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US SEC Filings Daily Market Digest — April 07, 2026

Daily USA Market Intelligence

24 high priority26 medium priority50 total filings analysed

Executive Summary

Across 50 SEC filings for April 7, 2026, dominant themes include a surge in M&A and de-SPAC activity (e.g., Flushing/OceanFirst merger approvals, Talkspace/UHS, Teamshares/Live Oak), proxy statements signaling annual/special meeting season with mixed comp votes, and SPAC/IPO filings amid biotech financings. Period-over-period trends show mixed results: Crane NXT revenue hit 129% of target ($1,568.6M) but op profit at 79%, CPI Aerostructures revenue declined 14.6% YoY to $69.3M with cash plunging 83.6%, and APEX Tech net loss worsened 371% QoQ to $39K. Financial distress evident in Luminar bankruptcy confirmation and Inotiv liquidity waiver, contrasted by positive capital raises like Opus Genetics' $155M funding and Four Corners' $200M loan. Forward-looking catalysts cluster in Q2 2026 (mergers, earnings like MetLife May 6), with biotech runways extended to 2029. Portfolio-level patterns highlight financial sector consolidation (5+ merger votes), neutral sentiment in 13F holdings (stable ETF-heavy portfolios), and bullish de-SPAC momentum implying alpha in transaction completions.

Tracking the trend? Catch up on the prior US SEC Filings Daily Market Digest digest from April 01, 2026.

Investment Signals(12)

  • Preliminary Q1 2026 variable investment income $475-525M pre-tax vs FY guidance $1.6B, ahead of May 6 earnings

  • Crane NXT(BULLISH)

    2025 annual incentive 94% payout with revenue 129% of target ($1,568.6M) vs op profit 79% ($335.8M), Security segment revenue 193% target

  • SPAC S-1 for 25M units IPO, post-IPO 33.3M Class A shares, warrants at $11.50, positive setup for business combo

  • Q2 2026 public listing via merger, SuperDrive L4 2027 launch, HyperFoundry $25M contracted targeting $40-50M FY2026 rev, positive FCF 2027 path

  • S-4 filed for Q2 2026 de-SPAC, $400M+ rev across 40+ industries, Nasdaq TMS listing

  • Record 2025 revenue, Q4 Tecnobank acquisition, >40% rev outside Puerto Rico, LatAm organic growth

  • $155M non-dilutive funding ($35M initial +$5M equity), cash to $100M runway to 2029, OPGx-BEST1 topline mid-2026

  • $200M 7-yr term loan at SOFR+1.25%, 96% debt hedged, pro forma leverage 5.4x for Q2/Q3 acquisitions at 200+ bps spreads

  • Merger approved 97.3% (24.1M yes votes), Flushing shares convert 0.85:1 OceanFirst

  • Merger agreement March 9, board recommends FOR at special meeting, positive path to UHS subsidiary

  • Starton Holdings(NEUTRAL-BULLISH)

    S-1/A for IPO 6.67M shares $5-7, Nasdaq STA, clinical-stage biotech focus

  • $1.225B term loan +$1B rev for acquisition funding, matures 2031, leverage covenant 3.5x

Risk Flags(10)

  • Bankruptcy court confirmed Chapter 11 liquidation plan April 3, no ongoing ops post-Dec 2025 petitions

  • Inotiv Inc[HIGH RISK]

    Lenders granted limited waiver for min liquidity covenant April 3/10 tests, signals ongoing liquidity pressures

  • CFO Alexander Arrow termination effective April 30, no replacement named, leadership void

  • FY2025 net loss $843K vs $3.3M income 2024, rev -14.6% YoY to $69.3M, cash -83.6% to $899K, op cash -$5.2M vs +$3.6M

  • Q3 net loss $39K (+371% worse QoQ), 6-mo loss $47K, SPAC pre-combo risks

  • 10-K flags going concern doubt, op losses history, note defaults, dilution/penny stock risks, Phase 2 by 2028 milestone

  • Board reviewing strategic alts incl sale amid director resignations (Clarke/Grayson/Haase), execution continuity uncertain

  • Charter amendment for Warburg exemption rejected (26M against), may complicate Flushing merger

  • Acquisition issues 42% dilution (4.2M shares), potential 1:5 consolidation, mixed approvals needed

  • CKX Lands[MEDIUM RISK]

    Top holders Ottley 18%, Stream 10.3%, concentrated ownership in small cap with 2M shares outstanding

Opportunities(10)

  • MetLife(OPPORTUNITY)

    Q1 VI prelim beat supports FY $1.6B guide, buy ahead of May 6 earnings/supplement

  • Crane NXT(OPPORTUNITY)

    Say-on-pay vote with 94% incentive payout, revenue outperformance signals segment strength

  • PlusAI/Churchill IX(OPPORTUNITY)

    Business update call April 7 4:30pm ET, $40-50M 2026 rev target, Q2 de-SPAC

  • Teamshares/LOKV(OPPORTUNITY)

    $400M rev SME platform, S-4 filed, Q2 Nasdaq TMS close, diversified 40 industries

  • Opus Genetics(OPPORTUNITY)

    $100M cash post-funding funds pivotal OPGx-LCA5/BEST1 (mid-2026 data), early programs 2026-27

  • Four Corners(OPPORTUNITY)

    $200M loan funds late Q2/early Q3 buys at 200bps+ cap rates, leverage in target 5-6x

  • Talkspace/UHS(OPPORTUNITY)

    Merger special mtg vote, unanimous board approval, acquisition premium potential

  • EVERTEC(OPPORTUNITY)

    Diversification >40% non-PR rev, Tecnobank integration, vote directors/auditors May 21

  • News Corp(OPPORTUNITY)

    $1B buyback authorization ongoing, ASX disclosures signal active repurchases

  • Starton Holdings(OPPORTUNITY)

    Biotech IPO $5-7/share, continuous delivery cancer tech, Nasdaq STA listing

Sector Themes(6)

  • Financial M&A Momentum

    5/50 filings (Flushing/OceanFirst 97% approval, CVB/Heritage contingent nominees, Talkspace/UHS) show consolidation wave, 0.85:1 share swaps, Q2 closes; implies deposit/scale synergies but integration risks

  • SPAC/de-SPAC Surge

    4 filings (RRE IPO 25M units, Live Oak/Teamshares S-4 $400M rev, Churchill/PlusAI Q2 list, APEX post-IPO trust $112M) with positive rev guides, warrants $11.50; sector ripe for combos amid $40-50M targets

  • Biotech Financing Strength

    Opus $155M non-dilutive (runway 2029), Starton IPO, Protagenic/CPI/Cell mixed distress; 3/5 positive cash extensions vs going concern flags, mid-2026 catalysts (OPGx data)

  • Proxy Season Compensation Scrutiny

    15+ DEF/DEFA14A (Crane 94% payout mixed, Flushing say-on-pay 50.2% narrow pass, OceanFirst issuance yes/charter no); revenue beats (129%) but op profit lags signal pay-for-performance tension

  • Liquidity/Capital Stress

    Inotiv waiver, CPI cash -83.6%, Luminar liquidation, Four Corners $200M loan hedged 98%; mixed with positive (NCDL proxies, S&T CEO deal), avg leverage 5.4x targeted

  • Neutral 13F Stability

    5 filings (InTrack $175M, Baring $163M, Versant $1B+, ETF-heavy S&P/Amazon/NVDA tops); no major shifts, sole voting, implies passive conviction in core indices amid volatility

Watch List(8)

  • Q1 earnings May 6, VI prelim $475-525M vs $1.6B FY guide, watch full results [May 6, 2026]

  • Merger post-vote (97% yes, charter rejection), Q2 close timeline [Q2 2026]

  • Special mtg merger vote, record date/date TBD, board FOR rec [2026 mtg]

  • PlusAI/Churchill IX
    👁

    Business update call April 7 4:30pm ET, Q2 de-SPAC, 2027 FCF [April 7, 2026 call]

  • Initial $35M close April 20, OPGx-BEST1 mid-2026 data, LCA5 milestones [April 20, 2026]

  • Strategic review/sale process with Jefferies, director changes [Ongoing 2026]

  • Cash plunge 83.6%, new $9.7M LT debt, op cash negative shift [Post-10-K/A]

  • Liquidity waiver ends April 10, watch covenant compliance/earnings [April 10, 2026]

Filing Analyses(50)
METLIFE INC8-Kneutralmateriality 7/10

07-04-2026

MetLife, Inc. disclosed preliminary unaudited variable investment income for the quarter ended March 31, 2026, estimated at $475 million to $525 million pre-tax, ahead of its quarterly earnings release on May 6, 2026. This compares to full-year 2026 guidance of approximately $1.6 billion pre-tax for variable investment income, which includes private equity, real estate, other funds, and prepayment fees. Actual results may differ materially as financial closing procedures are not yet complete.

  • ·Quarterly earnings release and financial supplement scheduled for May 6, 2026.
  • ·Variable investment income includes private equity, real estate and other funds, and prepayment fees.
  • ·Information not deemed 'filed' under Section 18 of the Securities Exchange Act of 1934.
Crane NXT, Co.DEFA14Aneutralmateriality 2/10

07-04-2026

Crane NXT, Co. (CXT) filed a DEFA14A Definitive Additional Proxy Statement on April 07, 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 proposals, financial data, or performance metrics are included in the provided materials.

  • ·Filing Type: DEFA14A (Definitive Additional Materials)
  • ·Filed by the Registrant (☒)
  • ·No fee required (☒)
Crane NXT, Co.DEF 14Amixedmateriality 8/10

07-04-2026

Crane NXT, Co.'s DEF 14A proxy statement seeks stockholder ratification of Deloitte & Touche LLP as independent auditors and an advisory 'Say-on-Pay' vote on 2025 NEO compensation. Corporate 2025 annual incentive performance achieved a weighted 94% payout, with revenue at 129% of target ($1,568.6M) but adjusted operating profit at 79% ($335.8M) and adjusted free cash flow at 89% ($213.5M). The Security and Authentication Technologies segment reached 100% payout, driven by revenue at 193% of target ($722.0M) but offset by adjusted operating profit at 77% ($147.8M) and free cash flow at 53% ($129.5M).

  • ·Corporate incentive metrics weighted 25% revenue / 50% adjusted operating profit / 25% adjusted free cash flow; excludes certain acquisition and restructuring costs.
  • ·Security and Authentication Technologies metrics weighted similarly for Mr. Keayes.
  • ·NEO target bonus percentages unchanged from 2024 except Mr. Saak increased to 110% of base salary; Ms. DiMaurizio ineligible for 2025 annual incentive.
  • ·Exchange rates: 1.3445 USD/GBP for 2025, 1.2521 USD/GBP for 2024.
  • ·Audit Committee approved Deloitte budget for 2026 and reappointment on February 17, 2026.
Artificial Intelligence Technology Solutions Inc.8-Kneutralmateriality 3/10

07-04-2026

Artificial Intelligence Technology Solutions, Inc. (AITX) filed an 8-K on April 7, 2026, disclosing a press release announcing that its RAD division is implementing its first hardware price increase in nearly three years due to market conditions demanding adjustment. The press release is attached as Exhibit 99.1 and furnished under Item 8.01, not deemed filed or material.

  • ·Filing explicitly states information is furnished, not filed, and not deemed material.
  • ·Date of earliest event reported: April 7, 2026.
CKX LANDS, INC.DEF 14Aneutralmateriality 6/10

07-04-2026

CKX Lands, Inc. filed a proxy statement for its 2026 Annual Meeting of Shareholders on May 7, 2026, seeking approval to elect six directors (Lee W. Boyer, Keith Duplechin, Daniel J. Englander, Max H. Hart, Lane T. LaMure, Eugene T. Minvielle IV), ratify MaloneBailey LLP as independent auditors, approve executive compensation on a non-binding advisory basis, and determine the frequency of future say-on-pay votes (recommending every year). As of April 3, 2026, 2,053,129 shares of common stock were outstanding, held by 256 record shareholders, with significant beneficial ownership by Ottley Properties, LLC (18.0% or 369,610 shares) and William Gray Stream (10.3% or 211,795 shares); no delinquent Section 16(a) reports were identified.

  • ·Record date: March 26, 2026; only record holders entitled to vote.
  • ·Quorum requires presence of majority of outstanding shares; election of directors by plurality vote.
  • ·Broker non-votes have no effect on proposals; ratification of auditors (Item 2) considered routine.
Arlo Technologies, Inc.8-Kneutralmateriality 4/10

07-04-2026

Arlo Technologies, Inc. filed an 8-K on April 07, 2026, disclosing Amended and Restated Bylaws as Exhibit 3.1 under Items 5.03 and 9.01. The bylaws outline provisions for corporate offices, stockholder meetings (including advance notice requirements for nominations and proposals), director powers and meetings, committees, officers' roles and duties, indemnification rights, stock-related matters, and general corporate governance. No financial performance data, changes, or metrics are reported.

RRE Ventures Acquisition Corp.S-1positivemateriality 9/10

07-04-2026

RRE Ventures Acquisition Corp., a special purpose acquisition company (SPAC), filed an S-1 registration statement for an initial public offering of 25,000,000 units, each consisting of one Class A ordinary share and one-third of a warrant exercisable at $11.50 per share. Post-offering, and assuming no exercise of the underwriter's over-allotment option and surrender of 1,250,000 founder shares, the company will have 33,333,333 Class A ordinary shares and 15,343,333 warrants outstanding. The sponsor, RRE Sponsor LLC, initially invested $25,000 and holds founder shares, with 2,718,000 Class B shares sold to management team affiliates, third-party investors, and a consultant.

  • ·Up to 1,250,000 founder shares subject to forfeiture depending on underwriter’s over-allotment option exercise.
  • ·Warrants exercisable 30 days after initial business combination at $11.50 per share, expiring five years post-combination.
  • ·Public warrants redeemable at $0.01 if Class A share price >= $18.00 for specified period.
NXG NextGen Infrastructure Income Fund8-Kneutralmateriality 7/10

07-04-2026

NXG NextGen Infrastructure Income Fund issued a Notice of Guaranteed Delivery (EX-99.1) for its rights offering under the Prospectus Supplement dated April 6, 2026, and accompanying Prospectus dated July 9, 2025. The form facilitates subscription for common shares via primary subscription and over-subscription privilege, with submissions required by 5:00 p.m. ET on the Expiration Date of April 30, 2026, to Subscription Agent Equiniti Trust Company, LLC. No financial performance metrics or period comparisons are provided in the filing.

  • ·Subscription delivery addresses: 55 Challenger Road, Suite #200, Ridgefield Park, New Jersey 07660, Attn: Reorganization Department
  • ·Information Agent contact: (800) 207-2872
  • ·Guaranteed delivery must be followed by Subscription Certificate by close of business on the first business day after Expiration Date
Churchill Capital Corp IX/Cayman425positivemateriality 8/10

07-04-2026

PlusAI announced a business update conference call on April 7, 2026, at 4:30 p.m. ET, to discuss commercial milestones including a live joint autonomous truck pilot with Ryder System, Inc. and International Motors on 600-mile routes, advancing SuperDrive™ toward 2027 L4 commercialization, and HyperFoundry™ launch with $25 million contracted value targeting $40–50 million full-year 2026 revenue. The company outlined a path to positive free cash flow in 2027 and readiness for public listing via merger with Churchill Capital Corp IX in Q2 2026. No historical performance data or declines were provided, only forward-looking targets.

  • ·Merger with Churchill Capital Corp IX announced in June 2025; intended public listing in Q2 2026.
  • ·Targeted 2027 commercial launch of SuperDrive™ for factory-built Level 4 autonomous trucks.
  • ·Conference call webcast at https://plus.ai/investors; replay available through April 21, 2026.
  • ·Operations headquartered in Silicon Valley with presence in US and Europe.
Luminar Technologies, Inc./DE8-Knegativemateriality 10/10

07-04-2026

The U.S. Bankruptcy Court for the Southern District of Texas confirmed the Fourth Amended Chapter 11 Plan of Liquidation for Luminar Technologies, Inc. and its four affiliated debtors on April 3, 2026, following a confirmation hearing on April 1, 2026, with all objections overruled. The debtors filed voluntary Chapter 11 petitions on December 15 and 31, 2025 (Case No. 25-90807), and have operated as debtors in possession since then. The plan proceeds to liquidation, marking a significant adverse development with no ongoing operations highlighted.

  • ·Chapter 11 Cases jointly administered under Case No. 25-90807 (CML) in the Southern District of Texas Houston Division
  • ·Creditors’ Committee appointed by U.S. Trustee on December 30, 2025
  • ·Debtors’ mailing address: 2603 Discovery Drive, Suite 100, Orlando, Florida 32826
  • ·Confirmation Hearing held April 1, 2026; Voting and Objection Deadline March 23, 2026
Live Oak Acquisition Corp. V425positivemateriality 9/10

07-04-2026

Teamshares Inc. and Live Oak Acquisition Corp. V (NASDAQ: LOKV) announced the filing of their joint registration statement on Form S-4 with the SEC on April 3, 2026, in connection with their proposed business combination, a key step toward Teamshares becoming publicly traded. The combined company is expected to operate as Teamshares Inc. and list on Nasdaq under ticker 'TMS', with closing anticipated in Q2 2026, subject to shareholder approval, SEC effectiveness, and other conditions. Teamshares, a tech-enabled acquiror of SMEs, operates subsidiaries with consolidated revenue of over $400 million across over 40 industries and 30 states.

  • ·S-4 registration statement filed April 3, 2026
  • ·Business combination previously announced November 14, 2025
  • ·Teamshares founded in 2019
  • ·Acquires SMEs with $0.5 to $5 million EBITDA
  • ·Live Oak V address: 4921 William Arnold Road, Memphis, Tennessee, 38117
PROG Holdings, Inc.8-K/Aneutralmateriality 8/10

07-04-2026

PROG Holdings, Inc., through its subsidiary PROG Beach, LLC, completed the acquisition of P-Squared, LLC (Purchasing Power) on January 2, 2026, pursuant to a Unit Purchase Agreement dated December 1, 2025. This Form 8-K/A amends the original filing solely to provide audited financial statements of Purchasing Power for the year ended December 31, 2024 (Exhibit 99.1), unaudited condensed financial statements for the nine months ended September 30, 2025 (Exhibit 99.2), and unaudited pro forma combined financial information for the same periods (Exhibit 99.3). No specific financial metrics or performance changes are detailed in the filing text.

  • ·Unit Purchase Agreement dated December 1, 2025
  • ·Acquisition completion date: January 2, 2026
  • ·Audited financials of Purchasing Power: year ended December 31, 2024 (Exhibit 99.1)
  • ·Unaudited financials of Purchasing Power: nine months ended September 30, 2025 (Exhibit 99.2)
  • ·Pro forma combined financials: nine months ended September 30, 2025 and year ended December 31, 2024 (Exhibit 99.3)
Xponential Fitness, Inc.8-Kmixedmateriality 9/10

07-04-2026

Xponential Fitness, Inc. announced its Board of Directors has initiated a review of strategic alternatives to maximize shareholder value, potentially including a sale, merger, or other transaction, and engaged Jefferies LLC as financial advisor. Separately, the Board appointed Nicole Parent Haughey as an independent director, while Jair Clarke, Chelsea A. Grayson, and Bruce Haase stepped down from the Board. CEO Mike Nuzzo stated the team will continue executing its strategy amid the process.

  • ·Operates franchise, master franchise, and international expansion agreements in 49 U.S. states, Puerto Rico, and 28 additional countries.
  • ·Nicole Parent Haughey previously served as COO of Island Creek Oysters and Mimeo, and held roles at Vertical Research Partners, United Technologies, and Credit Suisse.
  • ·References risks in Annual Report on Form 10-K for year ended December 31, 2025.
Talkspace, Inc.PREM14Apositivemateriality 10/10

07-04-2026

Talkspace, Inc. announced a merger agreement dated March 9, 2026, with Universal Health Services, Inc. (UHS) and its subsidiary UHS Merger Subsidiary, Inc., under which Merger Sub will merge with Talkspace, with Talkspace surviving as an indirect wholly owned subsidiary of UHS. The Board unanimously approved the agreement, declared it advisable and fair to shareholders, and recommends voting FOR the merger proposal (requiring majority of outstanding shares), the advisory compensation proposal, and the adjournment proposal at a virtual special meeting scheduled for 2026. No financial terms such as merger consideration are detailed in this preliminary proxy statement.

  • ·Merger agreement dated March 9, 2026.
  • ·Special meeting to be held virtually on [date], 2026, via www.proxydocs.com/TALK.
  • ·Record date: [date], 2026.
  • ·Merger proposal requires affirmative vote of majority of outstanding shares entitled to vote; abstentions and broker non-votes count as AGAINST.
  • ·Proxy solicitor: Innisfree M&A Incorporated.
  • ·Company address: 622 Third Avenue, New York, New York 10017.
APEX Tech Acquisition Inc.10-Qmixedmateriality 6/10

07-04-2026

APEX Tech Acquisition Inc., a SPAC, reported a net loss of $39,322 for the three months ended February 28, 2026, a 371% worsening from the $8,349 loss in the prior three-month period, and a total net loss of $47,671 for the six months ended February 28, 2026. The company successfully completed its IPO, depositing $111,971,310 into the Trust Account from public units and adding $2,089,710 from private units, resulting in total assets of $112,555,390, up dramatically from $28,000 at August 31, 2025. Cash balance increased to $584,080, while shareholders' equity rose to $584,080 from $7,953 over the same period.

  • ·Underwriter’s partial exercise of over-allotment option to purchase 1,197,131 units on February 27, 2026, resulting in 299,283 ordinary shares no longer subject to forfeiture.
  • ·Forfeiture of 75,717 founder shares during the period.
  • ·Sponsor retroactively increased purchase of ordinary shares from 1,725,000 to 2,875,000 for $25,000.
  • ·Net cash used in operating activities: $39,671 for six months ended February 28, 2026.
Starton Holdings, Inc.S-1/Aneutralmateriality 10/10

07-04-2026

Starton Holdings, Inc., a clinical-stage biotechnology company focused on continuous delivery technologies for cancer treatments targeting hematologic malignancies, filed Amendment No. 3 to its S-1 registration statement for an initial public offering of 6,666,667 shares of common stock priced between $5.00 and $7.00 per share, with plans to list on Nasdaq Capital Market under the symbol 'STA'. The underwriters have a 45-day option to purchase up to 1,000,000 additional shares to cover over-allotments. As an emerging growth company and smaller reporting company, it emphasizes high investment risk and reduced reporting requirements.

  • ·Filing date: April 7, 2026 (as filed with SEC on April 6, 2026)
  • ·SEC file number: 333-292059
  • ·Principal executive offices: 215 College Road, Suite 300, Paramus, NJ 07652
  • ·Fiscal year end: March 31
  • ·EIN: 33-2448745
  • ·Standard Industrial Classification: Pharmaceutical Preparations [2834]
  • ·Estimated IPO price per share: $5.00 to $7.00
InTrack Investment Management Inc13F-HRneutralmateriality 5/10

07-04-2026

InTrack Investment Management Inc. filed its 13F-HR report disclosing total equity holdings of $175,479,569 as of March 31, 2026, across 108 positions in stocks and ETFs. Top holdings include iShares Core S&P 500 ETF ($6,978,039), Fidelity Covington Trust Enhanced International ($6,498,851), Apple Inc. ($6,379,565), and iShares 3-7 Year Treasury Bond ETF ($5,985,432). The portfolio is managed by Myron Sopher, Managing Partner and CCO, based in South Burlington, VT.

  • ·Report filed on April 07, 2026 for period ending March 31, 2026
  • ·All holdings reported as sole voting authority
  • ·Business address: 1233 Shelburne Road, Suite D6B, South Burlington, VT 05403
  • ·SEC file number: 028-21062
Opus Genetics, Inc.8-Kpositivemateriality 9/10

07-04-2026

Opus Genetics announced a strategic financing agreement with Oberland Capital providing up to $155 million in non-dilutive funding via notes, including an initial $35 million tranche and a concurrent $5 million equity investment at $4.48 per share, boosting current cash to approximately $100 million and extending the runway into 2029 to fund pivotal studies for OPGx-LCA5 and OPGx-BEST1. The deal supports accelerating three earlier-stage programs—OPGx-RDH12 (clinic Q4 2026), OPGx-MERTK (end 2026), and OPGx-RHO (2027)—with topline results from OPGx-BEST1 Phase 1/2 Cohort 1 on track for mid-2026. No declines or flat metrics reported; financing terms include 7-year maturity, ~4.1% initial cash interest rate, and partial convertibility.

  • ·Initial closing expected April 20, 2026; notes mature 7 years from issuance with 6-year interest-only period and 50% repayment on 6th anniversary.
  • ·Notes: floating rate with floor/cap; 50% interest paid-in-kind first 8 quarters; up to 10% principal convertible at $6.72/share.
  • ·Additional $35M tranche available on or prior to March 31, 2028 upon LCA5 regulatory milestones.
  • ·RDH12 partially funded by RDH12 Alliance; MERTK collaboration with Department of Health - Abu Dhabi.
FLUSHING FINANCIAL CORP425mixedmateriality 9/10

07-04-2026

Flushing Financial Corporation's stockholders overwhelmingly approved the merger proposal with OceanFirst Financial Corp. at a special meeting on April 2, 2026, with 24,102,136 votes in favor (97.3% of shares represented), 628,640 against, and 40,182 abstentions out of 24,770,958 shares represented (73.1% quorum of 33,883,626 outstanding shares). However, the advisory compensation proposal for named executive officers passed narrowly with 12,435,187 votes for (50.2%) versus 12,222,100 against and 113,671 abstentions. Under the merger terms, each Flushing share will convert to 0.85 shares of OceanFirst common stock.

  • ·Joint press release issued April 6, 2026, announcing voting results.
  • ·Merger involves two-step process: Merger Sub into Flushing, then Flushing into OceanFirst.
  • ·OceanFirst stockholder meeting also held April 2, 2026.
  • ·Proposed Warburg Pincus investment in OceanFirst equity securities.
FLUSHING FINANCIAL CORP8-Kmixedmateriality 9/10

07-04-2026

Flushing Financial Corporation stockholders overwhelmingly approved the merger proposal with OceanFirst Financial Corp. on April 2, 2026, with 24,102,136 votes in favor (97.3% of shares present), 628,640 against, and 40,182 abstentions out of 24,770,958 shares represented, approving the conversion of each Flushing share into 0.85 shares of OceanFirst common stock. However, the non-binding advisory vote on executive compensation passed narrowly with 12,435,187 votes in favor (50.4%) versus 12,222,100 against and 113,671 abstentions. A joint press release on April 6, 2026, confirmed these results alongside OceanFirst stockholder approval.

  • ·Record date for Special Meeting: February 20, 2026.
  • ·Joint proxy statement/prospectus dated February 26, 2026.
  • ·No broker non-votes recorded for either proposal.
  • ·Joint press release issued April 6, 2026, announcing results including OceanFirst stockholder approval.
Inotiv, Inc.8-Knegativemateriality 8/10

07-04-2026

On April 6, 2026, lenders under Inotiv, Inc.'s Credit Agreement, dated November 5, 2021, granted a limited waiver of the minimum liquidity covenant specifically for the April 3, 2026 and April 10, 2026 liquidity test dates. The waiver does not amend any provisions of the Credit Agreement. This event highlights potential liquidity pressures but provides temporary relief without altering underlying terms.

  • ·Filing submitted on April 7, 2026, pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
  • ·Registrant incorporated in Indiana, Commission File Number 0-23357, IRS Employer Identification No. 35-1345024
Protagenic Therapeutics, Inc.new8-Knegativemateriality 8/10

07-04-2026

Protagenic Therapeutics, Inc. notified Alexander Arrow, MD, its Chief Financial Officer, that his employment will be terminated effective April 30, 2026, with the board notification occurring on March 31, 2026. No replacement has been announced, representing a key leadership transition. The filing was signed by Executive Chairman Garo H. Armen.

  • ·Filing signed on April 6, 2026, and dated April 7, 2026
CPI AEROSTRUCTURES INC10-K/Amixedmateriality 8/10

07-04-2026

CPI Aerostructures Inc reported a net loss of $843,361 for the year ended December 31, 2025, compared to net income of $3,299,334 in 2024, driven by a 14.6% YoY revenue decline to $69,262,124 from $81,078,864 and a 38.7% drop in gross profit to $10,556,069. Total assets grew 10.7% to $75,244,501, supported by increases in operating lease assets and deferred tax assets, however cash balance plunged 83.6% to $899,199 and operating cash flow shifted to negative $5,200,025 from positive $3,558,935. Shareholders' equity remained relatively flat, decreasing slightly to $25,807,574 from $25,933,242.

  • ·Cost of sales procurement decreased to $36,588,501 from $40,383,090; labor costs fell to $5,924,180 from $7,303,563; factory overhead flat at ~$16.2M.
  • ·Line of credit reduced to $8,373,672 net of current portion from $14,640,000.
  • ·New long-term debt of $9,690,890 in 2025.
  • ·Operating lease right-of-use assets increased to $9,515,207 from $2,856,200 due to lease amendment adding $8,190,636 non-cash.
Velo3D, Inc.8-Kneutralmateriality 7/10

07-04-2026

Velo3D, Inc. appointed James Suva as Chief Financial Officer and principal financial and accounting officer, effective April 6, 2026, as previously disclosed on March 20, 2026. Under the offer letter effective March 5, 2026, Mr. Suva receives an annual base salary of $380,000 and a target bonus for fiscal 2026 equal to 70% of his base salary. The Compensation Committee granted 135,000 RSUs vesting 25% on May 15, 2027, and 1/16th quarterly thereafter subject to continued service.

  • ·Offer letter entered April 6, 2026, effective March 5, 2026; at-will employment with customary confidentiality covenants
  • ·RSU vesting on Quarterly Vest Dates: February 15, May 15, August 15, November 15
  • ·Offer letter filed as Exhibit 10.1
EVERTEC, Inc.DEFA14Aneutralmateriality 3/10

07-04-2026

EVERTEC, Inc. (EVTC) filed a DEFA14A form on April 07, 2026, classified as Definitive Additional Materials under Schedule 14A Proxy Statement. This filing serves as additional proxy solicitation materials pursuant to Section 14(a) of the Securities Exchange Act of 1934. No financial metrics, performance data, or substantive business updates are included in the provided filing header.

  • ·Filing Type: DEFA14A
  • ·Subcategory: Proxy Statement
  • ·No fee required for filing
EVERTEC, Inc.DEF 14Apositivemateriality 8/10

07-04-2026

EVERTEC, Inc.'s 2026 Proxy Statement for the May 21, 2026 virtual annual meeting highlights record revenue in 2025, the Q4 acquisition of Tecnobank in Brazil, and business diversification with more than 40% of revenues now generated outside Puerto Rico. Latin America showed robust growth from organic expansion and integrations, while Puerto Rico delivered steady performance amid favorable conditions and ATH Móvil adoption; the company managed headwinds through cost discipline. Stockholders will vote on electing 10 director nominees, an advisory vote on executive compensation, and ratification of Deloitte & Touche LLP as auditors for 2026.

  • ·Annual Meeting: May 21, 2026, 9:00 a.m. Atlantic Standard Time, virtual at www.virtualshareholdermeeting.com/EVTC2026
  • ·Record Date: March 27, 2026
  • ·Director nominees: Frank G. D’Angelo, Morgan M. Schuessler, Jr., Kelly Barrett, Olga Botero, Virginia Gambale, Jorge A. Junquera, Iván Pagán, Aldo J. Polak, Alan H. Schumacher, Brian J. Smith
JANUS HENDERSON GROUP PLCDEFA14Aneutralmateriality 9/10

07-04-2026

Janus Henderson Group plc filed definitive additional materials (DEFA14A) on April 7, 2026, supplementing the proxy statement for the special shareholder meeting on April 16, 2026, to approve the merger with Jupiter Company Limited and Jupiter Merger Sub Limited under the amended Agreement and Plan of Merger dated December 21, 2025. The supplement adds disclosures to the merger background, detailing competing non-binding proposals including Trian/General Catalyst's $46.00 per share cash offer (October 26, 2025) and Victory Capital's $50-$52 per share mixed cash/stock proposals, which were diligenced but not advanced. It also updates unaudited prospective financial information showing steady revenue growth from $2,134 million in 2025E to $2,671 million in 2029E and EBITDA from $786 million to $1,048 million, with no declines noted across projections.

  • ·Special meeting scheduled for 9:00 a.m. Denver time on April 16, 2026, at 151 Detroit Street, Denver, CO 80206.
  • ·Merger agreement amended by Amendment No. 1 on March 24, 2026.
  • ·Supplemental disclosures made to address litigation risks without admitting liability.
  • ·Victory Capital proposals conditioned on due diligence, shareholder approvals, and client consents.
  • ·Projections assume 5% annual portfolio value increase (2026-2029) and 3% expense inflation.
Four Corners Property Trust, Inc.8-Kpositivemateriality 9/10

07-04-2026

Four Corners Property Trust (NYSE: FCPT) entered into a new seven-year $200 million senior unsecured delayed draw term loan facility maturing on April 6, 2033, with $50 million drawn at close for immediate investments and general corporate purposes, and the remaining $150 million available for future acquisitions expected in late Q2 and early Q3 2026. The facility is priced at 1.25% over SOFR, supported by BBB/Baa3 ratings, with 96% of term loans hedged and overall debt 98% fixed-rate through November 2027; pro forma run-rate leverage is approximately 5.4x within the 5.0x-6.0x target range. Executives highlighted the attractive pricing and flexibility for accretive investments at 200+ basis points spreads.

  • ·Term Loan Facility credit margin: 1.25% over SOFR.
  • ·Maturity date: April 6, 2033.
  • ·Current senior unsecured debt ratings: BBB (Fitch) / Baa3 (Moody’s).
  • ·Stated net leverage range: 5.0x-6.0x.
  • ·Facility led by The Huntington National Bank as Administrative Agent.
Sphere 3D Corp.PREM14Amixedmateriality 9/10

07-04-2026

Sphere 3D Corp. is seeking shareholder approval at a special virtual meeting for the acquisition of Cathedra via an Arrangement Agreement, involving the issuance of approximately 4,203,089 Sphere Common Shares (42% of outstanding on a fully diluted basis), resulting in former Sphere shareholders owning 58% and former Cathedra shareholders 42% of the combined company post-transaction. Additional proposals include fixing the board size at five directors, electing five new director nominees, amending the incentive plan to increase available shares from 639,252 to 2,139,252 (adding 1,500,000 shares), and authorizing a potential share consolidation on a 1-for-up to 5 basis, which introduces dilution risk but aims to enhance capital structure flexibility. Completion of the Arrangement requires approvals for share issuance, board size, director election, and incentive plan, plus court and regulatory approvals, but is not conditioned on consolidation.

  • ·Special meeting held virtually; quorum requires 33 1/3% of shares present.
  • ·Share Issuance, Board Size, Director Election, and Incentive Plan require majority of votes cast; Consolidation requires 2/3 of votes cast.
  • ·Arrangement not conditioned on Consolidation approval.
  • ·References financials in 2025 10-K and subsequent 10-Qs available on SEC and Sphere website.
NEWS CORP8-Kneutralmateriality 5/10

07-04-2026

News Corporation disclosed copies of information provided to the Australian Securities Exchange (ASX) regarding its ongoing stock repurchase program, under which the company is authorized to acquire up to $1 billion in aggregate of its outstanding Class A common stock (NWSA) and Class B common stock (NWS). These disclosures (Exhibits 99.1-99.4) detail daily ASX notifications as required under ASX rules and include forward-looking statements about potential repurchases subject to market conditions and other factors.

  • ·Date of earliest event reported: April 2, 2026
  • ·Filing signed and dated: April 7, 2026
Cell Source, Inc.10-Knegativemateriality 9/10

07-04-2026

Cell Source, Inc. (CLCS) 10-K filing highlights severe financial risks, including a history of operating losses, substantial doubt about continuing as a going concern, defaults on promissory notes, and the need for additional financing. The company, an early-stage biotech with an unproven strategy, faces stock-related risks such as illiquid trading, insider voting concentration, dilution from future issuances, and penny stock status. No positive financial or operational metrics are presented, emphasizing ongoing challenges in clinical development and commercialization.

  • ·Licensing milestones: Commence Phase 2 clinical trials by January 1, 2028 (with interim research sponsorship); commence Phase 3 or receive FDA/EMA Marketing Approval by January 1, 2031; First Commercial Sale within 12 months of Marketing Approval; no sales for 12+ months post-commencement triggers potential termination.
  • ·License terms: Exclusive worldwide license under Licensed Information and Patents until later of last Patent expiration or 15-year period from FDA New Drug Approval; 'Orphan Drug' status extends coverage.
  • ·Patent obligations: Company bears costs for infringement litigation and indemnifies Yeda.
Baring Financial LLC13F-HRneutralmateriality 5/10

07-04-2026

Baring Financial LLC filed its 13F-HR on April 7, 2026, reporting holdings as of March 31, 2026, with a total portfolio value of $163480928 across 72 positions held solely on a discretionary basis. The portfolio emphasizes ETFs such as iShares Core S&P 500 ETF valued at $15796176 and Schwab Strategic TR US LCAP VA ETF at $7180193, alongside individual stocks including Berkshire Hathaway Inc. DEL CL B NEW at $4873943, Apple Inc. at $2835160, and NVIDIA Corporation at $2865400. No changes in holdings were indicated in the filing.

  • ·Filing CIK: 0002052588
  • ·Filer address: 1310 10th Street Suite 101, Bellingham, WA 98225
  • ·All positions reported with sole discretionary voting authority and no indicated additions, reductions, or other changes
OCEANFIRST FINANCIAL CORP425mixedmateriality 9/10

07-04-2026

At the April 2, 2026 special stockholder meeting, OceanFirst Financial Corp. shareholders approved the issuance proposal for common stock to Flushing Financial Corporation merger holders and Warburg Pincus affiliates (42,020,260 for, 2,526,694 against, 176,895 abstentions), representing a strong endorsement of the merger and investment. However, the charter amendment to exempt Warburg from certain ownership restrictions was rejected (18,408,853 for, 26,148,179 against, 166,817 abstentions), potentially complicating the transaction. A quorum was met with 44,723,849 shares present out of 57,402,016 outstanding.

  • ·Record date for special meeting: February 20, 2026
  • ·Joint proxy statement/prospectus dated February 26, 2026
  • ·Joint press release issued April 6, 2026 announcing voting results
OCEANFIRST FINANCIAL CORP8-Kmixedmateriality 9/10

07-04-2026

On April 2, 2026, OceanFirst Financial Corp held a special stockholder meeting where the issuance proposal for common stock related to the merger with Flushing Financial Corporation and investment by Warburg Pincus was approved (42,020,260 votes for vs. 2,526,694 against). However, the proposal to amend the company charter to exempt Warburg and affiliates from certain provisions failed (18,408,853 for vs. 26,148,179 against), with 44,723,849 shares represented out of 57,402,016 outstanding.

  • ·Special meeting held in connection with merger; no adjournment needed
  • ·Joint press release issued April 6, 2026, announcing results (Exhibit 99.1)
  • ·Record date for meeting: February 20, 2026; joint proxy/prospectus dated February 26, 2026
Versant Capital Management, Inc13F-HRneutralmateriality 5/10

07-04-2026

Versant Capital Management, Inc. filed a 13F-HR report disclosing institutional equity holdings totaling exactly 1014401343 USD across 2777 positions as of March 31, 2026. Top positions include Vanguard Total Stock Market ETF at 11808367 USD (36808 shares), Amazon.com Inc. at 7821254 USD (37553 shares), and iShares Gold Trust ETF at 6058972 USD (68727 shares), representing a highly diversified portfolio with no dominant concentration. The filing, signed by Brandon Yee (Director of Research), shows sole voting/dispositive power over all listed holdings with no other managers reported.

  • ·Filing submitted on 2026-04-07 for period ending 2026-03-31
  • ·All holdings reported with sole voting and dispositive power (SH SOLE column values match shares)
  • ·Filer CIK: 0001735057, based in Phoenix, AZ
Rosenberg Matthew Hamilton13F-HRneutralmateriality 5/10

07-04-2026

Rosenberg Matthew Hamilton filed a 13F-HR on April 7, 2026, disclosing sole discretionary holdings as of March 31, 2026, in a diversified portfolio emphasizing ETFs and individual stocks. Top positions include Vanguard Total Stock Market ETF (45382127 USD market value, 141461 shares), Vanguard Intermediate-Term Corporate Bond ETF (39262227 USD, 474468 shares), and JPMorgan Ultra-Short Income ETF (36313681 USD, 717520 shares), with additional exposure to stocks like Microsoft (7442 shares), Ford Motor (15636 shares), and Starbucks (3355 shares). The portfolio features no reported changes, puts, or calls across 200+ positions spanning U.S. equities, bonds, international, and commodities.

  • ·Filing CIK: 0001812103
  • ·SEC File Number: 028-20259
  • ·Address: 200 Grand Avenue, Ste. 205, Grand Junction, CO 81501
  • ·Phone: 9707735300
  • ·Over 200 positions reported, all sole discretionary with no puts/calls
Green Stream Holdings Inc.8-Kneutralmateriality 8/10

07-04-2026

Green Stream Holdings Inc. reported changes in control via officer and director transitions: James C. DiPrima resigned as an officer on March 17, 2026, and as a director on March 19, 2026, while Phil Yang was appointed as Vice President, Chief Executive Officer, Secretary, Treasurer, and Director on March 18, 2026, owning no shares. The company redomiciled from Wyoming to California. No financial impacts or performance metrics were disclosed.

  • ·Phil Yang's professional background includes overseeing mortgage processing at Direct Mortgage Investors, Inc. (2019-2023), private mortgage loans, and recent commercial asset acquisitions in Rochester, NY, and Washington DC.
  • ·Phil Yang holds BA in Government and International Politics, BS in Public Administration (George Mason University, 2016), and MA in International Security (George Washington University, 2018).
Nuveen Churchill Direct Lending Corp.DEFA14Aneutralmateriality 2/10

07-04-2026

Nuveen Churchill Direct Lending Corp. (NCDL) filed a DEFA14A Definitive Additional Materials on April 07, 2026, providing a Notice of Internet Availability of proxy materials under SEC rules. Shareholders are directed to www.proxyvote.com to view materials, vote online using their control number, or request free paper copies by mail. The notice highlights benefits like cost savings and reduced environmental impact from electronic delivery.

  • ·Filing is not a full proxy statement but additional materials (DEFA14A) with no fee required.
  • ·SEC's Notice and Access Proxy Rules referenced at www.sec.gov/spotlight/proxymatters/e-proxy.shtml.
Nuveen Churchill Direct Lending Corp.DEFA14Aneutralmateriality 5/10

07-04-2026

Nuveen Churchill Direct Lending Corp. (NCDL) filed definitive additional proxy materials (DEFA14A) on April 7, 2026, for its 2026 Annual Meeting on May 21, 2026, seeking shareholder votes to elect Kenneth Kencel and Stephen Potter as Class III directors to serve until 2029. Shareholders are directed to vote online at www.ProxyVote.com by May 20, 2026, 11:59 p.m. ET, with proxy materials available online or by request before May 7, 2026. No financial performance metrics or other proposals are detailed in these materials.

  • ·Annual Meeting: May 21, 2026, 12:30 p.m. ET, virtually at www.virtualshareholdermeeting.com/NCDL2026
  • ·Vote by: May 20, 2026, 11:59 p.m. ET at www.ProxyVote.com (Control # V91566-P48672 or V91567-P48672)
  • ·Request materials by: May 7, 2026 via www.ProxyVote.com, 1-800-579-1639, or sendmaterial@proxyvote.com
  • ·Company address: 375 PARK AVENUE, 9TH FLOOR, NEW YORK, NY 10152
Janus Detroit Street TrustDEFA14Apositivemateriality 8/10

07-04-2026

Janus Detroit Street Trust filed DEFA14A soliciting U.S. mutual fund and ETF shareholders to vote on a new investment advisory agreement with Janus Henderson, required due to the pending take-private transaction with Trian and General Catalyst. The Boards of Trustees recommend voting FOR approval, emphasizing no changes to investment teams, processes, or portfolio management. Shareholders can vote online, by phone, or mail.

  • ·Filing Date: April 07, 2026
  • ·Voting options: Online (www.votejhi.com/mutualfunds for mutual funds, www.votejhi.com/ETFs for ETFs), Phone (Mutual Funds: +1-855-206-2338; ETFs: +1-855-206-2309), or Mail via proxy card
JANUS INVESTMENT FUNDDEFA14Apositivemateriality 9/10

07-04-2026

Janus Investment Fund filed DEFA14A additional proxy materials soliciting votes from U.S. mutual fund and ETF shareholders to approve a new investment advisory agreement with Janus Henderson. This approval is required due to Janus Henderson's impending take-private transaction with Trian and General Catalyst, which involves a change in ownership but no changes to investment teams, processes, or portfolio management. The Boards of Trustees recommend voting FOR to ensure continuity of advisory services post-transaction.

  • ·Voting options: Online (www.votejhi.com/mutualfunds for mutual funds, www.votejhi.com/ETFs for ETFs), phone (Mutual Funds: +1-855-206-2338; ETFs: +1-855-206-2309), or mail via proxy card
  • ·Filing date: April 07, 2026
Partners Group Lending Fund, LLC8-Kpositivemateriality 7/10

07-04-2026

On April 1, 2026, Partners Group Lending Fund, LLC entered into an Amended and Restated Expense Support and Conditional Reimbursement Agreement with Partners Group (USA) Inc., amending the original agreement from August 31, 2023, by changing the Expense Limitation for Other Operating Expenses to 1.00% (annualized) of the Fund's net asset value instead of Aggregate Capital Commitments. The Adviser will waive the Base Management Fee and pay or absorb expenses to meet this cap, with the Fund required to reimburse waived amounts over up to three years if it remains in compliance. The agreement has a one-year term and automatically renews annually unless terminated with 30 days' notice.

  • ·Agreement terminates automatically upon termination of Investment Advisory Agreement, Fund dissolution/liquidation, or public listing/liquidity event.
  • ·Reimbursement must not cause Fund to exceed Expense Limitation and is extinguished after three years if not repaid.
  • ·Unitholders are third-party beneficiaries with enforcement rights.
Nuveen Churchill Direct Lending Corp.DEF 14Aneutralmateriality 4/10

07-04-2026

Nuveen Churchill Direct Lending Corp. (NCDL) filed a DEF 14A proxy statement for its virtual annual shareholder meeting on May 21, 2026, at 12:30 p.m. ET, to elect Kenneth Kencel and Stephen Potter as directors for terms expiring at the 2029 annual meeting. The record date is March 31, 2026, with 49,387,065 common shares (par value $0.01 per share) outstanding and entitled to vote. Shareholders are encouraged to vote via internet, phone, or mail by May 20, 2026, 11:59 p.m. ET.

  • ·Meeting held virtually via live audio webcast at www.virtualshareholdermeeting.com/NCDL2026; control number required to vote or ask questions.
  • ·Proxy materials and Form 10-K for fiscal year ended December 31, 2025 available at www.virtualshareholdermeeting.com/NCDL2026, www.proxyvote.com, www.ncdl.com, and SEC EDGAR.
  • ·Quorum requires majority of outstanding shares; Proposal 1 (director election) requires plurality of votes cast, no broker discretionary voting.
CVB FINANCIAL CORPDEF 14Aneutralmateriality 7/10

07-04-2026

CVB Financial Corp.'s definitive proxy statement (DEF 14A) dated April 7, 2026, outlines the 2026 annual shareholder meeting on May 20, 2026, at 8:00 a.m. PDT in Ontario, CA, with proposals to elect 10 directors (or 8 if the proposed merger with Heritage Commerce Corp is not completed), approve on an advisory basis the 2025 named executive officer compensation, and ratify KPMG LLP as independent auditors for 2026. Continuing director nominees include George A. Borba, Jr., Jane Olvera Majors, David A. Brager, Raymond V. O’Brien III, Stephen A. Del Guercio, Hal W. Oswalt, Anna Kan, and Timothy Stephens; contingent nominees are Julianne Biagini-Komas and R. Clay Jones. The record date for voting eligibility is March 26, 2026.

  • ·Meeting location: CVB Financial Corp. Corporate Headquarters, 701 North Haven Avenue, Ontario, CA 91764.
  • ·Audio conference call access: Dial 1 (833) 630-1956; replay access code 1160694 until May 27, 2026.
  • ·Proxy materials available at https://investors.cbbank.com/annual-meeting.
NCR Atleos Corp425positivemateriality 9/10

07-04-2026

The Brink’s Company entered into an Amended and Restated Credit Agreement on March 31, 2026, providing a $1.225B refinanced senior secured term loan facility, $1.025B delayed draw term loan commitments, a $1.0B revolving credit facility, and up to $600M in additional upsize revolver commitments primarily to fund its pending acquisition of NCR Atleos Corporation, refinance NCR Atleos indebtedness, and support general corporate purposes. The facilities mature on March 31, 2031, with borrowings bearing interest based on base rate or Term SOFR plus an Applicable Percentage, subject to financial covenants including a maximum Consolidated Net Secured Leverage Ratio of 3.50 to 1.00 (with a 0.50 step-up for acquisitions) and a minimum Consolidated Interest Coverage Ratio of 2.50 to 1.00. No declines or flat performance metrics are reported, as this filing details new financing arrangements replacing prior facilities on substantially equivalent terms.

  • ·Facilities mature March 31, 2031, subject to springing maturity tied to specified indebtedness.
  • ·Amended and Restated Credit Agreement amends 2017 Credit Agreement and replaces bridge financing from Morgan Stanley.
  • ·Press release issued April 6, 2026, announcing the agreement (furnished under Regulation FD).
JANUS ASPEN SERIESDEFA14Aneutralmateriality 8/10

07-04-2026

Janus Aspen Series filed DEFA14A additional proxy materials soliciting U.S. mutual fund and ETF shareholders to vote FOR a new investment advisory agreement with Janus Henderson, required due to the company's take-private transaction with Trian and General Catalyst. The vote stems from a change in ownership but involves no alterations to investment teams, processes, or portfolio management. The Boards of Trustees recommend approval to ensure continuity of advisory services post-transaction.

  • ·Voting methods: Online (www.votejhi.com/mutualfunds for Mutual Funds; www.votejhi.com/ETFs for ETFs), Phone (+1-855-206-2338 for Mutual Funds; +1-855-206-2309 for ETFs), or mail via proxy card
  • ·Filed on April 07, 2026; No fee required
CVB FINANCIAL CORPDEFA14Aneutralmateriality 4/10

07-04-2026

CVB Financial Corp. has filed definitive additional proxy materials (DEFA14A) for its 2025 Annual Meeting of Shareholders scheduled for May 21, 2025, at 8:00 AM PDT at its corporate headquarters in Ontario, CA. Shareholders are voting on the election of eight director nominees, non-binding approval of named executive officers' compensation (Say-On-Pay), and ratification of KPMG LLP as independent auditors for the year ending December 31, 2025. Voting deadline is May 20, 2025, at 11:59 PM local time, with options for online, phone, or mail.

  • ·Meeting admission requires ticket and photo ID; audio conference call available at 1-833-630-1956 (no voting via call).
  • ·Replay of call available until June 28, 2025, at 1-877-344-7529, passcode 5400593.
  • ·Proxy materials available at https://investors.cbbank.com/annual-meeting.
Clayton Street TrustDEFA14Apositivemateriality 7/10

07-04-2026

Clayton Street Trust filed DEFA14A soliciting material on April 07, 2026, urging U.S. mutual fund and ETF shareholders to vote FOR a new investment advisory agreement with Janus Henderson, required due to Janus Henderson's take-private transaction with Trian and General Catalyst. The Boards of Trustees recommend approval, emphasizing no changes to investment teams, processes, or portfolio management. Voting is available online at www.votejhi.com/mutualfunds or www.votejhi.com/ETFs, by phone, or by mail.

MARCUS CORPDEFA14Aneutralmateriality 3/10

07-04-2026

The Marcus Corporation (MCS) filed a DEFA14A (definitive additional proxy materials) on April 07, 2026, as Schedule 14A under Section 14(a) of the Securities Exchange Act of 1934. The filing consists of a notice and access card (noticeandaccesscard2026.htm) for proxy solicitation pursuant to §240.14a-12, with no fee required. No financial metrics, performance data, or specific proposals are detailed in the provided content.

S&T BANCORP INC8-Kneutralmateriality 7/10

07-04-2026

S&T Bancorp, Inc. and S&T Bank entered into an amended and restated employment agreement with CEO Christopher McComish, effective January 1, 2026, for a four-year term with automatic annual renewals. The agreement sets a minimum annual base salary of $785,000, target annual bonus of 67% of base salary, and long-term incentive awards with target value of at least 100% of base salary (50% time-vesting, 50% time- and performance-vesting). It includes severance of 2x (or 3x within two years post-change in control) base plus target bonus, COBRA premiums for 24 (or 36) months, and other perks like up to $25,000 annual vehicle allowance and $25,000 legal fee reimbursement, plus one-year post-termination non-compete and non-solicit covenants.

  • ·Employment agreement has a four-year initial term with automatic one-year renewals.
  • ·Severance benefits conditioned on execution of a release of claims.
  • ·Perpetual covenants for nondisclosure of confidential information and non-disparagement.
  • ·Non-competition and non-solicitation covenants apply for one year post-termination.

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