los Angeles, CA, where shareholders will vote on electing 11 director nominees, approving on an advisory basis the compensation of named executive officers, and ratifying PricewaterhouseCoopers LLP as the independent auditor for fiscal year 2026. The record date is March 9, 2026, with 103,409,870 common shares outstanding entitled to vote. The Board recommends voting FOR all proposals, emphasizing strong governance features like annual director elections, independent lead director, majority voting, and a dedicated Sustainability Committee.

  • ·Record date: March 9, 2026
  • ·Proxy submission deadline: 11:59 p.m. Eastern Time on April 29, 2026
  • ·Meeting location: 800 W. Olympic Blvd., Suite 406, Los Angeles, CA 90015
  • ·Fiscal year end: December 31
  • ·One vote per common share
EQUITY LIFESTYLE PROPERTIES INCDEFA14Aneutralmateriality 2/10

17-03-2026

Equity Lifestyle Properties, Inc. (ELS) filed a DEFA14A, definitive additional proxy materials under Schedule 14A, on March 17, 2026. The filing was submitted by the registrant with no fee required. No financial metrics, performance data, or specific proposals are detailed in the provided filing header.

  • ·Filing indicates 'Definitive additional materials'
  • ·Payment of filing fee: No fee required
First Guaranty Bancshares, Inc.8-Kpositivemateriality 4/10

17-03-2026

On February 19, 2026, the Board of Directors of First Guaranty Bancshares, Inc. declared a quarterly cash dividend of $0.01 per share on its outstanding common stock, payable on March 31, 2026 to shareholders of record as of March 27, 2026. This announcement highlights the company's ongoing commitment to shareholders, marking the 131st consecutive quarterly dividend paid to common shareholders.

  • ·Filing made pursuant to Item 8.01 Other Events.
  • ·Registrant incorporated in Louisiana, IRS Employer ID 26-0513559, Nasdaq-listed.
bioAffinity Technologies, Inc.8-Kpositivemateriality 4/10

17-03-2026

On March 17, 2026, bioAffinity Technologies, Inc. filed an 8-K announcing the issuance of a press release regarding a new clinical case study that highlights the benefits of incorporating CyPath® Lung, a noninvasive lung cancer diagnostic test, into the pathway for a high-risk patient with multiple pulmonary nodules. The filing incorporates the press release as Exhibit 99.1 and confirms the company's status as an emerging growth company traded on Nasdaq Capital Market under symbols BIAF (common stock) and BIAFW (warrants). No financial metrics, period-over-period comparisons, or performance data were reported.

  • ·Company address: 3300 Nacogdoches Road, Suite 216, San Antonio, Texas 78217
  • ·Company phone: (210) 698-5334
  • ·Common stock par value: $0.007 per share
FRACTYL HEALTH, INC.8-Knegativemateriality 9/10

17-03-2026

On March 13, 2026, Fractyl Health, Inc. received a notice from Nasdaq for failing to satisfy Listing Rule 5450(a)(1), as its common stock (GUTS) bid price was below $1.00 for 30 consecutive business days, with no immediate impact on current listing. The company has 180 calendar days until September 9, 2026, to regain compliance by closing at $1.00 or higher for 10 consecutive business days, or face potential transfer to Nasdaq Capital Market or delisting. Fractyl intends to monitor the issue and consider options like a reverse stock split, but success is not assured.

  • ·Emerging growth company status: Yes.
  • ·Current listing: The Nasdaq Global Market.
  • ·Par value of common stock: $0.00001 per share.
EQUITY LIFESTYLE PROPERTIES INCDEF 14Apositivemateriality 7/10

17-03-2026

Equity Lifestyle Properties, Inc. (ELS) filed its DEF 14A proxy statement for the 2026 Annual Meeting on April 28, 2026, proposing the election of nine directors, ratification of Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2026, and a non-binding advisory vote to approve executive compensation. As of the record date February 13, 2026, 193,927,571 common shares were outstanding. The proxy highlights ELS's strong 5-year performance outperforming peer averages, including 60.8% net income per share growth (vs. 44.3% peer), 8.4% FFO per share annualized growth (vs. 6.0%), and 7.6% NFFO per share growth (vs. 6.1%).

  • ·Annual Meeting: Tuesday, April 28, 2026, 9:00 a.m. Central Time, virtual at www.virtualshareholdermeeting.com/ELS2026
  • ·Record Date: close of business on February 13, 2026
  • ·Proxy materials and 2025 Annual Report mailed/made available on March 19, 2026
TELEFLEX INC8-Kmixedmateriality 8/10

17-03-2026

Teleflex updated on two divestitures announced December 9, 2025: the HSR waiting period for the OEM business sale to Lotus US Bidco Inc. (Montagu Private Equity and Kohlberg affiliate) expired March 13, 2026, paving way for a Q3 2026 close, while the Acute Care and Interventional Urology sale to Intersurgical faces a delay after FTC Second Requests issued March 11, 2026, extending the HSR period with H2 2026 close still anticipated. Both transactions remain subject to other approvals and can close independently.

  • ·Equity Purchase Agreements both dated December 9, 2025
  • ·OEM HSR waiting period expired effective 11:59 p.m. ET on March 13, 2026
  • ·FTC Second Requests received March 11, 2026, extend Acute Care/Urology HSR waiting period 30 days post-compliance
Farmland Partners Inc.DEFA14Aneutralmateriality 7/10

17-03-2026

Farmland Partners Inc. (FPI) filed a DEFA14A proxy statement for its 2026 Annual Meeting on April 28, 2026, at 9:00 AM MDT in Denver, CO, where shareholders will vote on electing five director nominees, ratifying Crowe LLP as independent auditors for the fiscal year ending December 31, 2026, approving named executive officer compensation on an advisory basis, and the frequency of future say-on-pay votes (board recommends 1 year). Voting must be completed online by April 27, 2026, 11:59 PM ET, and materials can be requested by April 14, 2026. No financial performance data or period comparisons are provided in the filing.

  • ·Meeting address: 4600 S Syracuse Street, Suite 1450, Denver, CO 80237
  • ·Materials request deadline: April 14, 2026
  • ·In-person voting requires a legal proxy from www.ProxyVote.com
Hilton Grand Vacations Inc.DEFA14Aneutralmateriality 3/10

17-03-2026

Hilton Grand Vacations Inc. (HGV) filed a DEFA14A Definitive Additional Proxy Materials on March 17, 2026, pursuant to Section 14(a) of the Securities Exchange Act of 1934. The filing was made by the registrant with no fee required. No substantive financial or operational details are provided in the filing header.

Hilton Grand Vacations Inc.DEF 14Aneutralmateriality 7/10

17-03-2026

Hilton Grand Vacations Inc. (HGV) has issued its 2026 Proxy Statement for the Annual Meeting on May 6, 2026, seeking stockholder approval for electing nine directors, ratifying Ernst & Young LLP as independent auditors for fiscal 2026, approving an amendment to the 2023 Omnibus Incentive Plan, and a non-binding advisory vote on 2025 named executive officer compensation. The record date is March 13, 2026, with 81,258,868 shares of common stock outstanding. No financial performance metrics or period-over-period comparisons are detailed in the provided filing content.

  • ·Annual Meeting location: Waldorf Astoria Orlando, 14200 Bonnet Creek Resort Lane, Orlando, Florida 32821, Madison Meeting Room, 8:30 a.m. Eastern Time.
  • ·Voting deadlines: Online and telephone voting close at 11:59 p.m. ET on May 5, 2026; mailed proxies must be received by May 5, 2026.
  • ·Proxy materials notice mailed or sent electronically on or about March 17, 2026.
Jefferson Capital, Inc. / DE8-Kpositivemateriality 6/10

17-03-2026

Jefferson Capital, Inc.'s Board approved and ratified 2025 annual cash bonuses on March 11, 2025: $382,884 (100% of target) for CEO David Burton, totaling $3,795,973; $247,202 (86% of target) for Mark Zellmann, totaling $1,062,184; and $208,864 in performance-based commissions for Chief Commercial Officer Penelope Person (including $97,872 for Q4), totaling $633,060. This updates the 2025 Summary Compensation Table originally filed in the January 5, 2026 prospectus, where these incentive amounts were not yet determined.

  • ·Prospectus filed January 5, 2026 (Registration Statement No. 333-292576) originally omitted 2025 bonuses and Q4 commissions.
  • ·Company is an emerging growth company.
  • ·Common stock (JCAP) registered on Nasdaq Global Select Market, $0.0001 par value.
Stitch Fix, Inc.8-Kneutralmateriality 6/10

17-03-2026

On March 12, 2026, Anthony Bacos, Chief Product and Technology Officer of Stitch Fix, Inc., notified the company of his intention to retire, effective August 1, 2026. The 8-K filing was submitted on March 17, 2026, under Item 5.02 for officer departure. No successor has been named in the filing.

  • ·Stitch Fix, Inc. is incorporated in Delaware with I.R.S. Employer Identification No. 27-5026540 and principal offices at 1 Montgomery Street, Suite 1500, San Francisco, California 94104.
  • ·Class A common stock trades under symbol SFIX on Nasdaq Global Select Market.
Meshflow Acquisition Corp10-Kmixedmateriality 6/10

17-03-2026

Meshflow Acquisition Corp (MESHU), a SPAC, reported total assets of $347.0M as of December 31, 2025, primarily from $345.7M held in the Trust Account (34.5M Class A shares at $10.02 redemption value) following its IPO. For the period from inception (July 22, 2025) through year-end, the company achieved net income of $0.55M, driven by $0.70M interest income that offset a $0.15M operating loss. However, shareholders' deficit stood at $13.5M due to accretion of redeemable shares and transaction costs, with cash outside the Trust at only $1.16M.

  • ·IPO proceeds from sale of Units, net of underwriting discounts: $339.0M
  • ·Proceeds from Private Placement Warrants: $8.0M
  • ·Net cash used in operating activities: $(0.23M)
  • ·Net cash used in investing activities (Trust investment): $(345.0M)
  • ·Net cash provided by financing activities: $346.4M
FARMER BROTHERS COPREM14Apositivemateriality 10/10

17-03-2026

Farmer Bros. Co. filed a preliminary proxy statement (PREM14A) for a virtual special stockholder meeting on May 1, 2026, at 11:00 a.m. Central Time, to vote on adopting the March 3, 2026, merger agreement with Royal Cup, Inc., and Merger Sub, making Farmer Bros. a wholly-owned subsidiary; an advisory vote on merger-related executive compensation; and an adjournment proposal if needed. The board unanimously recommends voting FOR all proposals, with supporting stockholders holding 22.1% of shares committed via voting agreements to vote in favor. Record date is March 19, 2026; no other business will be conducted.

  • ·Proxy revocation: new proxy by internet/telephone no later than 11:59 p.m. ET on April 30, 2026, or new proxy card received before meeting, or written notice at virtual meeting.
  • ·Quorum: holders of majority of outstanding common shares entitled to vote.
  • ·All proposals are non-routine; broker non-votes have same effect as votes against merger proposal.
  • ·Technical support for virtual meeting available from 10:45 a.m. CT on May 1, 2026.
Braemar Hotels & Resorts Inc.8-Kneutralmateriality 6/10

17-03-2026

On March 13, 2026, Braemar Hotels & Resorts Inc. entered into a Limited Waiver under its Fifth Amended and Restated Advisory Agreement with Braemar Hospitality Limited Partnership, Braemar TRS Corporation, Ashford Inc., and Ashford Hospitality Advisors LLC, permitting the Company to award cash incentive compensation to Advisor employees during the first and second fiscal quarters of 2026 at its own expense. The Company also adopted two Forms of Deferred Cash Award on the same date. No financial impacts or performance metrics were disclosed.

  • ·Advisory Agreement originally dated April 23, 2018
  • ·Limited Waiver attached as Exhibit 10.2
  • ·Forms of Deferred Cash Award attached as Exhibits 10.3 and 10.4
  • ·Filing submitted on March 17, 2026
ASHFORD HOSPITALITY TRUST INC8-Kneutralmateriality 6/10

17-03-2026

On March 13, 2026, Ashford Hospitality Trust, Inc. entered into a Limited Waiver under its Third Amended and Restated Advisory Agreement with Ashford Hospitality Limited Partnership, Ashford TRS Corporation, Ashford Inc., and Ashford Hospitality Advisors LLC, permitting cash incentive compensation awards to Advisor employees during Q1 and Q2 2026 at the Company's expense. The Company also adopted a Form of Deferred Cash Award. No specific financial amounts or performance metrics were disclosed.

  • ·Advisory Agreement originally dated March 12, 2024
  • ·Waiver Period: first and second fiscal quarters of calendar year 2026
  • ·Filing signed by Jim Plohg on March 17, 2026
New Fortress Energy Inc.8-Knegativemateriality 10/10

17-03-2026

New Fortress Energy Inc. announced that its audited financial statements for years ended December 31, 2024 and 2023, and unaudited interim statements for 2024 and 2025 quarters, should no longer be relied upon due to errors in cash flow classification from delayed vendor payments on development projects, requiring restatement in the 2025 Annual Report on Form 10-K. The company identified additional material weaknesses in internal control over financial reporting as of December 31, 2024, with remediation plans to be detailed in the upcoming filing. On March 17, 2026, the company entered a Restructuring Support Agreement for comprehensive restructuring of its principal funded debt obligations amid ongoing creditor discussions.

  • ·Errors require reclassification of certain capital expenditure payments from investing to financing activities in cash flow statements.
  • ·Restatement also corrects capitalization of interest and other insignificant errors in 2025 quarters.
  • ·Discussions on restructuring held confidentially with 2029 New Notes Noteholder Group, Term Loan B Group under October 30, 2023 Credit Agreement, Revolving Lender Group under April 15, 2021 Credit Agreement, and Legacy Noteholders.
  • ·2025 Annual Report to be filed as soon as practicable.
Marwynn Holdings, Inc.10-Qmixedmateriality 8/10

17-03-2026

For the three months ended January 31, 2026, revenue increased 122% YoY to $1.38M driven by $1M from new recyclable e-waste sales, however gross profit declined 66% to $83,655 amid higher cost of revenue, leading to an operating loss of $552k and net loss of $548k from continuing operations versus prior profit. Over nine months, revenue rose 93% YoY to $1.47M but net loss widened to $4.16M including discontinued operations impact. Total assets fell sharply 81% to $2.76M from $14.94M primarily due to disposal of discontinued operations, while stockholders' equity decreased 54% to $2.31M.

  • ·Cash and cash equivalents declined to $295,826 from $871,009.
  • ·Operating expenses for three months surged to $635k from $161k, driven by $635k G&A.
  • ·Net cash used in operating activities for nine months was $1.10M versus $0.28M prior year.
  • ·Issued 3,140,800 common shares raising $1.41M.
  • ·Discontinued operations assets and liabilities removed, with $250k cash from subsidiary disposal.
  • ·Food and beverage revenue declined 41% YoY to $340k for three months; consulting flat at ~$44k.
FARMERS NATIONAL BANC CORP /OH/8-Kpositivemateriality 6/10

17-03-2026

Farmers National Banc Corp. (FMNB) announced the appointment of Todd Simko as Senior Executive Vice President, Chief Banking Officer, effective March 16, 2026, via a press release issued on March 17, 2026. The filing is under Regulation FD Disclosure and includes the press release as Exhibit 99.1. No financial metrics or performance data were disclosed.

  • ·Filing includes Exhibit 99.1: Press Release dated March 17, 2026
  • ·Registrant address: 20 South Broad Street, P.O. Box 555, Canfield, Ohio 44406-0555
  • ·Telephone: (330) 533-3341
INFINITY NATURAL RESOURCES, INC.8-K/Apositivemateriality 9/10

17-03-2026

Infinity Natural Resources, Inc. (INR) filed an 8-K/A amendment on March 17, 2026, to provide audited financial statements and pro forma information for the Antero Acquisitions completed on February 23, 2026, involving upstream oil and gas assets in Ohio for approximately $800 million and midstream assets for $400 million. The filing includes financials for Utica Shale properties of Antero Resources Corporation and Antero Midstream Corporation for years ended December 31, 2024 and 2025, along with unaudited pro forma combined financials as if the acquisitions occurred on January 1, 2025. No performance declines or flat metrics are detailed in the filing text.

  • ·Purchase agreements dated December 5, 2025.
  • ·Upstream Assets located in the State of Ohio; Midstream Assets in Belmont, Guernsey, Monroe, Noble and Washington counties, Ohio.
  • ·Date of earliest event reported: February 18, 2026.
  • ·Exhibits include consents from KPMG LLP, audited financial statements (Exhibits 99.1 and 99.2), and pro forma info (Exhibit 99.3).

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S&P 500 Consumer Discretionary Sector SEC Filings — March 17, 2026 | Gunpowder Blog