US Material Events SEC 8-K Filings — September 08, 2026

08-09-2026

AEVEX Corp. completed its acquisition of BlackSea Technologies, a leading provider of unmanned surface and subsea vessels, creating a multi-domain autonomous systems provider. The combined entity offers battle-tested UAS, USVs, and UUVs, large-scale manufacturing, and CompassX autonomy software. While AEVEX highlights strong production volume growth of 114% YoY in Q2, the filing does not disclose the acquisition price or any financial metrics for BlackSea, limiting the ability to assess deal value or near-term financial impact.

• · BlackSea's Baltimore manufacturing complex features deepwater access, two 30-ton bridge cranes, and advanced robotic welding.
• · BlackSea has provided significant support to U.S. Navy 5th Fleet operations and missions such as Operation Epic Fury.
• · AEVEX's production volume grew 114% year-over-year in Q2, with strong supply-chain throughput improvements.
• · The acquisition was completed for an undisclosed consideration; no financial terms were disclosed.
• · BlackSea will operate as AEVEX's Maritime Systems division, led by former BlackSea CEO Bob Pudney.

08-09-2026

Solaris Energy Infrastructure, Inc. (NYSE: SEI) announced the acquisition of Omega Foundation Services, a specialized EPC company with heavy civil construction expertise, for approximately $101 million in net cash, $28 million in debt and lease assumption, and about 3.6 million Class A shares. The deal is expected to be immediately accretive to earnings and free cash flow per share, expanding Solaris' turnkey power solutions and adding new customers in data center, LNG, industrial, and government sectors. However, the acquisition introduces integration risks and potential unanticipated costs, and the company has not provided specific financial projections for the combined entity.

• · The acquisition adds early-stage site services, front-end plant installation & commissioning, and electrical substation development to Solaris' offerings.
• · Omega brings a large team of skilled professionals with decades of specialized EPC experience.
• · The transaction is expected to be immediately accretive to earnings and free cash flow per share.
• · Solaris has worked with Omega for two years in multiple locations.
• · The company anticipates announcing further business expansions in the coming months.
• · Risks include integration challenges, retention of key personnel and customers, and potential unanticipated costs.

08-09-2026

Zimmer Biomet announced promotions for Gary Campbell (President, Americas), Brian Hatcher (President, Recon, S.E.T., CMFT, Neuro and Biosurgery), and Bradley Kessler (President, Americas – Robotics, Technology and Data), effective October 1, 2026, as part of a commercial restructuring. Kevin Thornal, Group President, Global Businesses and the Americas, will depart on September 30, 2026. The company reiterated its full-year 2026 financial outlook provided on August 5, 2026, without new financial metrics.

• · Kevin Thornal will leave the company on September 30, 2026, following a transition period.
• · Bradley Kessler will lead acceleration of the specialized robotics salesforce in advance of the Monogram robot launch expected in 2027.
• · Gary Campbell has served as vice president and general manager, Orthopedics – North America since September 2024.
• · Brian Hatcher has been with Zimmer Biomet for 16 years and was named to his first Global President role in 2021.
• · Lou Galrao, President of Reconstruction (Knees and Hips), will report to Brian Hatcher.

08-09-2026

Pyxis Oncology announced the appointment of Thomas Civik as CEO and Chairman of the Board, effective September 4, 2026, transitioning from his role as Interim CEO since February 2026. Co-founder John Flavin will become Lead Independent Director. The company expects to report updated Phase 1 monotherapy data for MICVO in 2L+ R/M HNSCC in Fall 2026 and updated Phase 1/2 combination data with pembrolizumab in 1L R/M HNSCC in Q4 2026.

• · Thomas Civik served as Interim CEO since February 2026 and has been on the Board since 2021.
• · John Flavin, co-founder and founding Chairman, will serve as Lead Independent Director.
• · Civik previously led Five Prime Therapeutics until its $1.9B acquisition by Amgen in April 2021.
• · MICVO received Fast Track Designation from the FDA for R/M HNSCC after platinum-based chemo and anti-PD-(L)1 therapy.
• · MICVO targets extradomain-B of fibronectin (EDB+FN) in the tumor extracellular matrix.
• · The Phase 1 monotherapy update in Fall 2026 will include detailed analysis of patients treated at or below dose cap.

08-09-2026

Rigetti Computing signed a definitive agreement with the U.S. Department of Commerce for a $100 million award under the CHIPS Act to accelerate R&D in superconducting quantum computing. The funding will target three key technical bottlenecks: miniaturized readout electronics, expanded cryogenic capacity, and high-connectivity chip fabrication. As a condition, the Department will receive a minority, non-controlling equity stake in Rigetti, which will dilute existing stockholders.

• · Rigetti's quantum computers achieve gate speeds of 50-70 nanoseconds, which is about 10,000 times faster than trapped-ion systems and 100 times faster than neutral-atom systems.
• · Rigetti deployed the industry's largest multi-chip quantum computer in 2026 with Cepheus-1-108Q, based on twelve 9-qubit chiplets tiled together.
• · The Company designs and manufactures its chips in-house at Fab-1, the industry's first dedicated and integrated quantum device manufacturing facility.
• · The Department will receive a minority, non-controlling equity stake in Rigetti as a condition for receiving the funds, which will dilute existing stockholders.

08-09-2026

Satellogic Inc. appointed retired Vice Admiral Frank Dixon Whitworth III as President, effective September 7, 2026. Mr. Whitworth brings extensive intelligence and geospatial expertise, having served as the eighth Director of the National Geospatial-Intelligence Agency (NGA). His compensation includes a $400,000 base salary, a $240,000 target bonus, and a first-year RSU grant valued at $1,875,000, with standard severance and change-of-control provisions.

• · Mr. Whitworth, age 59, is a retired Vice Admiral of the U.S. Navy with over 36 years of commissioned service.
• · He served as the eighth Director of the National Geospatial-Intelligence Agency (NGA) from June 2022 to December 2025.
• · He has been a strategic advisor to Satellogic since March 2026.
• · Initial RSU grant vests quarterly over five years; subsequent grants vest quarterly over four years.
• · Severance upon termination without cause (not in change of control): six months base salary, prorated bonus, and acceleration of equity vesting for six months.
• · Change-of-control termination (within 12 months) results in full vesting of all time-based equity awards.

08-09-2026

Zoomcar Holdings, Inc. completed the Fifth Closing of its private placement of Series A Units on August 31 and September 4, 2026, issuing 80 Units for aggregate consideration of approximately $80,000. The offering was primarily non-cash, with 60 Units issued to settle $60,000 in accrued obligations and only 20 Units for cash, generating $20,000 in proceeds. The scheduled termination date was extended from September 4 to September 20, 2026, and the offering remains open for up to $5 million in Units (plus an overallotment option).

• · The Preferred Shares have a stated value of $1,000 per share and an initial conversion price of $0.05 per share of Common Stock.
• · Warrants have an exercise price of $0.0625 per share and expire five years from issuance.
• · The offering is conducted under Section 4(a)(2) and Rule 506(c) of Regulation D.
• · The Company extended the offering termination date from September 4 to September 20, 2026.
• · The Registration Rights Agreement requires filing a resale registration statement within 15 calendar days of the Fifth Closing.
• · The number of shares issuable upon conversion/exercise does not reflect the reverse stock split approved on August 11, 2026.

08-09-2026

Kiora Pharmaceuticals appointed Keith J. Lane as Executive Vice President of Global Clinical Development and Regulatory Affairs, effective September 8, 2026. Mr. Lane brings over 20 years of ophthalmology experience, most recently as Chief Scientific Officer at Ora, Inc., where he oversaw more than 60 ophthalmic trials including 12 global Phase 3 pivotal studies. His appointment is expected to support the advancement of Kiora's pipeline, including KIO-301 for retinitis pigmentosa and other inherited retinal diseases, as well as potential future pipeline assets.

• · Mr. Lane's experience spans small molecules, biologics, gene therapies and cell therapies across retinal disease, inherited retinal disease, glaucoma, optic neuropathies and inflammatory eye conditions.
• · He earned an MBA in health sector management from Boston University's Questrom School of Business and a Bachelor of Science from Bates College.
• · KIO-301 is being developed initially for retinitis pigmentosa, with potential expansion into choroideremia and Stargardt disease.
• · KIO-104 is being developed for macular edema associated with retinal inflammation.

08-09-2026

WaFd, Inc. (WAFD) entered into a definitive merger agreement with EverBank Financial Corp in a reverse merger transaction valued at $3.9 billion. The combined company will operate under the EverBank name and ticker symbol EVBK, with existing EverBank shareholders owning approximately 59.2% and WaFd shareholders owning 40.8% of the pro forma entity. The transaction is expected to close in early 2027, subject to regulatory and shareholder approvals, and is projected to deliver 29% EPS accretion for WaFd shareholders in 2027 with a tangible book value dilution earn-back period of under two years.

• · The transaction is expected to be tax-free for both EverBank and WaFd common shareholders.
• · The combined bank will have a board of 13 members: 7 from legacy EverBank and 6 from legacy WaFd.
• · Greg Seibly will serve as CEO of the combined bank, Brent Beardall as President, and Robert Radway as Chairman.
• · The merger is expected to close in early 2027, subject to regulatory and WaFd shareholder approvals.
• · WaFd will host a conference call for investors on September 8, 2026 at 5:00 am Pacific Time.

08-09-2026

Greenwave Technology Solutions, Inc. filed an 8-K on September 8, 2026, announcing the creation of 3,750 shares of Series B Convertible Preferred Stock, authorized by the Board on September 4, 2026. The preferred shares are convertible into common stock at an initial conversion price of $5.24 per share, subject to adjustment, and rank senior to common stock but junior to any future Senior Preferred Stock. The filing also references a Preferred Stock Purchase Agreement dated September 7, 2026, indicating a concurrent capital raise, though no specific proceeds or use of funds are disclosed.

• · The Series B Preferred Stock ranks senior to common stock (Junior Stock) and on parity with any Parity Stock, but junior to any Senior Preferred Stock.
• · Conversion price is subject to adjustment and will be reduced to the lowest of the 5-day VWAP prior to the Effective Date or the then-current conversion price.
• · The filing includes detailed conversion mechanics, including a 1-Trading Day share delivery deadline and buy-in provisions if the company fails to deliver shares on time.
• · No dividends are mandatory; dividends are payable only when declared by the Board in its sole discretion.
• · The Preferred Stock Purchase Agreement dated September 7, 2026, is referenced but not filed as an exhibit, so specific terms of the capital raise (e.g., amount raised, investors) are not disclosed.

08-09-2026

Circle Internet Group (CRCL) announced a definitive agreement to acquire Tazapay, a Singapore-based B2B cross-border payments infrastructure company, expected to close in 2027 subject to regulatory approvals including from the Monetary Authority of Singapore. The acquisition brings over $25 billion in annualized payment volume, 60+ banking and fintech partners, and payout rails in 100+ markets, with approximately 60% of Tazapay's transaction volume already involving stablecoins. While the deal is strategically positive, it carries execution and regulatory risks, and no financial terms were disclosed.

• · Tazapay has been a design partner for Circle Payments Network since 2025.
• · Tazapay stablecoin services are provided by Tazapay Canada Corp., a registered Money Services Business under FINTRAC-CANAFE (Registration number M21439799).
• · Tazapay customers can expect no disruption to service, APIs, pricing, or support.
• · The acquisition is subject to customary closing conditions and regulatory approvals, including from the Monetary Authority of Singapore.
• · No financial terms of the acquisition were disclosed.

08-09-2026

Kura Oncology appointed Jennifer Fulk as Chief Financial Officer and principal accounting officer effective September 8, 2026, replacing Troy E. Wilson (CFO role) and Thomas Doyle (accounting role). Ms. Fulk brings experience from Soleno Therapeutics, Talkspace, and Eli Lilly. The company entered into an employment agreement with Ms. Fulk providing an annual base salary of $550,000, an option to purchase 450,000 shares vesting over 4 years, and a performance-based restricted stock unit award covering 173,438 shares tied to net product revenue, clinical development, and regulatory milestones.

• · Ms. Fulk served as CFO of Soleno Therapeutics from March 2026 to May 2026.
• · Her employment is at-will and may be terminated at any time by either party.
• · In the event of termination without cause or resignation for good reason more than 59 days before or 18 months after a corporate transaction change in control, she receives 12 months base salary and up to 12 months COBRA.
• · If termination occurs within 59 days before or 18 months after a corporate transaction, she receives 18 months base salary plus 150% of target bonus, full equity acceleration (performance awards at target), and up to 18 months COBRA.
• · No family relationships with any director or executive officer, and no material interest in any reportable transaction.

08-09-2026

Vivos Therapeutics entered into twelve exchange agreements with Streeterville Capital on August 31, 2026, partitioning $2.86M of its outstanding secured promissory note into separate notes to be exchanged for up to 11.45M common shares at an average price of $0.25 per share. The exchanges reduce the Streeterville Note balance to $3.7M but will increase the company's outstanding share count from 22.16M to 33.61M (a 52% dilution relative to pre-exchange shares), subject to a 4.9% beneficial ownership limitation and sell-down condition. No cash proceeds were received by the company, and the exchanges are structured to avoid registration under Section 3(a)(9) of the Securities Act.

• · The Exchange Shares will be issued without restrictive legend under Section 3(a)(9) of the Securities Act, and the holding period for Rule 144 tacks to the original note issue date of June 9, 2025.
• · The 4.9% beneficial ownership limitation and sell-down condition cannot be increased, waived, or amended without stockholder approval per Nasdaq Listing Rule 5635(b).
• · No commission or other remuneration was paid for soliciting the exchanges.
• · The Partitioned Notes have principal amounts ranging from $232,325.25 to $244,553.00, each exchangeable for 929,301 to 978,212 shares.

08-09-2026

Synergy CHC Corp. (SNYR) filed for Chapter 11 bankruptcy on September 4, 2026, in the U.S. Bankruptcy Court for the District of Columbia (Case No. 26-465-ELG). The company intends to file a plan of liquidation or reorganization within 120 days. In connection with the filing, four directors (Alfred Baumeler, Nitin Kaushal, J. Paul SoRelle, Teresa Thompson) resigned, and Alfred Baumeler also resigned as President; Jack Ross remains the sole director. Lauren P. Berret of Eisner Advisory Group LLC was engaged as chief restructuring officer effective August 26, 2026.

• · The bankruptcy case is captioned In re Synergy CHC Corp., Case No. 26-465-ELG, in the United States Bankruptcy Court for the District of Columbia.
• · The company has engaged The VerStandig Law Firm, LLC as counsel and advisor in connection with the bankruptcy case.
• · The resignations of the four directors were not the result of any disagreement with the company regarding operations, policies, or practices.
• · Alfred Baumeler's resignation as President was effective August 31, 2026.
• · The company's common stock trades on Nasdaq under the symbol SNYR.

08-09-2026

RBB Bancorp announced that EVP and COO Gary Fan will depart effective September 30, 2026, after a mutual decision not to renew his employment agreement beyond December 4, 2026, as part of a leadership transition plan. He will receive a severance payment of six months' base salary, contingent on signing a release. The filing is a routine officer departure with no financial results or regulatory action.

• · Gary Fan's employment agreement was set to expire December 4, 2026.
• · Severance is six months of current annual base salary, conditioned on a general release of claims.
• · The departure is effective September 30, 2026, before the contract expiration.

08-09-2026

Laird Superfood, Inc. appointed Mark Johnson as Chief Financial Officer, effective October 1, 2026. Johnson, a seasoned CPG finance executive with 25+ years of experience, joins from Tropicana Brands Group and will report to CEO Jason Vieth.

• · Mark Johnson holds an M.B.A. in finance from the Carlson School of Management, University of Minnesota, and a B.A. in Economics from the University of Wisconsin Madison.
• · He will serve as both principal financial officer and principal accounting officer.
• · Laird Superfood co-founded in 2015 by big-wave surfer Laird Hamilton.

08-09-2026

Cayson Acquisition Corp (CAPNR) and Mango Financial Group Limited mutually terminated their Business Combination Agreement originally dated July 11, 2025. Mango paid $45,125.36 in fees to the SPAC, which issued a corresponding non-interest bearing promissory note. However, $1,525,000 in outstanding extension notes remain in place and are convertible into SPAC securities upon a future business combination, indicating the SPAC continues to seek an alternative deal.

• · The termination is effective as of September 2, 2026, but the filing was made on September 8, 2026.
• · The new promissory note is non-interest bearing and repayable only upon consummation of a future business combination; if no deal occurs, the note is forgiven unless the SPAC has funds outside its trust account.
• · The extension notes (totaling $1,525,000) survive termination and are convertible into SPAC securities upon a future business combination, subject to any required shareholder approval.
• · All parties released each other from claims related to the Business Combination Agreement, except for surviving sections and the notes.

08-09-2026

Fold Holdings, Inc. entered into a Common Stock Purchase Agreement with Roth Principal Investments, LLC, allowing the company to sell up to $25,000,000 of newly issued common stock at its discretion over a 36-month period. The agreement provides flexible purchase mechanisms (Market Open, Intraday, Pre-Market, Post-Market) with discounts of 3% to 5% off VWAP, but is subject to a 19.99% exchange cap (10,942,804 shares) and a 4.99% beneficial ownership limit. No sales have occurred yet, and the company is under no obligation to sell any shares.

• · The Purchase Agreement includes a threshold price of $0.10 per share; no sales may occur if the closing price is below that level.
• · The company is prohibited from entering into specified 'Variable Rate Transactions' during the term of the Purchase Agreement.
• · No rights of first refusal, participation rights, penalties, or liquidated damages exist in the agreements.
• · The company plans to use any net proceeds for product development, working capital, and general corporate purposes.

08-09-2026

Jeffery Lamkin resigned from the Board of Directors of OneWater Marine Inc., effective September 3, 2026. The resignation is not due to any disagreement with the Company, its management, or the Board on any matter relating to operations, policies, or financial controls. No financial impact or material changes were disclosed.

• · Resignation effective as of close of business on September 3, 2026.
• · Lamkin also resigned from each committee of the Board on which he served.
• · No disagreement with the Company, management, Board, or any committee on operations, policies, practices, financial reporting, financial controls, or any other matter.

08-09-2026

D-Wave Quantum Inc. (QBTS) has finalized a definitive agreement with the U.S. Department of Commerce for up to $100 million in CHIPS and Science Act funding to accelerate quantum computing R&D. The funding will support development of a 100,000-qubit annealing system and a 10,000-qubit gate-model system, with the Department receiving a minority, non-controlling equity stake. This is a significant positive catalyst for the company, though it carries risks such as milestone conditions and potential dilution from the equity stake.

• · D-Wave is the only dual-platform quantum computing company offering both annealing and gate-model systems.
• · The funding will support development of a 100,000-qubit annealing system targeting optimization, materials simulation, blockchain, and AI.
• · The gate-model system aims for 100 logical qubits capable of over one million operations, enabling quantum chemistry and quantum AI.
• · The U.S. Department of Commerce will receive a minority, non-controlling equity stake in D-Wave as a condition for the funding.
• · Leap quantum cloud service offers 99.9% availability and uptime.

08-09-2026

Anteris Technologies Global Corp. appointed Brent Moen as Chief Financial Officer, effective September 11, 2026, with an annual base salary of $475,000, a target bonus of up to 50% of base salary, and a 2026 long-term incentive award of $500,000. Concurrently, Matthew McDonnell will transition to Head of Australia, ceasing his role as CFO. The changes are part of the company's executive leadership restructuring.

• · Brent Moen's previous CFO roles: LifeLens Technologies (Sep 2023 - Mar 2026), Tactile Systems Technology (Sep 2018 - Apr 2023), Entellus Medical (May 2016 - Mar 2018).
• · Brent Moen holds a Bachelor of Accountancy from the University of North Dakota.
• · The 2026 long-term incentive award consists of nonqualified stock options with a 10-year term, vesting in equal installments over three years.
• · Severance benefits include nine months of base salary continuation and 100% COBRA premium reimbursement for up to nine months.
• · Matthew McDonnell will continue under his current compensation and benefit arrangements as Head of Australia.

08-09-2026

Andretti Acquisition Corp. II entered into additional non-redemption agreements with new investors on September 4, 2026, to secure up to 300,000 non-redeemed shares in exchange for up to 75,000 Pubco shares (or 100,000 if the business combination closes after June 9, 2027). These agreements supplement prior non-redemption agreements covering 6,248,959 non-redeemed shares. The filings do not disclose any financial results or performance metrics, and the company remains a blank-check SPAC with no operating revenue.

• · The Special Meeting to approve the Extension was adjourned from August 28, 2026 to September 8, 2026.
• · The non-redemption agreements are not expected to increase the likelihood of Extension approval but are expected to increase funds remaining in the trust account.
• · The agreements terminate upon failure to approve Extension, determination not to proceed, fulfillment of obligations, liquidation, mutual agreement, or if the Investor exercises redemption rights.

08-09-2026

Bitmine Immersion Technologies, Inc. (BMNR) terminated its Management Services Agreement with Ethereum Tower LLC effective September 3, 2026, in connection with a successor arrangement between MAVAN Holdings LLC and American Validator LLC. The termination waives the 180-day notice requirement, and accrued but unpaid amounts remain payable. No financial terms or termination fees were disclosed.

• · The Services Agreement was originally dated March 24, 2026.
• · The termination is effective as of the close of business on September 3, 2026.
• · The 180-day notice requirement under Section 5.3 of the Services Agreement was waived.
• · A successor arrangement between MAVAN Holdings LLC and American Validator LLC is referenced as the reason for termination.

08-09-2026

Eagle Financial Services, Inc. (EFSI) has entered into a definitive agreement to merge with John Marshall Bancorp, Inc. (JMSB) in a strategic merger that will create the 5th largest bank headquartered in Virginia. The combined company will have approximately $4.4 billion in assets, $3.7 billion in deposits, $3.6 billion in loans, and a market capitalization of roughly $580 million, operating 23 banking offices across Virginia and Maryland. The merger is expected to close pending regulatory and shareholder approvals, with a joint proxy statement/prospectus to be filed with the SEC.

• · The combined entity will be the 5th largest bank headquartered in Virginia.
• · In the Winchester MSA, the pro forma company will rank #1 with a 23% market share across 7 locations.
• · In the Washington D.C. MSA, the pro forma company will rank #15 with a 0.9% market share across 16 locations.
• · JMSB operates 8 branches and EFSI operates 14 branches, plus one drive-through branch and one LPO branch.
• · The merger is subject to regulatory approvals, shareholder approvals, and other customary closing conditions.
• · A registration statement on Form S-4 will be filed with the SEC, including a joint proxy statement/prospectus.

08-09-2026

GoPro issued a $20,000,000 convertible debenture to YA II PN, Ltd. (Yorkville) as the Third Closing under its February 2026 securities purchase agreement, bringing total issued under the facility to $45,000,000 of the $50,000,000 maximum. The debenture carries no interest unless certain events occur, then 5.00% or 18.00% annually, matures August 26, 2027, and is convertible at a price of the lower of $1.35 or 98% of the lowest VWAP over the prior five trading days, subject to a floor of $0.1736. Yorkville waived certain conditions to the Third Closing, and no additional debentures will be issued under the agreement.

• · The debenture matures on August 26, 2027.
• · The conversion price is the lower of $1.35 or 98% of the lowest daily VWAP over the five trading days preceding conversion, with a floor of $0.1736.
• · The issuance is exempt from registration under Section 4(a)(2) of the Securities Act; Yorkville is an accredited investor.
• · Yorkville waived certain conditions to the Third Closing and agreed to amendments to the debenture.
• · No additional convertible debentures will be issuable under the Purchase Agreement after this closing.

08-09-2026

John Marshall Bancorp, Inc. (JMSB) and Eagle Financial Services, Inc. (EFSI) announced a definitive merger agreement to combine two Virginia community banks in an all-stock transaction valued at approximately $253 million, or $46.72 per EFSI share. The combined company will have $4.4 billion in assets and 23 banking offices, creating a contiguous franchise from the Shenandoah Valley to Washington, D.C. The transaction is expected to close early in the first quarter of 2027, subject to regulatory and shareholder approvals.

• · The combined company will be headquartered in Reston, Virginia, with the banking subsidiary headquartered in Berryville, Virginia.
• · Bank of Clarke brand will be preserved in its legacy Shenandoah Valley markets, a name serving the community since 1881.
• · The combined company will continue to trade on Nasdaq under ticker JMSB.
• · Directors and certain executive officers of both companies have committed to vote their shares in favor of the merger.
• · John Marshall expects to increase its quarterly cash dividend to $0.155 per share post-closing.
• · EFSI's wealth management business had approximately $599 million in assets under management as of June 30, 2026.

08-09-2026

MSC Industrial Supply Co. appointed Rob Kuhns as Executive Vice President and Chief Financial Officer, effective September 8, 2026. Kuhns brings over 30 years of financial experience, most recently as CFO at TopBuild Corp., where he helped grow market capitalization from $6B to $14B. The appointment is a leadership change with no financial results or negative metrics disclosed.

• · Kuhns earned a bachelor's degree in accounting from Shippensburg University and an MBA from Southern Methodist University.
• · Kuhns will be based at MSC's corporate office in Davidson, North Carolina.
• · MSC has approximately 2.5 million products and over 7,000 associates.

08-09-2026

DeFi Development Corp. announced the pricing of its initial public offering of 1,375,000 shares of Variable Rate Series C Perpetual Preferred Stock at $8.00 per share, expected to raise approximately $11.0 million in gross proceeds for general corporate purposes including SOL acquisitions and digital asset investments. The company intends to use net proceeds to acquire SOL and other digital assets, and has established a dividend reserve covering the first 12 months of dividends at a 13.00% annual rate. While the offering provides capital for growth, the stock carries a variable dividend rate that can increase to a maximum of 20% per annum on unpaid dividends, and the company's treasury strategy is heavily reliant on the volatile price of SOL, as noted in the risk factors.

• · The offering is scheduled to settle on September 8, 2026.
• · First regular dividend payment will occur on October 1, 2026.
• · The CHAD Stock has a stated long-term trading range of $9.95 to $11.00 per share.
• · The liquidation preference per share adjusts daily based on recent trading prices, subject to a minimum of the stated amount.
• · The company has the right to redeem all CHAD Stock if outstanding shares fall below 25% of originally issued shares.
• · Holders have the right to require repurchase upon a 'fundamental change' at the stated amount plus accumulated dividends.
• · R.F. Lafferty & Co., Inc. is acting as sole book-running manager.

08-09-2026

Meshflow Acquisition Corp. (MESHU) has entered into a definitive business combination agreement with HGP Intelligent Energy, LLC, a nuclear reactor load-following technology company. The transaction values HGP at a pre-money equity value of $800 million, with a pro forma enterprise value of approximately $921 million and pro forma equity value of approximately $1.2 billion, assuming no redemptions. The deal is expected to provide approximately $345 million in gross proceeds from Meshflow's trust account, though redemptions could reduce that amount, and the combined company will be led by HGP's management team with all existing HGP equity holders rolling 100% of their holdings.

• · HGP's patent pending portfolio covers variable-speed reactor coolant pump architecture, thermal margin and pump-speed control, digital twin monitoring and predictive control, and related pump hydraulics across large PWRs, SMRs, microreactors, and sodium fast reactors.
• · In July 2026, HGP was selected as a consortium partner on Prometheus, an AI-for-nuclear effort under the DOE's Genesis Mission, with $60M in government funding and over $200M in industry cost-share.
• · HGP is separately developing the Integrated Naval Nuclear Energy Campus, which would place proven naval-derived reactors on federal sites to serve islanded, grid-connected data center load.
• · All existing HGP equity holders will roll 100% of their holdings into the combined company, and HGP's management, principal equity holders, and Meshflow's sponsor have committed to a customary lockup post-closing.
• · Meshflow raised $345 million in its December 2025 IPO, led by Cantor.
• · The transaction is subject to shareholder approval, regulatory approvals (including HSR and other antitrust clearances), and other closing conditions, including a minimum cash condition.

08-09-2026

Exascale Labs Holdings Inc. (XLAB) appointed Gildas Bonnier as Interim CFO effective September 4, 2026, while a search for a permanent CFO is conducted. Mr. Bonnier brings over 20 years of experience in industrial infrastructure, including senior roles at Air Liquide and Nikola Motors, and will receive a modest monthly fee of $10,000 with no additional compensation. The appointment is a routine officer change with no disclosed negative financial metrics.

• · Bonnier co-founded Grove Hydrogen Solutions in 2026, an infrastructure services venture.
• · Bonnier holds an MBA in Finance from Wharton, an M.S. from École des Ponts ParisTech, and a B.S. in Mechanical Engineering from ESTACA.
• · The consulting agreement can be terminated by either party with 10 days' notice or immediately for cause.

08-09-2026

Laser Photonics Corp appointed Timothy A. Peterman, 59, as Acting CFO on September 8, 2026, replacing Ralph Venegas who returns to his prior role as VP of Finance and Reporting. Mr. Peterman previously served as CFO and COO of The J. Peterman Company and as CFO and CEO of iMedia Brands, which filed for Chapter 11 bankruptcy in June 2023 and sold its assets in July 2023. The filing does not disclose any financial metrics or performance data.

• · Timothy Peterman is a CPA (inactive) and holds a BS in accounting from the University of Kentucky.
• · Mr. Peterman began his career at KPMG in Chicago in 1989.
• · iMedia Brands, where Mr. Peterman served as CFO and CEO, filed for Chapter 11 bankruptcy in June 2023 and sold substantially all its assets in July 2023.

08-09-2026

Franklin Electric Co., Inc. (FELE) completed the acquisition of Cat Pumps Corporation for $350 million in cash plus a potential earnout of up to $50 million in FELE stock. Cat Pumps generated approximately $115 million in revenue and $45 million in Adjusted EBITDA in 2025, with EBITDA margins above 35%. The acquisition is expected to be accretive to Adjusted EPS in 2027 and expands FELE's exposure to high-growth commercial and industrial end markets, while maintaining a net leverage ratio of approximately 1.5x.

• · Cat Pumps will be reported as part of Franklin Electric's Energy Systems segment and will continue to operate under the Cat Pumps brand.
• · The acquisition expands Franklin Electric's addressable market by $1+ billion.
• · Franklin Electric expects to leverage its international distribution network to expand Cat Pumps' presence outside North America.
• · The transaction closed on September 4, 2026.
• · Franklin Electric funded the acquisition with available cash and borrowings under existing credit facilities.

08-09-2026

International Stem Cell Corporation (ISCO) completed the sale of its wholly-owned subsidiary Lifeline Cell Technology, LLC (LCT) to American Type Culture Collection, Inc. (ATCC) for an adjusted purchase price of $25,250,000 on September 1, 2026. The transaction provides ISCO with net cash proceeds of approximately $21.7 million and an escrow receivable of $2.6 million, significantly strengthening its balance sheet. However, pro forma financial statements show that after removing LCT's revenues, ISCO's continuing operations (Lifeline Skin Care and therapeutic R&D) generated only $296,000 in revenue for the six months ended June 30, 2026, with a net loss from continuing operations of $1.6 million, indicating a sharp decline in scale and ongoing operating losses.

• · The sale closed on September 1, 2026, with the MIPA dated July 10, 2026.
• · LCT's historical results will be reported as discontinued operations in future filings.
• · ISCO retains Lifeline Skin Care, Inc. and its therapeutic R&D operations after the sale.
• · The escrow receivable of $2.6M comprises three tranches: $100K working capital holdback (~90 days), $1.5M indemnification holdback (~6 months), and $1.0M indemnification holdback (~9 months), all classified as current.
• · Pro forma total assets are $26.3M, up from $5.1M historical, primarily due to cash proceeds.
• · Pro forma total liabilities are $4.4M, down from $5.0M historical, after removing LCT liabilities.
• · Related party note payable of $3.3M to BioTime remains on the balance sheet.
• · Pro forma net loss per share (basic and diluted) for FY2024 and FY2025 is $(0.40), and $(0.20) for the six months ended June 30, 2026.
• · The company qualifies as a Smaller Reporting Company, allowing only two annual periods in pro forma statements.

08-09-2026

On September 4, 2026, Kimberly A. Boynton resigned from the boards of Seneca Bancorp, Inc. and its subsidiary Seneca Savings Bank, effective immediately, to pursue other interests. The resignation was not due to any disagreement with the company, its management, or its operations.

• · Resignation effective immediately on September 4, 2026.
• · Ms. Boynton served on the boards of both the parent company and its wholly-owned subsidiary.

08-09-2026

Houlihan Lokey, Inc. disclosed that director Gillian B. Zucker will not stand for reelection at the 2026 Annual Meeting, with her term expiring at that meeting. The departure is not due to any disagreement with the company's operations, policies, or practices.

• · Ms. Zucker's decision was not the result of any disagreement with the company on any matter relating to operations, policies, or practices.
• · The filing was signed by CFO J. Lindsey Alley on September 8, 2026.

08-09-2026

Northern Technologies International Corporation (NTIC) announced a series of leadership changes effective September 4, 2026, as part of its management succession planning. Gautam Ramdas was appointed President and CEO, succeeding G. Patrick Lynch, who was named Chairman of the Board; Brian Haglund was promoted to COO. The filing contains no financial results or period-over-period comparisons, so no quantitative performance data is available.

• · G. Patrick Lynch has been with NTIC since 1995, served as President from July 2005 and CEO from January 2006.
• · Gautam Ramdas has been with NTIC since 2005, most recently as Vice President of Zerust® Integrity Solutions.
• · Brian Haglund joined NTIC in 2018, previously held leadership roles at Textron.
• · NTIC serves customers in more than 65 countries.
• · The company has been selling ZERUST® products for over 50 years.

08-09-2026

On September 3, 2026, AGNT, Inc. (formerly eXp World Holdings, Inc.) entered into a stock purchase agreement to buy 8,693,290 shares of its common stock from the Gratitude 2022 Trust, whose sole beneficiaries are adult family members of Chairman and CEO Glenn Sanford. The purchase price is $3.68 per share (a 10% discount to the 5-day VWAP), and the transaction was approved by the audit committee as fair to the company. The agreement automatically terminates if not closed by September 11, 2026, unless extended.

• · The purchase price of $3.68 per share represents a 10% discount to the 5-day VWAP preceding the pricing date.
• · The stock purchase agreement was reviewed and approved by the audit committee, consisting solely of independent and disinterested directors.
• · The agreement will automatically terminate if closing does not occur by September 11, 2026, though the company may unilaterally extend that date under certain circumstances.
• · The trust's sole beneficiaries are adult family members of Glenn Sanford, the Chairman and CEO.

08-09-2026

Shutterstock appointed three new independent directors—Timothy Adams, Matthew Salzberg, and Michael Thompson—to its Board, effective September 8, 2026. The new directors bring deep expertise in finance, technology, scaling businesses, and capital allocation, strengthening the board as the company pursues long-term value creation. No financial results or operational metrics were disclosed in this filing.

• · Timothy Adams has over 20 years of financial leadership experience and previously served as CFO of Rapid7 and BitSight Technologies.
• · Matthew Salzberg founded Blue Apron in 2011 and grew it to ~$910M in annual revenue and 5,000+ employees before its 2017 IPO.
• · Michael Thompson has been Managing Partner of Reinvent Capital since 2017 and also serves on the boards of Joby Aviation, Oklo Inc., and American Banknote Corporation.

08-09-2026

AdaptHealth Corp. announced the appointment of Harriss T. Currie as Chief Financial Officer, effective September 9, 2026, succeeding Jason Clemens, who will assist with the transition through October 1, 2026. Currie brings extensive CFO experience from Luminex Corp, Health Track Rx, and Impulse Dynamics, and previously served as President of the Regenerative Medicine division at 3D Systems. The company highlighted its strong financial processes and strategic contracts positioning for revenue and EBITDA growth, while also noting the outgoing CFO's contributions to team and structure.

• · Harriss Currie previously served as CFO of Luminex Corp for more than 15 years until its sale to DiaSorin in 2021.
• · Currie held CFO roles at Health Track Rx (2025-2026) and Impulse Dynamics (2022-2023), and served as President of the Regenerative Medicine division of 3D Systems (2023-2025).
• · Currie holds an MBA from the McCombs School of Business at the University of Texas at Austin and previously worked as an audit manager at Deloitte & Touche.
• · AdaptHealth operates under four reportable segments: Sleep Health, Respiratory Health, Diabetes Health, and Wellness at Home.
• · The company reaches approximately 4.5 million patients annually through about 670 locations in 48 states.

08-09-2026

Blue Owl Capital Corp (OBDC) disclosed the entry into a material indenture and security agreement for a new collateralized loan obligation (CLO) vehicle, Owl Rock CLO XXVI, LLC, dated September 2, 2026, with The Bank of New York Mellon Trust Company as trustee. The agreement establishes the terms, conditions, and security for the issuance of secured notes and Class A-L loans backed by a portfolio of collateral obligations. This transaction expands OBDC's CLO platform with the 26th CLO issuance.

• · The indenture is dated September 2, 2026.
• · The filing date of the 8-K is September 8, 2026.
• · The governing law is stated within the indenture (likely New York based on standard CLO practice).
• · The trustee's 17g-5 website for rating agency information is initially located at https://17g5.com/datarooms/owlrockcloxxvi.

08-09-2026

Hadron Energy, Inc. (formerly GigCapital7 Corp.) disclosed the adoption of Form RSU Documents under its 2026 Equity Incentive Plan and approved grants of 750,000 RSUs to EVP of Engineering Eric Williams, 500,000 RSUs to CFO Rahul Shukla, and 500,000 RSUs to COO Kenneth Canavan. The RSUs vest over a multi-year period with 25% vesting on November 15, 2027, and the remainder in equal quarterly installments through November 15, 2030. No financial results or period-over-period comparisons are included in this filing.

• · The Form RSU Documents include a Form of Restricted Stock Units Agreement, a Form of Notice of Grant for U.S. Participants, and a Form of Notice of Grant for U.S. Participants – Non-Employee Directors.
• · Unvested RSUs expire upon certain terminations of the grantee's employment or relationship with the Company.
• · All three RSU grants have the same vesting schedule: 25% on November 15, 2027, and the remaining 75% in twelve equal quarterly installments thereafter, fully vesting on November 15, 2030.

08-09-2026

CIMG Inc. announced the resignation of President Wenlong Tong effective September 2, 2026, citing personal reasons with no disagreement with the company. The departure leaves a leadership gap as no successor has been named, though CEO Jianshuang Wang remains in place.

• · Resignation effective September 2, 2026
• · No successor appointed as of filing date
• · Company trades on OTCID under symbol CIMG

08-09-2026

Digital Turbine, Inc. approved FY2027 long-term incentive awards for its named executive officers on September 1, 2026, granting a mix of performance-based RSUs (PSUs) and time-based RSUs to CEO William Stone, CBO Michael Akkerman, Interim CFO Joshua Kinsell, and CTO Benneaser John. The awards are split 50/50 between PSUs and RSUs, with PSUs tied to FY2028 and FY2029 Adjusted EBITDA goals and relative TSR performance against a peer index. The grants are designed to incentivize long-term performance, but vesting is contingent on continued employment through June 2029, and no immediate financial impact is disclosed.

• · PSUs vest based on four equally weighted performance goals: FY2028 EBITDA Goal, FY2029 EBITDA Goal, Relative TSR (grant date to June 15, 2028), and Relative TSR (grant date to June 15, 2029).
• · PSU vesting ranges from 50% (threshold) to 150% (maximum) of target shares, with linear interpolation for performance between targets.
• · All earned PSU shares vest on June 15, 2029, after Compensation Committee certification of all performance goals.
• · RSUs vest one-third on the first anniversary of the grant date, with the remainder vesting in equal monthly installments through June 15, 2029.
• · All awards are subject to continued employment through the respective vesting dates.

08-09-2026

Xponential Fitness, Inc. appointed Jennifer Ryu as Chief Financial Officer, effective October 19, 2026, succeeding interim CFO Robert Julian, who will remain as a consultant. The company also disclosed that its Board is continuing a previously announced review of strategic alternatives to maximize shareholder value, with Jefferies as financial advisor.

• · Jennifer Ryu has served as EVP and CFO of Resources Connection Inc. since 2019.
• · She began her career in public accounting at Deloitte and holds a B.A. in business economics and accounting from UCLA.
• · The strategic alternatives review is led by the company's independent directors and supported by Jefferies.
• · Xponential's portfolio includes five brands: Club Pilates, Stretchlab, YogaSix, Pure Barre, and BFT.
• · The company has franchise, master franchise and international expansion agreements in 49 U.S. states, Puerto Rico, and 29 additional countries.

08-09-2026

Sphere 3D Corp. entered into two definitive agreements on September 1, 2026, to sell its Iowa site for $1.5 million and all of its legacy mining machines for approximately $3.1 million, generating total proceeds of up to $4.6 million. The company received $300,000 in cash from the Iowa site sale and will receive the remaining $1.2 million via a 12-month interest-free promissory note, plus the return of utility prepayments and security deposits totaling about $525,000. The mining machine sale will occur over 90 days, with ownership retained until payments are received, indicating a complete exit from legacy mining hardware ownership.

• · The Iowa Agreement terminates a sublease with the buyer and assigns all rights to mining containers, transformers, and related equipment.
• · The promissory note for the Iowa site is interest-free, with monthly installments starting December 1, 2026 through November 1, 2027.
• · The mining machine sale covers all of the company's existing legacy fleet of owned mining machines.
• · The company retains ownership of the miners until payments are received, reducing counterparty risk.
• · No prior period comparisons are available as this is a new event, not a period-over-period financial result.

08-09-2026

Snap Inc disclosed on September 8, 2026 that Chief Business Officer Ajit Mohan notified the company on September 3, 2026 of his departure to pursue other opportunities, with his last day expected to be December 31, 2026. Mohan confirmed his decision is not related to any disagreement with Snap regarding accounting, strategy, management, operations, policies, or practices. The filing does not provide any financial metrics or period-over-period comparisons.

• · Departure notification date: September 3, 2026
• · Expected last day: December 31, 2026
• · Mohan's departure is not related to any disagreement with Snap on accounting, strategy, management, operations, policies, or practices

08-09-2026

Verisk Analytics announced the retirement of Sunita Holzer, Chief Human Relations Officer, effective after a successor is identified. Ms. Holzer joined the company in 2021 and contributed to strengthening culture and modernizing practices. No financial metrics or performance data were disclosed in this filing.

• · Ms. Holzer's retirement was announced on September 2, 2026, and the filing was made on September 8, 2026.
• · Her official retirement date is contingent upon identification and announcement of a successor.

08-09-2026

Amerant Bancorp Inc. entered into a formal employment agreement with CEO Carlos Iafigliola, effective September 4, 2026, providing an $875,000 base salary, target bonus of at least 90% of base salary, and significant severance benefits including up to 2.99 times salary plus bonus in a change-in-control scenario. The agreement includes standard non-compete and non-solicitation clauses, and the CEO has served since May 18, 2026.

• · Initial term of employment agreement is three years, with automatic one-year renewals unless 60 days' notice given.
• · Severance for qualifying termination pre-change-in-control: two times (base salary + average bonus) paid in 24 monthly installments.
• · Severance for qualifying termination within 24 months post-change-in-control: lump sum of 2.99 times (base salary + average/target bonus).
• · Equity awards treatment in termination scenarios is governed by existing equity plan and award agreements.
• · Compensation is subject to clawback laws, regulations, and company policies.

08-09-2026

Aterian, Inc. received a Nasdaq deficiency notice on September 2, 2026, for failing to maintain a minimum $1.00 bid price for 30 consecutive business days. The company has a 180-day compliance period until March 1, 2027, to regain compliance, with a potential second 180-day extension. Additionally, CFO Joshua Feldman was terminated on September 4, 2026, and CEO David E. Lazar will serve as interim CFO while the company searches for a permanent replacement.

• · The company received a Bid Price Notice from Nasdaq on September 2, 2026.
• · The compliance period ends on March 1, 2027.
• · If compliance is not achieved, Nasdaq may grant a second 180-day period if the company meets other listing standards.
• · The company may need to effect a reverse stock split to cure the deficiency.
• · If delisting occurs, the company can appeal to a Nasdaq hearings panel.
• · CEO David E. Lazar will serve as interim CFO while a full-time replacement is sought.

08-09-2026

Neighborhood Intelligence (formerly Bed Bath & Beyond) terminated its proposed acquisition of F9 Brands because F9 could not satisfy closing requirements. The company reaffirmed its disciplined capital allocation strategy and will not pursue any commercial or strategic collaboration with F9. As of August 31, 2026, Neighborhood had approximately 97 million shares outstanding after completing acquisitions of The Container Store, Kirkland's, Installed Right, and SFV Construction Services.

• · Neighborhood had approximately 97 million shares outstanding as of August 31, 2026.
• · The company completed acquisitions of The Container Store, Kirkland's, Installed Right, and SFV Construction Services prior to this termination.
• · Neighborhood plans to expand Elfa's whole-home solutions platform across kitchen, laundry, bath, closet, and garage.
• · No shares will be issued in connection with the terminated F9 acquisition.