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US SEC Filings Daily Market Digest — September 17, 2026

Daily USA Market Intelligence

By Gunpowder Editorial ·

39 high priority 11 medium priority 50 total filings analysed

Executive Summary

Today's filings reveal a market bifurcated between aggressive capital deployment in high-growth tech (autonomous vehicles, nuclear energy) and acute distress in micro-cap and pre-revenue companies facing going-concern risks.

The most significant development is the convergence of three filings around the May Mobility/ACP Holdings de-SPAC, which targets a $1.4B enterprise value and positions to be the first U.S. public pure-play autonomous ride-hail company, backed by a $120M PIPE. In parallel, NewHold Investment Corp. III shareholders overwhelmingly approved a business combination with newcleo plc (94% support), signaling strong investor appetite for nuclear energy SPACs. On the negative side, Nano-X Imaging and Healthy Choice Wellness Corp. both disclosed substantial doubt about their ability to continue as going concerns, with Nano-X adjourning its AGM due to lack of quorum. Insider activity was mixed but notable: Betterware de Mexico executives collectively bought $2.3M in stock at ~$16.40, while Trevi Therapeutics and American Battery Technology directors sold significant positions. Revenue trends were weak where available, with Innovation Beverage Group reporting a 5.1% YoY decline and a 11.9% two-year drop. Capital allocation patterns show a shift toward debt management, with GMR Solutions repricing $2.9B in debt to save $28M annually and ERP Operating expanding its commercial paper program by $1B.

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

Filing types in this digest: 8-K · Schedule 13G · Form 4 · DEFA14A · 425 · 20-F

Tracking the trend? Catch up on the prior US SEC Filings Daily Market Digest digest from September 16, 2026.

Investment Signals (12)

  • May Mobility/ACP Holdings (ACGC) (BULLISH)
    ▲

    De-SPAC targets $1.4B enterprise value with $336M gross proceeds and $120M PIPE; company has delivered 500K+ revenue-generating rides with driver-out deployments in 3 cities, competing with Waymo in a $400B+ TAM by 2035

  • SPAC merger approved with 93.95% shareholder support (19.99M for vs 1.29M against); UK nuclear energy company developing lead-cooled fast reactor technology, a high-demand clean energy theme

  • Betterware de Mexico (BWMX) (BULLISH)
    ▲

    CEO Andres Campos Chevallier bought $739K in stock at $16.41-16.50, Director Luis Campos bought $1.3M at $16.26-16.44, and MD Santiago Campos bought $247K at $16.46; combined insider buying of ~$2.3M signals strong management conviction at current levels

  • Director Jim Frankola bought 25,000 shares at $5.14 ($129K) and CEO Ronald Hovsepian bought 5,929 shares at $5.46-5.90 ($33K); insider buying at multi-year lows suggests perceived value

  • ▲

    Repriced $2.9B Term Loan B, reducing rate by 50 bps to SOFR+275, and repaid $200M debt; expects $28M annual interest savings with no new debt added; largest EMS provider serving 60% of U.S. population

  • Tempest Therapeutics (TPST) (BULLISH)
    ▲

    Secured exclusive option for in vivo CAR-T platform with early Phase 1 data showing CAR-T generation at highest dose and no Grade 3+ CRS/neurotoxicity; complements existing LNP delivery system

  • Shareholders approved business combination with 99.95% support (35.9M for vs 19K against); change of incorporation to Delaware approved, clearing path for closing

  • Trevi Therapeutics (TRVI) (BEARISH)
    ▲

    Director Heffernan sold 20,952 shares at $15.09 ($316K) under 10b5-1 plan, including exercise of 18,421 options at $3.04; net profit of ~$220K on option exercise/sale, but full exit of position (only 6,351 remaining) is concerning

  • Two directors sold shares on same day - Susan Lee sold 21,360 at $2.16 ($46K) and Elizabeth Lowery sold 19,375 at $2.18 ($42K); combined insider selling of 40,735 shares at ~$2.17 suggests lack of confidence

  • Innovation Beverage Group (IBG) (BEARISH)
    ▲

    Revenue declined 5.1% YoY to $2.77M and 11.9% over two years; U.S. market remains negligible at $28,731 (down 89.4% from $271K in 2023); multiple risk factors including supply chain and single warehouse

  • Fossil Group (FOSL)
    ▲

    Philotimo Fund disclosed 5.1% passive stake (3.02M shares) via Schedule 13G; activist-adjacent fund taking a position could signal potential catalyst, though filing explicitly states passive intent [NEUTRAL/BULLISH]

  • Franklin BSP Realty Trust (FBRT) (NEUTRAL)
    ▲

    Former CEO Richard Byrne reappointed as CEO effective Sept 16, replacing Michael Comparato who resigned; Jerry Baglien appointed Co-President; leadership continuity but no performance data disclosed

Risk Flags (8)

  • ▼

    AGM adjourned due to lack of quorum (<25% of voting rights); company disclosed substantial doubt about going concern as of June 30, 2026; warned shareholders could lose most/all investment without additional capital; Proposal 2 (share increase) critical for viability

  • Post-reverse merger with Host Digital has $0 revenue, $0 cash as of July 31, 2026, $27.5M working capital deficit, and going concern doubt; $1.25B lease is contingent on uncertain project financing

  • Innovation Beverage Group (IBG) [MODERATE RISK]
    ▼

    Three-year revenue decline trend (FY23: $3.15M → FY25: $2.77M); Australian market shrinking; branding not reflecting premium positioning; single warehouse concentration risk

  • Two directors sold 40,735 shares combined on same day at ~$2.17; stock trading at low levels with insider exits; battery tech sector facing funding headwinds

  • Trevi Therapeutics (TRVI) [MODERATE RISK]
    ▼

    Director Heffernan effectively exited position (reduced from ~27K to 6,351 shares) after exercising options at $3.04 and selling at $15.09; full exit by a director is a strong negative signal

  • Methode Electronics (MEI) [MODERATE RISK]
    ▼

    Director David Blom received only 24.9% shareholder support (7.05M for vs 21.24M against); board rejected conditional resignation despite clear shareholder dissatisfaction; governance risk flagged

  • Fourth of six permitted extensions used; must complete business combination by October 19, 2026 or face liquidation; no target announced yet

  • Graphene & Solar Technologies (GSTX) [MODERATE RISK]
    ▼

    Uplisted to OTCQB but remains emerging growth company with history of operating losses; $40M convertible note offering not yet completed; $45M tax credit contingent on milestones

Opportunities (9)

  • May Mobility/ACP Holdings (ACGC) (OPPORTUNITY)
    ◆

    First U.S. public pure-play autonomous ride-hail company; 500K+ revenue rides, driver-out in 3 cities; $120M PIPE from institutional investors; $400B+ TAM by 2035; enterprise value $1.4B; monitor for shareholder vote date

  • SPAC merger approved with 94% support; UK nuclear energy with lead-cooled fast reactor tech; clean energy theme with strong institutional demand; post-merger trading could see re-rating

  • Betterware de Mexico (BWMX) (OPPORTUNITY)
    ◆

    Massive insider buying of $2.3M at ~$16.40 by CEO, Director, and MD; stock may be undervalued relative to management's view; Mexican consumer products company with potential growth catalysts

  • ◆

    Director bought $129K at $5.14 and CEO bought $33K at $5.46-5.90; insider buying at low prices suggests turnaround potential; corporate training/edtech sector could benefit from AI upskilling demand

  • GMR Solutions↓ (OPPORTUNITY)
    ◆

    $28M annual interest savings from debt repricing; largest U.S. EMS provider with 60% population coverage; 5.5M patient encounters annually; stable cash flows from essential services could support valuation re-rating

  • Tempest Therapeutics (TPST) (OPPORTUNITY)
    ◆

    Exclusive option for in vivo CAR-T platform; Phase 1 data shows safety and CAR-T generation; no Grade 3+ CRS/neurotoxicity; if option exercised, could be a novel approach to CAR-T therapy with lower toxicity

  • ◆

    Business combination approved with near-unanimous support; change to Delaware incorporation; post-merger entity could attract institutional investors; carbon credit/green tech sector

  • Fossil Group (FOSL) (OPPORTUNITY)
    ◆

    Philotimo Fund (activist-adjacent) disclosed 5.1% passive stake; could signal eventual activist engagement; watch for 13D filing if intent changes; stock may be undervalued with potential turnaround catalyst

  • ERP Operating Partnership (Vivmark Residential) (OPPORTUNITY)
    ◆

    Increased commercial paper program from $1.5B to $2.5B; signals confidence in liquidity and potential acquisition pipeline; residential REIT sector with strong demand

Sector Themes (6)

  • Autonomous Vehicle SPAC Wave (HIGH IMPACT)
    ◆

    Three filings (all ACP Holdings/May Mobility) signal a major push for public AV exposure; May Mobility's 500K+ rides and driver-out deployments in 3 cities show operational maturity; $120M PIPE from institutions validates thesis; $400B+ TAM by 2035

  • Nuclear Energy SPAC Momentum (HIGH IMPACT)
    ◆

    NewHold III/newcleo merger approved with 94% shareholder support; follows trend of nuclear energy companies going public via SPAC; clean energy demand and AI data center power needs driving interest

  • Micro-Cap Distress Cluster (MODERATE IMPACT)
    ◆

    Nano-X Imaging, Healthy Choice Wellness, and Innovation Beverage Group all disclosed going concern risks or severe financial distress; Nano-X couldn't even get 25% quorum for AGM; investors should avoid micro-caps with weak cash positions

  • Insider Buying vs Selling Divergence (MODERATE IMPACT)
    ◆

    Betterware de Mexico ($2.3M buys) and Skillsoft ($162K buys) show strong insider conviction in value plays; contrast with American Battery Technology ($88K sells) and Trevi Therapeutics ($316K sell) where insiders are exiting; sector-specific patterns emerging

  • Debt Management and Refinancing (MODERATE IMPACT)
    ◆

    GMR Solutions repriced $2.9B debt saving $28M annually; ERP Operating expanded CP program by $1B; companies are proactively managing balance sheets amid uncertain rate environment; focus on cash flow generation

  • SPAC Extension and Deadline Pressure (MODERATE IMPACT)
    ◆

    Bayview Acquisition Corp used 4th of 6 extensions (deadline Oct 19, 2026); ACP Holdings has shareholder vote pending; SPAC market showing bifurcation between high-quality targets (May Mobility, newcleo) and those struggling to find deals

Watch List (8)

  • May Mobility/ACP Holdings (ACGC) (HIGH PRIORITY)
    👁

    Shareholder vote date and redemption levels; post-merger trading under ticker 'MAY'; watch for additional PIPE investors and institutional interest

  • Nano-X Imaging (NNOX)↓ (HIGH PRIORITY)
    👁

    Reconvened AGM on September 29, 2026; Proposal 2 vote on share increase critical for viability; watch for financing announcements and potential reverse split

  • Project financing for $1.25B data center lease; watch for updates on Host Digital's capital raise and construction timeline

  • 👁

    Post-merger trading debut; watch for nuclear energy regulatory approvals and commercialization milestones

  • Tempest Therapeutics (TPST) (MODERATE PRIORITY)
    👁

    Option exercise decision on Senlang CAR-T platform; Phase 1 efficacy data readout; capital raise needs given going concern risk

  • Fossil Group (FOSL) (MODERATE PRIORITY)
    👁

    Philotimo Fund's 5.1% stake - watch for 13D filing (active intent) or additional purchases; potential activist engagement

  • 👁

    Must complete business combination by October 19, 2026; only 2 extensions remaining; watch for target announcement or liquidation risk

  • Shareholder vote on proposed transaction; watch for financial terms and closing conditions

Filing Analyses (50)
Volkswagen Auto Lease Trust 2026-B 8-K neutral materiality 5/10

17-09-2026

Volkswagen Auto Lease Trust 2026-B filed an 8-K on September 17, 2026, reporting the entry into a material underwriting agreement on September 15, 2026, for the sale of $991,830,000 in asset-backed notes (Classes A-1 through A-4) to underwriters led by Mizuho Securities USA LLC. The notes are expected to close on September 22, 2026, and the filing also includes numerous related transaction documents such as the indenture, trust agreement, and servicing agreements. This is a routine securitization transaction with no comparative period data, so no period-over-period performance metrics are available.

  • · The underwriting agreement was entered into on September 15, 2026, with Mizuho Securities USA LLC acting as representative of the underwriters.
  • · The notes are registered under a Registration Statement on Form SF-3 (File Nos. 333-276654, 333-276654-01).
  • · The closing date for the notes is on or about September 22, 2026.
  • · The filing includes certifications required by Paragraph I.B.1(a) of Form SF-3, attached as Exhibit 36.1.
  • · The transaction involves the issuance of a Transaction SUBI Certificate evidencing a special unit of beneficial interest in certain retail automobile leases and related vehicles.
METHODE ELECTRONICS INC 8-K mixed materiality 6/10

17-09-2026

Methode Electronics held its 2026 Annual Meeting on September 16, 2026, where stockholders approved the 2026 Omnibus Incentive Plan, ratified Ernst & Young as independent auditor, and passed the Say-on-Pay advisory vote. However, director David P. Blom received less than a majority of votes cast (7,050,790 for vs. 21,241,811 against), triggering a conditional resignation that the Board rejected, allowing him to continue serving. All other directors were elected with strong support.

  • · David P. Blom received only 7,050,790 votes for vs. 21,241,811 against, representing just 24.9% support among votes cast (excluding broker non-votes).
  • · The Board rejected Blom's conditional resignation, citing his CEO experience, public company board service, and improved attendance (all meetings attended in fiscal 2027).
  • · All other directors were elected with overwhelming support, ranging from 27,310,497 votes (Therese Bobek) to 28,114,145 votes (Jonathan DeGaynor).
  • · Ratification of Ernst & Young as auditor passed with 31,607,304 votes for, 431,620 against, and 79,573 abstentions (no broker non-votes).
  • · The 2026 Omnibus Incentive Plan was approved with 27,466,037 votes for, 812,903 against, and 61,437 abstentions.
Nano-X Imaging Ltd. 6-K negative materiality 9/10

17-09-2026

Nano-X Imaging Ltd. convened its 2026 Annual General Meeting on September 17, 2026, but adjourned due to lack of quorum (less than 25% of outstanding voting rights present). The meeting will reconvene on September 29, 2026. Proposal 3 (equity grants to CEO Erez Meltzer) has been withdrawn to focus on Proposal 2, an amendment to increase authorized share capital, which the Board describes as critical to the company's financial viability. The company disclosed substantial doubt about its ability to continue as a going concern as of June 30, 2026, and warned that without additional capital, shareholders could lose most or all of their investment.

  • · The meeting was adjourned because less than 25% of outstanding voting rights were represented.
  • · At the reconvened meeting, any shareholders present (regardless of voting power) will constitute a quorum.
  • · Proposal 2 is needed to support financing arrangements including potential exercise of warrants, equity incentive plan, at-the-market offering, registered direct offerings, private placements, convertible debt, or public offerings.
  • · The record date for voting remains August 18, 2026.
  • · Proxies must be received by 11:59 p.m. ET on September 28, 2026.
HEALTHY CHOICE WELLNESS CORP. 8-K mixed materiality 9/10

17-09-2026

Healthy Choice Wellness Corp. (HCWC) filed an 8-K detailing the reverse merger with Host Digital Infrastructure LLC, a development-stage data center company. Host Digital has secured a 15-year, take-or-pay lease with a major cloud infrastructure company for a 43 MW data center campus in Oklahoma, with aggregate base-term rent of approximately $1.25 billion. However, the company has no revenue, no cash as of July 31, 2026, a working capital deficit of $27.5 million, and substantial doubt about its ability to continue as a going concern, with project financing still uncertain.

  • · The company acquired T-20 Mining LLC in February 2026 to secure an Electric Service Agreement for the Project Facility.
  • · The Lease is structured on a take-or-pay basis, backstopped by an investment-grade technology company.
  • · The Lease includes 3% annual escalators and may be renewed for a total term of 30 years.
  • · The company had no cash as of both January 31, 2026 and July 31, 2026.
  • · The company's activities have been funded through sponsor equity and related-party advances.
  • · The Merger was accounted for as a reverse acquisition, with Host Digital Infrastructure LLC as the accounting acquirer.
  • · The company does not have any off-balance sheet arrangements.
Blue Owl Real Estate Net Lease Trust 8-K/A neutral materiality 8/10

17-09-2026

Blue Owl Real Estate Net Lease Trust filed an 8-K/A to present audited and unaudited financial statements of Sila Realty Trust, Inc., which it acquired on July 1, 2026 for total consideration of approximately $2,452.7 million. The acquisition was funded by approximately $2,580.0 million in borrowings under its revolving credit facility. Pro forma combined total assets as of March 31, 2026 are $14,369.6 million, up from $11,767.3 million for Blue Owl standalone, reflecting the addition of Sila's $2,092.2 million in assets.

  • · The acquisition closed on July 1, 2026, with the merger of Sila into Merger Sub.
  • · Sila's portfolio consists of net-leased healthcare real estate properties across the United States.
  • · Pro forma combined investments in real estate, net: $6,237.4M (Blue Owl standalone: $4,100.5M, Sila: $1,794.3M, adjustments: $342.5M).
  • · Pro forma combined intangible assets, net: $612.1M (Blue Owl: $251.0M, Sila: $117.5M, adjustments: $243.5M).
  • · Sila's goodwill of $17.4M was eliminated in the transaction accounting adjustments.
  • · Pro forma combined mortgage notes and credit facilities, net: $4,099.5M (Blue Owl: $1,643.9M, Sila: $683.7M, adjustments: -$683.7M + $2,455.5M financing).
  • · The filing includes unaudited pro forma statements of operations for the three months ended March 31, 2026 and the year ended December 31, 2025.
  • · Pro forma combined total revenues for the three months ended March 31, 2026: $150.8M (Blue Owl: $96.9M, Sila: $52.0M, adjustments: $1.9M).
Fossil Group, Inc. SC 13G neutral materiality 5/10

17-09-2026

Philotimo Fund, LP and related entities (Kanen Wealth Management, PHLOX, and David L. Kanen) disclosed a 5.1% aggregate beneficial ownership stake in Fossil Group, Inc. as of September 11, 2026, totaling 3,022,258 shares. The filing is a Schedule 13G, indicating passive investment intent, not an acquisition or control-seeking move. The stake is spread across Philotimo (1,700,699 shares), PHLOX (1,000,746 shares), and KWM managed accounts (320,813 shares), with Kanen as the ultimate beneficial owner.

  • · The filing is a Schedule 13G under Rule 13d-1(c), indicating passive investment intent.
  • · The reporting persons disclaim beneficial ownership of shares not directly owned.
  • · The percentage ownership is based on 59,138,052 shares outstanding as of August 5, 2026.
  • · Philotimo is organized under Delaware law; KWM is organized under Florida law.
  • · The group may be deemed to beneficially own the shares for Section 13(d)(3) purposes.
VYNE Therapeutics Inc. SC 13G neutral materiality 5/10

17-09-2026

Invus Global Management, LLC and related entities filed a Schedule 13G with the SEC on September 17, 2026, disclosing a 6.3% beneficial ownership stake in Yarrow Bioscience, Inc. (formerly VYNE Therapeutics Inc.). The filing, made under Rule 13d-1(c), covers 591,472 shares held directly by Invus Public Equities, L.P. and 83,528 shares held by Avicenna Life Sci Master Fund LP, with Raymond Debbane deemed to beneficially own 675,000 shares (7.2%) in aggregate. The filing certifies the securities were not acquired to change or influence control of the issuer.

  • · The filing was made under Rule 13d-1(c), indicating passive investment intent.
  • · The issuer changed its name from VYNE Therapeutics Inc. to Yarrow Bioscience, Inc. on September 4, 2020.
  • · The filing includes a joint filing agreement among all reporting persons.
  • · Raymond Debbane is a citizen of Panama.
EverCommerce Inc. 4 negative materiality 3/10

17-09-2026

Director Remer Eric Richard sold 533 Common Stock at $8.00 (~$4.27K). Remer Eric Richard holds 5,007,337 shares after the transaction.

  • · Director Remer Eric Richard sold 533 Common Stock at $8.00 (~$4.27K)
  • · Director Remer Eric Richard sold 258 Common Stock at $8.00 (~$2.06K)
GMR Solutions Inc. 8-K positive materiality 7/10

17-09-2026

GMR Solutions Inc. completed a repricing of its $2.9 billion Term Loan B facility due October 2032, reducing the interest rate by 50 basis points to SOFR +275 bps, and repaid approximately $200 million of debt using cash on hand, lowering outstanding borrowings to about $2.7 billion. The company expects to save approximately $28 million in annual cash interest expense. However, the company also used $32 million of cash for payroll tax obligations related to equity award settlements, and the transaction did not add new debt.

  • · GMR is the nation's largest provider of emergency medical services, serving approximately 60% of the U.S. population.
  • · GMR operates in approximately 1,400 counties across the country.
  • · GMR supports nearly 5.5 million patient encounters annually and performs a critical care intervention every 88 seconds.
  • · The company used $32 million of cash on hand to satisfy required payroll tax obligations related to equity award settlements.
  • · GMR incurred no additional indebtedness as a result of the repricing transaction.
Franklin BSP Realty Trust, Inc. 8-K neutral materiality 5/10

17-09-2026

Franklin BSP Realty Trust (FBRT) announced that Richard Byrne, former CEO and current Chairman, has been reappointed as CEO effective September 16, 2026, succeeding Michael Comparato, who resigned on September 15, 2026, to step back from day-to-day duties. Jerry Baglien, CFO and COO, was also appointed Co-President alongside Brian Buffone, and will lead BSP's Commercial Real Estate Debt platform. The leadership change is framed as a continuity measure, with no financial metrics or performance data disclosed in the filing.

  • · Michael Comparato resigned on September 15, 2026, and will transition to a Senior Advisor role at BSP through 2027.
  • · Jerry Baglien was appointed Co-President alongside Brian Buffone and will lead BSP's Commercial Real Estate Debt platform.
  • · FBRT is externally managed by Benefit Street Partners L.L.C., a wholly owned subsidiary of Franklin Resources, Inc.
  • · BSP manages strategies spanning private debt, real estate debt, structured credit, and liquid loans.
  • · Franklin Templeton operates globally in more than 35 countries.
Graphene & Solar Technologies Ltd 8-K mixed materiality 6/10

17-09-2026

Graphene & Solar Technologies Ltd (GSTX) announced its uplisting from the OTC Pink to the OTCQB Venture Market, effective September 15, 2026, under the same ticker 'GSTX'. The company is concurrently conducting a private offering of up to $40 million in convertible notes to fund its U.S. silicon wafer manufacturing operations, and was awarded a $45 million California Competes Tax Credit subject to investment and employment milestones. While the uplisting and tax credit represent positive milestones, the company remains an emerging growth company with a history of operating losses, the convertible note offering is not yet completed, and the tax credit realization is contingent on meeting specific conditions.

  • · GSTX's common stock is not registered under Section 12(b) of the Exchange Act; it has no trading symbol or exchange listing under that section.
  • · The company is an emerging growth company and has elected not to use the extended transition period for complying with new financial accounting standards.
  • · The convertible notes have not been registered under the Securities Act and may not be offered or sold in the U.S. absent registration or an exemption.
  • · GSTX's near-term focus is on planned silicon wafer production in San Diego, California, through its subsidiary QSM USA.
  • · The company has a history of operating losses and needs substantial additional capital, as noted in the risk factors.
  • · The press release includes extensive forward-looking statements and cautions that actual results may differ materially due to various risks.
Eaton Vance Senior Income Trust SC 13G/A neutral materiality 3/10

17-09-2026

Morgan Stanley and its wholly-owned subsidiary Morgan Stanley & Co. LLC filed a Schedule 13G/A with the SEC on September 17, 2026, reporting that as of September 15, 2026, they have ceased to be beneficial owners of more than 5% of the Auction Preferred Stock of Eaton Vance Senior Income Trust (EVF). The filing indicates zero shares beneficially owned by both entities, reflecting a complete exit from their previous significant stake.

  • · The filing is an amendment (SCHEDULE 13G/A) to a previous Schedule 13G.
  • · The securities reported are multiple series of auction rate preferred securities treated as one class per SEC no-action letter dated September 22, 2008.
  • · Morgan Stanley is classified as a parent holding company (HC) and Morgan Stanley & Co. LLC as a broker-dealer (BD).
  • · Both entities certify that the securities were acquired and held in the ordinary course of business, not for changing or influencing control of the issuer.
HeartSciences Inc. DEFA14A neutral materiality 3/10

17-09-2026

HeartSciences Inc. filed definitive additional proxy materials (DEFA14A) on September 17, 2026, in connection with a proposed transaction with Fortitude. The filing solicits shareholder proxies and identifies directors and executive officers of HeartSciences and Fortitude, as well as certain executive officers of DCG (Fortitude's parent), as participants in the solicitation. No specific financial figures or performance metrics are disclosed in this filing.

  • · The filing is a definitive additional proxy statement (DEFA14A) filed on September 17, 2026.
  • · The proposed transaction involves HeartSciences and Fortitude.
  • · Participants in the proxy solicitation include directors and executive officers of HeartSciences and Fortitude, and certain executive officers of DCG, the parent company of Fortitude.
  • · The filing references a preliminary proxy statement previously filed with the SEC in connection with the proposed transaction.
ERP OPERATING LTD PARTNERSHIP 8-K neutral materiality 5/10

17-09-2026

ERP Operating Limited Partnership, the operating partnership of Vivmark Residential, increased the maximum aggregate amount of its U.S. dollar-denominated commercial paper program from $1.5 billion to $2.5 billion, effective September 16, 2026. The unsecured notes rank pari passu with other unsecured senior indebtedness and are sold under customary terms in the U.S. commercial paper market. The filing does not disclose any prior-period comparison or performance metrics, so no balanced assessment of improvements or declines is applicable.

  • · The Notes are not registered under the Securities Act of 1933 and are sold under the exemption in Section 4(a)(2).
  • · The Notes rank pari passu with all other unsecured senior indebtedness of the Operating Partnership.
  • · The increase was effective as of September 16, 2026, and the filing was made on September 17, 2026.
ACP Holdings Acquisition Corp. 425 neutral materiality 7/10

17-09-2026

May Mobility, Inc. announced a definitive business combination with ACP Holdings Acquisition Corp. (Nasdaq: ACGC), positioning May Mobility to become the first U.S. publicly listed pure-play autonomous ride-hail technology company. The transaction is subject to shareholder approval and regulatory filings, with no assurance of completion. No financial terms, performance metrics, or period-over-period comparisons were disclosed in this communication.

  • · The filing is a Rule 425 communication made available to prospective investors via newsletter on September 16, 2026.
  • · ACP Holdings Acquisition Corp. is listed on Nasdaq under ticker ACGC, with Commission File No. 001-43225.
  • · ACP's initial public offering prospectus was dated April 6, 2026 and filed under Rule 424(b).
  • · The business combination will require a shareholder vote and the filing of a registration statement with the SEC.
  • · Financial information in the communication is unaudited and does not conform to Regulation S-X; non-GAAP measures are included.
  • · There is no assurance the transaction will be completed or completed on the described terms.
SpringBig Holdings, Inc. 8-K neutral materiality 3/10

17-09-2026

SpringBig Holdings, Inc. filed a Certificate of Amendment to its Certificate of Incorporation with the State of Delaware, effective September 14, 2026, changing its corporate name from SpringBig Holdings, Inc. to SBIG Holdings, Inc. The amendment was approved by the Board of Directors by written consent. No financial figures or performance metrics were disclosed in this filing.

  • · The name change is effective as of September 14, 2026.
  • · The amendment was adopted by written consent of the Board of Directors under Section 141(f) of the DGCL.
  • · The filing also references Items 3.03, 5.02, 5.03, and 9.01, which typically relate to material modifications to security holder rights, departure of directors or principal officers, amendments to articles of incorporation or bylaws, and financial statements and exhibits.
ACP Holdings Acquisition Corp. 425 positive materiality 9/10

17-09-2026

ACP Holdings Acquisition Corp. (ACGC) announced a proposed business combination with May Mobility, an autonomous vehicle company. May Mobility has delivered over 500,000 revenue-generating rides and achieved driver-out deployments in three cities, positioning itself as a key competitor to Waymo. The transaction includes a fully committed PIPE of $120 million from leading institutional investors, targeting the autonomous ride-hail market opportunity of over $400 billion globally by 2035.

  • · May Mobility achieved driver-out deployments in three different cities.
  • · May Mobility has delivered over half a million revenue-generating rides.
  • · The company uses a unique technology approach combining world models with reinforcement learning, enabling real-time reasoning on the edge.
  • · May Mobility's technology allows dynamic switching between naturalistic driving and verifiable safe policies every 200 milliseconds.
  • · The company has deployed across over 20 sites in municipal transit and robotaxi spaces, in the US and Japan.
  • · May Mobility makes money selling autonomous services today.
  • · The PIPE of $120 million is fully committed with leading institutional investors.
  • · Atlas Credit Partners has deployed over $1.25 billion of capital since 2019 and helped create more than $50 billion of market value.
  • · May Mobility positions itself as the number one competitor to Waymo in the US, with significantly lower capital expenditure ($300M vs Waymo's $11.3B).
ACP Holdings Acquisition Corp. 425 neutral materiality 8/10

17-09-2026

May Mobility, Inc. announced a definitive business combination with ACP Holdings Acquisition Corp. (Nasdaq: ACGC), positioning May Mobility to become the first U.S. publicly listed pure-play autonomous ride-hail technology company. The transaction is expected to provide up to $336 million in gross proceeds (assuming no redemptions) and targets a combined enterprise value of approximately $1.4 billion. Upon closing, the combined company will operate as May Mobility, Inc. and list on Nasdaq under the ticker symbol 'MAY.' The filing is a preliminary communication and includes standard forward-looking statements and risk factors; no financial performance data (e.g., revenue, growth rates) is provided, so no period-over-period comparisons are possible.

  • · The filing is a Rule 425 communication made available to May Mobility stockholders via email on September 16, 2026.
  • · The combined company will target listing on Nasdaq under the ticker symbol 'MAY.'
  • · The transaction is subject to shareholder approval and regulatory filings, including a registration statement with the SEC.
  • · There is no assurance the transaction will be completed on the described terms.
  • · The filing includes standard risk factors such as potential redemptions, legal proceedings, and failure to obtain approvals.
Fossil Group, Inc. SC 13G neutral materiality 5/10

17-09-2026

Philotimo Fund, LP and affiliated entities (Kanen Wealth Management, Philotimo Focused Growth & Income Fund, and David L. Kanen) disclosed a 5.1% aggregate beneficial ownership stake in Fossil Group, Inc. as of September 11, 2026, via a Schedule 13G filing. The group collectively owns 3,022,258 shares, with Kanen Wealth Management and David Kanen each reporting 5.1% ownership. The filing is a passive investment disclosure under Rule 13d-1(c), indicating no intent to change or influence control of the company.

  • · The filing is made under Rule 13d-1(c), indicating a passive investment with no intent to change or influence control.
  • · Kanen Wealth Management is the general partner of Philotimo Fund and investment manager of Philotimo Focused Growth & Income Fund and certain separately managed accounts.
  • · David L. Kanen serves as the managing member of Kanen Wealth Management.
  • · The group's aggregate ownership is based on 59,138,052 shares outstanding as of August 5, 2026.
  • · Each reporting person disclaims beneficial ownership of shares not directly owned.
ACP Holdings Acquisition Corp. 425 positive materiality 9/10

17-09-2026

May Mobility, Inc. announced a definitive business combination with ACP Holdings Acquisition Corp. (Nasdaq: ACGC), positioning May Mobility to become the first U.S. publicly listed pure-play autonomous ride-hail technology company. The transaction is expected to provide up to $336 million in gross proceeds (assuming no redemptions) and targets a combined enterprise value of approximately $1.4 billion. Upon closing, the combined company will operate as May Mobility, Inc. and list on Nasdaq under the ticker symbol 'MAY'.

  • · The communication was made available to May Mobility stockholders via email on September 16, 2026.
  • · The filing is made under Rule 425 and deemed filed under Rule 14a-12.
  • · The combined company will target listing on Nasdaq under the ticker symbol 'MAY'.
  • · The transaction is subject to stockholder approval and regulatory filings, including a registration statement with the SEC.
  • · There is no assurance that the transaction will be completed on the described terms.
TWILIO INC 4 neutral materiality 3/10

17-09-2026

Director Suzuki Miyuki was awarded 341 Class A Common Stock. Suzuki Miyuki holds 18,170 shares after the transaction.

  • · Director Suzuki Miyuki was awarded 341 Class A Common Stock
TWILIO INC 4 neutral materiality 6/10

17-09-2026

Director ROTTENBERG ERIKA was awarded 344 Class A Common Stock. ROTTENBERG ERIKA holds 28,237 shares after the transaction.

  • · Director ROTTENBERG ERIKA was awarded 344 Class A Common Stock
  • · Director ROTTENBERG ERIKA gifted 344 Class A Common Stock
  • · Director ROTTENBERG ERIKA gifted 344 Class A Common Stock
Skillsoft Corp. 4 positive materiality 4/10

17-09-2026

CEO & Executive Chair HOVSEPIAN RONALD W bought 4,508 Class A Common Stock at $5.46 (~$24.6K). HOVSEPIAN RONALD W holds 347,278 shares after the transaction.

  • · CEO & Executive Chair HOVSEPIAN RONALD W bought 4,508 Class A Common Stock at $5.46 (~$24.6K)
  • · CEO & Executive Chair HOVSEPIAN RONALD W bought 1,421 Class A Common Stock at $5.90 (~$8.38K)
Skillsoft Corp. 4 positive materiality 4/10

17-09-2026

Director FRANKOLA JIM bought 25,000 Class A Common Stock at $5.14 (~$129K). FRANKOLA JIM holds 132,736 shares after the transaction.

  • · Director FRANKOLA JIM bought 25,000 Class A Common Stock at $5.14 (~$129K)
NewHold Investment Corp. III 425 neutral materiality 8/10

17-09-2026

NewHold Investment Corp. III shareholders approved the business combination with newcleo plc, a UK-based nuclear energy company developing lead-cooled fast reactor technology, at an extraordinary general meeting held on September 17, 2026. The Business Combination Proposal received 19,986,437 votes in favor (93.95% of votes cast) and 1,286,410 against, while the Merger Proposal received 19,986,439 votes in favor and 1,286,410 against. The approval clears a key milestone for the de-SPAC transaction, though the filing does not disclose the redemption level or provide financial performance metrics for either entity.

  • · The business combination agreement was dated May 26, 2026.
  • · The transaction involves a two-step merger structure: first Merger Sub 1 merges into NewHold, then the surviving company merges into Merger Sub 2, with newcleo plc as the ultimate parent.
  • · NewHold is a Cayman Islands exempted company and a blank check company (SPAC) with securities trading on Nasdaq under symbols NHICU, NHIC, and NHICW.
  • · newcleo is a UK public limited company developing advanced nuclear technologies including lead-cooled fast reactors and mixed-oxide fuel capabilities.
  • · The filing includes extensive forward-looking statements and risk factors related to the business combination, regulatory approvals, technology development, and financing.
  • · No information is provided on the level of shareholder redemptions, the amount of cash remaining in the trust, or the expected closing date of the transaction.
Bayview Acquisition Corp 8-K neutral materiality 3/10

17-09-2026

Bayview Acquisition Corp (BAYAR) deposited $50,000 into its trust account on September 17, 2026, to extend its deadline to complete an initial business combination by one month, from September 19, 2026 to October 19, 2026. This is the fourth of up to six permitted extensions under the company's amended articles. The filing reflects a routine procedural step to maintain the SPAC's timeline, with no new business combination announced.

  • · The extension is the fourth of up to six permitted under the Second Amended and Restated Articles of Association.
  • · The extension moves the deadline from September 19, 2026 to October 19, 2026.
CuriosityStream Inc. 4/A neutral materiality 5/10

17-09-2026

Chief Financial Officer Piche Sean Adam was awarded 150,000 Restricted Stock Units. This amends a previously filed Form 4.

  • · Chief Financial Officer Piche Sean Adam was awarded 150,000 Restricted Stock Units
BETTERWARE DE MEXICO, S.A.P.I. DE C.V 4 positive materiality 4/10

17-09-2026

Director Campos Luis bought 45,000 Ordinary Shares at $16.26 (~$732K). Campos Luis holds 20,358,497 shares after the transaction.

  • · Director Campos Luis bought 45,000 Ordinary Shares at $16.26 (~$732K)
  • · Director Campos Luis bought 35,000 Ordinary Shares at $16.44 (~$575K)
Lionsgate Studios Corp. 4 neutral materiality 3/10

17-09-2026

Director SLOAN HARRY was awarded 5,362 Common Shares at $11.19 (~$60K). SLOAN HARRY holds 434,680 shares after the transaction.

  • · Director SLOAN HARRY was awarded 13,405 Common Shares
  • · Director SLOAN HARRY was awarded 5,362 Common Shares at $11.19 (~$60K)
Icon Energy Corp 6-K neutral materiality 3/10

17-09-2026

Icon Energy Corp. filed a Form 6-K with the SEC on September 17, 2026, providing a commercial update via a press release. The update is incorporated by reference into the company's Form F-3 registration statement. No specific financial figures or performance metrics were disclosed in the filing.

  • · The press release is dated September 17, 2026.
  • · The filing is incorporated by reference into Form F-3 (File No. 333-291988).
  • · The company's principal executive office is in Athens, Greece.
Jersey Mike's Subs Inc. 4 neutral materiality 3/10

17-09-2026

10% owner Boardwalk ML Holdco I L.P. disposed of 1,985 Class A Common Stock. 4 transactions reported in total. Boardwalk ML Holdco I L.P. holds 12,348,077 shares after the transaction.

  • · 10% owner Boardwalk ML Holdco I L.P. disposed of 1,985 Class A Common Stock
  • · 10% owner Boardwalk ML Holdco I L.P. disposed of 1,900,625 Class A Common Stock
  • · 10% owner Boardwalk ML Holdco I L.P. disposed of 735,910 Class B Common Stock
  • · 10% owner Boardwalk ML Holdco I L.P. disposed of 735,910 Common Units of Jersey Mike's HoldCo, LLC
BETTERWARE DE MEXICO, S.A.P.I. DE C.V 4 positive materiality 7/10

17-09-2026

CHIEF EXECUTIVE OFFICER CHEVALLIER ANDRES CAMPOS bought 30,000 Ordinary Shares at $16.41 (~$492K). CHEVALLIER ANDRES CAMPOS holds 95,000 shares after the transaction.

  • · CHIEF EXECUTIVE OFFICER CHEVALLIER ANDRES CAMPOS bought 30,000 Ordinary Shares at $16.41 (~$492K)
  • · CHIEF EXECUTIVE OFFICER CHEVALLIER ANDRES CAMPOS bought 15,000 Ordinary Shares at $16.50 (~$247K)
SmartStop Self Storage REIT, Inc. 4 negative materiality 3/10

17-09-2026

Director Mueller David J sold 425 Common Stock at $32.05 (~$13.6K). Mueller David J holds 4,215 shares after the transaction. Trades executed under a Rule 10b5-1 plan.

  • · Director Mueller David J sold 425 Common Stock at $32.05 (~$13.6K)
CINTAS CORP 4 neutral materiality 4/10

17-09-2026

Director TYSOE RONALD W was awarded 101.52 Phantom Stock Units at $198.95 (~$20.2K).

  • · Director TYSOE RONALD W was awarded 101.52 Phantom Stock Units at $198.95 (~$20.2K)
AMERICAN BATTERY TECHNOLOGY Co 4 negative materiality 4/10

17-09-2026

Director Lee Susan Y sold 21,360 Common Stock at $2.16 (~$46.1K). Lee Susan Y holds 170,840 shares after the transaction.

  • · Director Lee Susan Y sold 21,360 Common Stock at $2.16 (~$46.1K)
Donnelley Financial Solutions, Inc. 4 neutral materiality 2/10

17-09-2026

Senior Advisor Clay Craig gifted 4,364 Common Stock. Clay Craig holds 154,096 shares after the transaction.

  • · Senior Advisor Clay Craig gifted 4,364 Common Stock
AMERICAN BATTERY TECHNOLOGY Co 4 negative materiality 4/10

17-09-2026

Director Lowery Elizabeth Ann sold 19,375 Common Stock at $2.18 (~$42.2K). Lowery Elizabeth Ann holds 74,376 shares after the transaction.

  • · Director Lowery Elizabeth Ann sold 19,375 Common Stock at $2.18 (~$42.2K)
Trevi Therapeutics, Inc. 4 negative materiality 6/10

17-09-2026

Director Heffernan Michael Thomas sold 20,952 Common Stock at $15.09 (~$316K). 8 transactions reported in total. Heffernan Michael Thomas holds 6,351 shares after the transaction. Trades executed under a Rule 10b5-1 plan.

  • · Director Heffernan Michael Thomas exercised/converted 18,421 Common Stock at $3.04 (~$56K)
  • · Director Heffernan Michael Thomas sold 18,321 Common Stock at $15.09 (~$276K)
  • · Director Heffernan Michael Thomas sold 100 Common Stock at $15.88 (~$1.59K)
  • · Director Heffernan Michael Thomas exercised/converted 21,052 Common Stock at $3.33 (~$70.1K)
  • · Director Heffernan Michael Thomas sold 20,952 Common Stock at $15.09 (~$316K)
  • · Director Heffernan Michael Thomas sold 100 Common Stock at $15.88 (~$1.59K)
  • · Director Heffernan Michael Thomas exercised/converted 18,421 Stock Option (right to buy)
  • · Director Heffernan Michael Thomas exercised/converted 21,052 Stock Option (right to buy)
Lionsgate Studios Corp. 4 neutral materiality 4/10

17-09-2026

Director Rosenblatt M Richard was awarded 4,468 Common Shares at $11.19 (~$50K). Rosenblatt M Richard holds 78,670 shares after the transaction.

  • · Director Rosenblatt M Richard was awarded 13,405 Common Shares
  • · Director Rosenblatt M Richard was awarded 4,468 Common Shares at $11.19 (~$50K)
Lionsgate Studios Corp. 4 neutral materiality 3/10

17-09-2026

Director HARKEY JOHN D JR was awarded 5,809 Common Shares at $11.19 (~$65K). HARKEY JOHN D JR holds 227,402 shares after the transaction.

  • · Director HARKEY JOHN D JR was awarded 13,405 Common Shares
  • · Director HARKEY JOHN D JR was awarded 5,809 Common Shares at $11.19 (~$65K)
CINTAS CORP 4 neutral materiality 3/10

17-09-2026

Director Coletti Robert E. was awarded 29.71 Phantom Stock Units at $198.95 (~$5.91K).

  • · Director Coletti Robert E. was awarded 29.71 Phantom Stock Units at $198.95 (~$5.91K)
Lionsgate Studios Corp. 4 neutral materiality 3/10

17-09-2026

Director Crawford Gordon was awarded 4,468 Common Shares at $11.19 (~$50K). Crawford Gordon holds 2,264,103 shares after the transaction.

  • · Director Crawford Gordon was awarded 13,405 Common Shares
  • · Director Crawford Gordon was awarded 4,468 Common Shares at $11.19 (~$50K)
Tempest Therapeutics, Inc. 8-K mixed materiality 8/10

17-09-2026

Tempest Therapeutics has secured an exclusive option to license Hebei Senlang Biotechnology's CD7-targeted lentiviral in vivo CAR-T platform, complementing its existing LNP delivery system. The lead BCMA/GPRC5D dual-targeting candidate is in Phase 1 dose escalation for relapsed/refractory multiple myeloma, with early clinical data showing in vivo CAR-T generation and expansion at the highest evaluable dose and no Grade 3+ cytokine release syndrome or neurotoxicity observed as of August 25, 2026. However, the option has not yet been exercised, the Phase 1 trial is still ongoing with no disclosed efficacy results, and Tempest faces significant capital needs and going-concern risks.

  • · The option agreement covers Senlang's CD7-targeted lentiviral vector platform and a portfolio of in vivo CAR-T product candidates.
  • · Tempest's lead product candidate, TPST-4003, combines a dual-targeting CD19/BCMA CAR with a CD7-targeting delivery system.
  • · Senlang's platform uses targeted lentiviral vectors to deliver CAR transgenes to endogenous CD7-positive T cells and NK cells, generating CAR-T and CAR-NK cells in vivo.
  • · The platform includes proprietary nanobody-based retargeting, an engineered detargeted cocal envelope, and immune-shielding producer-cell engineering.
  • · In preclinical studies, the platform demonstrated enhanced transduction in whole blood and resting PBMCs, and a single low-dose administration produced efficient in vivo transduction, rapid CAR-cell expansion, tumor-site enrichment, and durable tumor regression in mouse models.
  • · Tempest expects to provide additional information as clinical data mature.
  • · Tempest's forward-looking statements highlight risks including the need for additional capital, going-concern uncertainty, and potential unexpected safety or efficacy data.
Innovation Beverage Group Ltd 20-F negative materiality 7/10

17-09-2026

Innovation Beverage Group Ltd (IBG) filed its annual report (20-F) for the fiscal year ended 2025, reporting total revenue of $2,772,241, a decline of 5.1% from $2,922,241 in 2024 and a 11.9% decline from $3,147,763 in 2023. The Australian market, which accounts for the vast majority of revenue, decreased to $2,743,510 from $2,920,197 in 2024, while the U.S. market grew significantly to $28,731 from $2,044, though from a very small base. The company faces numerous risks including unfavorable economic conditions, changes in consumer preferences, and supply chain disruptions, and outlines strategies such as range expansion, innovation in bottle sizes, and leveraging technology to drive growth.

  • · The company's revenue has declined for two consecutive years, from $3,147,763 in FY2023 to $2,772,241 in FY2025.
  • · U.S. market revenue, while growing sharply in FY2025, remains very small at $28,731 and is down 89.4% from $271,512 in FY2023.
  • · The company identifies several weaknesses: branding not reflecting premium positioning, small range limiting revenue growth, single warehouse location, and difficulty securing exclusivity for small/new brands.
  • · Risk factors include unfavorable economic conditions, changes in consumer preferences, production/supply chain disruptions, and competitive pricing actions.
BETTERWARE DE MEXICO, S.A.P.I. DE C.V 4 positive materiality 4/10

17-09-2026

MD Betterware Mexico CHEVALLIER SANTIAGO CAMPOS bought 15,000 Ordinary Shares at $16.46 (~$247K). CHEVALLIER SANTIAGO CAMPOS holds 47,500 shares after the transaction.

  • · MD Betterware Mexico CHEVALLIER SANTIAGO CAMPOS bought 15,000 Ordinary Shares at $16.46 (~$247K)
Lionsgate Studios Corp. 4 neutral materiality 3/10

17-09-2026

Director Ostolaza Yvette was awarded 5,362 Common Shares at $11.19 (~$60K). Ostolaza Yvette holds 166,587 shares after the transaction.

  • · Director Ostolaza Yvette was awarded 13,405 Common Shares
  • · Director Ostolaza Yvette was awarded 5,362 Common Shares at $11.19 (~$60K)
DevvStream Corp. 8-K positive materiality 8/10

17-09-2026

DevvStream Corp. held a Special Meeting of Shareholders on September 17, 2026, with 75.2% of outstanding shares represented. Shareholders overwhelmingly approved all three proposals: the Business Combination Agreement and related merger, a change of incorporation from Alberta, Canada to Delaware, and an adjournment proposal if needed. The votes were nearly unanimous in favor, with only minimal opposition across all items.

  • · Proposal 1 (Business Combination): 35,908,077 For, 19,007 Against, 3,534 Abstained
  • · Proposal 2 (Change of Incorporation): 35,903,044 For, 21,049 Against, 6,525 Abstained
  • · Proposal 3 (Adjournment): 35,762,366 For, 136,938 Against, 31,314 Abstained
  • · The definitive proxy statement was filed with the SEC on August 3, 2026.
Lionsgate Studios Corp. 4 neutral materiality 4/10

17-09-2026

Director McCaw Susan was awarded 13,405 Common Shares. McCaw Susan holds 114,431 shares after the transaction.

  • · Director McCaw Susan was awarded 13,405 Common Shares
NEOS ETF Trust DEFA14A neutral materiality 5/10

17-09-2026

NEOS ETF Trust filed definitive additional proxy soliciting materials (DEFA14A) on September 17, 2026, reminding shareholders to vote on a proposed transaction with Goldman Sachs Asset Management. The filing includes a video transcript from co-founder Troy Cates urging shareholders to review proxy materials and cast their votes. No financial figures or performance data are disclosed in this filing.

  • · The filing is a DEFA14A (definitive additional proxy materials) filed under Section 14(a) of the Securities Exchange Act of 1934.
  • · The transaction involves NEOS ETF Trust and Goldman Sachs Asset Management, but the specific terms are not disclosed in this filing.
  • · The filing includes a video transcript and graphical content (neos01.jpg) as part of the shareholder reminder.
  • · The registrant is NEOS ETF Trust, formerly known as SHP ETF Trust, with a name change effective March 2, 2021.
  • · The trust lists 19 ETFs across various asset classes, including equity, fixed income, commodity, and crypto-related strategies.
Sadot Group Inc. 8-K neutral materiality 6/10

17-09-2026

On September 15, 2026, Sadot Group Inc. transitioned Chagay Ravid from CEO and Interim CFO to Executive Director, appointing Michael D. Murray as CEO and CFO. Murray's employment agreement includes a $200,000 annual base salary, a $100,000 restricted stock grant, and severance of 12 months' base salary if terminated without cause. Ravid's compensation remains unchanged, and his transition was amicable with no disagreements.

  • · Michael D. Murray, age 57, previously served as CEO of GBT Tokenize Corp. since June 2022 and as CEO/principal financial officer of GBT Technologies Inc. from November 2024 to February 2026.
  • · Murray's restricted stock grant vests in four equal quarterly installments commencing October 1, 2026.
  • · Murray's severance includes 12 months' base salary if terminated without cause or resigns for Good Reason, subject to release and compliance.
  • · Ravid's transition includes a waiver of claims and confirmation that compensation remains subject to the Company's compensation recovery policy.
  • · Ravid continues to serve as a director and was appointed Executive Director, reporting to the CEO.

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