Most material SEC filings — August 27, 2026

On August 21, 2026, Rein Therapeutics received notice of delisting or failure to satisfy a continued listing rule or standard, with transfer of listing indicated. No specific counterparties, dollar amounts, conditions, or timeline details are provided in the 8-K filing text.

Bleichroeder Acquisition Corp. II and Pasqal Holding SA completed their business combination on August 27, 2026. Pasqal (neutral-atom quantum computing company) received approximately $360 million in cash at closing and began trading on Nasdaq under ticker PSQL on August 28, 2026. The company plans to deploy capital toward QPU manufacturing, fault-tolerant quantum computing advancement, and commercial scaling.

Sports Entertainment Gaming Global Corp (SEGG) filed an 8-K on 2026-08-27 reporting Item 3.01: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard, with a period of report date of 2026-08-20. The filing does not disclose the specific listing rule violated, the exchange involved, the company's response plan, or any remediation timeline. No financial details, share counts, counterparties, or dollar amounts are provided in the filing header.

SOBR Safe received notice of delisting (Item 3.01) effective 2026-08-21 for failure to satisfy continued listing rules. Simultaneously, the CEO departed (Item 5.02); no successor or compensation details are disclosed in this filing. For a $3.5M market-cap company, delisting is existential: it eliminates access to public markets, likely triggers further shareholder dilution, and signals fundamental business failure.

Reliance Global Group (market cap ~$5.3M) amended its equity line of credit (ELOC) with White Lion Capital on March 12, 2026, increasing the commitment from $10.0M to $50.0M through December 31, 2028. As of August 26, 2026, the company had drawn ~$1.6M, leaving ~$48.4M available. White Lion may resell up to 16,107,568 shares (959% of 1.68M outstanding shares as of filing date), representing massive dilution. At current $2.83/share, this facility poses severe stock-price pressure and near-total shareholder dilution if fully drawn.

Evolution Metals agreed with Korea Electric Power Corporation (KEPCO) to expand Pohang electrical infrastructure from 130 MW to 750 MW capacity, with KEPCO funding ~90% of substation/civil works costs. EMT received conditional approval for a $20.7M grant from Pohang City and Gyeongbuk Province (pending land acquisition) to support facility expansion and equipment. EMT plans to scale magnet production from 1,000 to 10,000 metric tons annually by end-2026, expand manufacturing facility from 24,000 to 482,000 sq ft, and acquire ~1.3M sq ft of land from Pohang City Government; power availability targeted for November 2026 upon ULVAC equipment installation.

Alpha Modus Holdings agreed to issue 51,621,560 Class A Common Stock shares plus equal number of warrants at $4.36/share to 10 offshore investors. Total consideration: 3,170 bitcoin (valued at $71,000/BTC = $225,070,000). Closing within 12 business days. Company receives bitcoin directly; issuing registration rights agreement and 2-year warrants exercisable at $4.36. Pre-deal: 4,986,264 shares outstanding; post-deal: ~56.6M shares (1,036% dilution).

Bradley Daytona Railway and Land Co. LLC and Alexander Kachmar (reporting persons) purchased 642 shares of Series A Preferred Stock between June 29 and August 25, 2026, at prices ranging from $8.27 to $10.03 per share (total ~$6,360 invested). They are exercising vested contractual rights under the Articles Supplementary to elect two trustees to Power REIT's board, demanding either a Board Appointment and Governance Agreement be executed by September 1, 2026, or a preferred stockholder special meeting be called to conduct a trustee election. They explicitly threaten to file Maryland court motions to compel compliance if the company does not respond.

Stilwell Activist Investments, L.P. and affiliates (via Mark D. Alcott and Corissa B. Porcelli as nominees) filed amended Schedule 13D on August 27, 2026, seeking to nominate two directors to Catalyst Bancorp's 2027 annual meeting and propose shareholder resolution demanding the Company sell itself. Stilwell criticizes CLST's acquisition at ~120% of book value while stock trades at ~80% of book value. Alcott holds 1,000 shares; Porcelli holds zero. Stilwell granted Alcott a 50,000-share option at $17.37/share, exercisable only if a Change-in-Control occurs post-election.

NextTrip, Inc. agreed with Monaco Investment Partners II, LP to convert a $3.5M line of credit (increased from $3M on August 25, 2026) into 4,500 shares of Series B Convertible Preferred Stock with a $1,000 stated value per share, 12% annual cumulative dividend, and a fixed conversion price of $3.88 per share into common stock. Monaco holds a 19.99% beneficial ownership limit on conversion. The preferred stock has liquidation preference and limited voting rights (majority holder vote required for adverse changes).

10% owner BERTARELLI ERNESTO (MAIR) bought 8.8M shares (~$219.0M) on the open market (16% of holdings). Open-market insider purchase — historically a bullish signal.

Sow Good Inc. (via subsidiary SOWG Tanzania Inc.) will subscribe for 9,997 shares in Uranex Tanzania Limited and 333,334 shares in Magnis Technologies (Tanzania) Limited at a total subscription price of TZS 343,331,000 (approx. USD 170k), acquiring 99.97% ownership of each entity. Ryzon Materials and Uranex ESIP retain 0.03% as bare nominees for Sow Good. The transaction includes Sow Good issuing 10,321,528 consideration shares (subject to debt/tax adjustments), 3,341,501 broker payoff shares, 6,385,980 lender payoff shares, and 222,767 CVRs to Ryzon. Maximum total shares issuable capped at 22,276,676. Existing intercompany debt (~AUD 81.9M) is novated to Sow Good. Completion contingent on 14 conditions including Mining Commission approval, encumbrance releases, and majority stockholder consent.

On August 21, 2026, Gabrielle Philipson contributed 153,188 shares of Reliance Global Group, Inc. (Nasdaq: EZRA) to GNK Holdings LLC as a capital contribution (no cash paid). Nachum Klugman and Philipson are 50/50 members of GNK and will jointly control voting and disposition of the shares. Shares remain in a margin brokerage account under Philipson's name pending administrative transfer; they are pledged as collateral for any margin debt in that account.

Black Spade Acquisition III Co (BIII, ~$176M assets) agreed to merge with Astrum Space Inc and subsidiary Astrum Networks Pte. Ltd. via business combination dated August 27, 2026. BIII shareholders will receive 100M Listco Shares as merger consideration; Astrum Holding shareholders get up to 25.5M additional performance shares tied to NEAStar-1 satellite milestones (full integration by Feb 2028, shipment by Apr 2029, launch by Jun 2029). Founder committed $168M in funding support. Transaction includes $3.5M sponsor bonus and PIPE financing. Merger effective upon Cayman Islands registration; combined entity to trade on NYSE.

Valion Bio (NASDAQ: VBIO), a $4M market-cap biotech company, implemented a 1-for-25 reverse stock split effective August 31, 2026, to restore compliance with Nasdaq's minimum $1.00 bid price requirement. The company had received a non-compliance notice on March 19, 2026, and had until September 15, 2026, to remedy the deficiency. The reverse split reduces outstanding shares proportionally; fractional shares are rounded up to whole shares with no cash settlements, and all warrant, option, and equity award exercise prices and share counts are adjusted proportionately.

Glucotrack announced a 1-for-15 reverse stock split effective August 31, 2026, reducing outstanding shares from 11,972,157 to approximately 798,144 shares. The split aims to restore Nasdaq compliance (minimum $1.00 bid price requirement); the company must maintain that threshold through November 9, 2026 or face delisting. Stockholder ownership percentages unchanged except for fractional share rounding.

Onfolio Holdings announced August 27, 2026 that it has regained compliance with Nasdaq Listing Rule 5550(a)(2) requiring a minimum $1.00 closing bid price per share. The company executed a reverse split two weeks prior and has maintained a closing bid price at or above $1.00 for the required minimum ten consecutive business days, resolving its prior delisting notice.

On July 17, 2026, Ming-Chia Huang (CEO, director, controlling shareholder) entered into a deed with 20 concert shareholders (3 entities + 17 individuals) who will receive 26,000,000 new ordinary shares as consideration for selling Landvision Inc. shares to MKDWELL. The concert shareholders irrevocably covenant to vote all their shares in lockstep with Huang's directions indefinitely, explicitly to ensure Huang maintains majority voting control and controlling shareholder status.

On August 27, 2026, the U.S. District Court for the District of Nevada dismissed all SEC civil claims against Live Ventures (NASDAQ: LIVE), which began investigation in late 2017 and filed suit in August 2021. The company exits with no judgment, penalty, admission, or findings. CEO Jon Isaac separately resolved individual claims against him via consent judgment with a $175,000 civil penalty, admitting nothing and denying all allegations.

First Financial Corporation (Indiana, ~$584M market cap) will acquire First Illinois Corporation (Illinois bank holding company) in an all-stock transaction at Exchange Ratio of 0.5727 Buyer shares per Company share, with a cash alternative of $44.35/share capped at 727,377 shares. Merger consideration is subject to downward adjustment if Company equity falls below $82.4M at close. Effective August 26, 2026, the deal includes bank merger of Hickory Point Bank into First Financial Bank.

First Financial Corporation (Indiana, $584.2M market cap) is acquiring First Illinois Corporation via all-stock merger with cash option. Exchange ratio: 0.5727 Buyer shares per Company share, or $44.35 cash per share. Company shareholders can elect stock or cash (max 727,377 shares cash; 1,697,213 shares stock). Equity awards: Company RSAs vest, stock options and SARs canceled for cash payments. Merger consideration subject to $82.4M equity floor adjustment. Deal signed August 26, 2026.

Rubrik reported Q2 FY2027 subscription ARR of $1.66B (up 33% YoY) and total revenue of $427.3M (up 38% YoY), exceeding all guided metrics. The company raised full-year FY2027 guidance: subscription ARR to $1,880–$1,885M, total revenue to $1,685–$1,693M, and non-GAAP net income per share to $0.47–$0.53. Operating cash flow margin reached 18% and free cash flow margin 15%, with 3,084 customers at $100K+ ARR (up 23% YoY). Notable developments include acquisition of Strata.io for identity resilience, $500M UK investment, and Rubrik AI product launch.

Titan Acquisition Corp. (public market value ~$278M) announced a proposed all-stock business combination with OpenPayd Holdings Limited, implying a pro forma enterprise value of ~$881.2M. The transaction involves Titan's ~$276M cash held in trust, a $100M PIPE raise (not yet committed), and 100% rollover of existing OpenPayd shareholders. Pro forma structure: 124.5M shares outstanding at $10.00/share, with OpenPayd shareholders receiving 64.3% ownership. OpenPayd reported $73M revenue (FY26A, 57% CAGR), $96M+ ARR, 1,200+ clients, profitable with $13M EBITDA. Deal expected to close by calendar Q4 2026.

IREN signed a multi-year AI Cloud contract with a leading frontier AI lab (counterparty unnamed). The company has $4 billion in contracted annualized run-rate (ARR) revenue for 2026 capacity and $1 billion operating ARR as of August 26, 2026. Recent 3-year contracts are priced at ~$20M per MW (IT), with active discussions at ~$25M per MW. FY26 AI Cloud Services revenue grew ~8x to $128.8M (vs. FY25: $16.4M); however, net loss was $(702.6)M, including $(638.8)M in non-cash impairments from Bitcoin mining hardware decommissioning. The company raised $4.7B in equity and $6.3B in convertible notes during FY26, with $2.8B in new GPU financing ($2.4B from Blue Owl/PIMCO at 9.0% fixed rate) to fund 90% of Mackenzie capex.

IREN subsidiary IE US Hardware 4 Inc. entered into a non-cancellable, non-returnable purchase agreement with Dell Marketing L.P. dated May 19-20, 2026, to procure GPU server products (B200 units) across three data center buildings with phased delivery objectives through 2026. Concurrently, IREN subsidiary IE US Hardware 3 LLC obtained a $1.545B Delayed Draw Loan Commitment from a syndicate (Goldman Sachs, JPMorgan as lead arrangers; CSC Delaware Trust Company as administrative agent) dated May 29, 2026, to fund the Dell acquisition and project expenses at Term SOFR + 2.25%-2.5% margin depending on credit ratings.

On August 24, 2026, Ashford Hospitality Trust sold the 150-room Embassy Suites Dulles Airport (Herndon, Virginia) for $22.3 million in net cash proceeds after selling expenses. The company simultaneously repaid approximately $20.6 million to the mortgage lender who held a loan secured by 13 hotels including this property. Pro forma financials reflect removal of this asset, which contributed $7.5 million in annual revenue (2025) and generated a preliminary non-recurring gain of approximately $17.4 million.

Southland Holdings, LLC and American Bridge Group settled indemnification claims with Liberty Mutual Insurance Company, Zurich American Insurance Company, and Fidelity & Deposit Company of Maryland arising from a $36.4M judgment in the Washington State Convention Center litigation. Southland agreed to pay Liberty $5.0M by September 30, 2026, in full settlement of Liberty's existing losses; Zurich's settlement amount was not specified in this excerpt. The settlement reaffirms all prior indemnity obligations and does not release obligations for future losses.

Alto Neuroscience promoted CFO Nicholas C. Smith to President and CFO effective August 26, 2026. Smith receives a $6M retention payment in two equal $3M installments (first within 10 days, second on one-year anniversary), contingent on continuous employment through August 26, 2028. If Smith resigns or is terminated for Cause before the retention date, he must repay all amounts received; if terminated without Cause or due to death/disability, remaining payments are owed.

Solstice Advanced Materials and Element Solutions mutually terminated their merger agreement effective August 27, 2026, with no fees payable by either party. Solstice's board simultaneously authorized a $500 million share repurchase program and reaffirmed 2026 guidance (net sales $4,125–$4,185M; adjusted EBITDA $1,035–$1,055M; adjusted diluted EPS $2.75–$2.95).

Healthy Choice Wellness Corp. (market cap ~$11.4M) executed a 1-for-35 reverse stock split effective August 28, 2026, reducing outstanding shares proportionally. The split was approved by stockholders on August 27, 2026 and is intended to satisfy NYSE American's $4.00 minimum share price requirement for continued listing post-merger with Host Digital Infrastructure LLC, expected to close in Q3 2026. Concurrently, stockholders approved an increase in authorized shares to 2,000,000,000.

Bellevue Capital Partners, LLC purchased 24,000 shares of American Strategic Investment Co. Class A Common Stock in open market transactions between June 25 and August 27, 2026. Total purchases: 1,000 shares at $8.39 (6/25), 5,000 at $9.27 (6/29), 8,000 at $9.53 (6/30), 5,000 at $6.81 (8/26), and 5,000 at $6.68 (8/27), representing cumulative investment of approximately $219,480. Share price declined ~20% from late June ($9.53) to late August ($6.68).

Element Solutions Inc and Solstice Advanced Materials mutually terminated their merger agreement, effective August 27, 2026. The merger was originally announced July 6, 2026. Under the termination agreement, neither party owes the other any termination payments, filing fees remain with Solstice, and a broad mutual release of claims was executed. Management cited shareholder feedback preferring Element Solutions remain standalone.

On August 24, 2026, Greenwave exchanged $8,000,000 in debt owed to DWM Properties LLC and related Meeks affiliates for 2,152,853 common shares. The debt comprised $5.39M principal on a promissory note (issued December 2024 for a $15M real estate purchase) plus $2.61M in other related-party amounts. The exchange price implied ~$3.72/share, determined by Nasdaq Rule 5635(d) minimum pricing. CEO Danny Meeks and his entities are counterparties. The transaction closed August 24, 2026 under securities law exemptions 3(a)(9) and 4(a)(2).

Best Buy reported Q2 FY27 (ended August 1, 2026) enterprise revenue of $9.779B (+3.6% YoY) with comparable sales growth of 4.1% (vs. 1.6% prior year). Adjusted diluted EPS rose 15% to $1.47; GAAP diluted EPS jumped 70% to $1.48. The company raised full-year FY27 guidance: comparable sales to 1.9%–3.0% (from (1.0%)–1.0%), adjusted diluted EPS to $6.70–$6.90 (from $6.30–$6.60), and revenue to $42.3B–$42.8B (from $41.2B–$42.1B). CEO Corie Barry departs; Jason Bonfig becomes CEO effective November 1, 2026.

HSI raised $647M in equity capital at average $8.70/share and deployed $773M to accumulate 29.3M HYPE tokens (up from 12.5M at completion). Company holds $149.9M cash, zero debt, and reports $305.5M net income for FY2026 (largely unrealized HYPE gains of $709.9M offset by one-time losses). Treasury value of $1.9B represents 92.4% of total assets ($2.06B), with 29.28M HYPE tokens valued at $65.04/token as of June 30, 2026.

Director PERCEPTIVE ADVISORS LLC (IMTX) bought 863K shares (~$7.5M) on the open market (7.1% of holdings). Open-market insider purchase — historically a bullish signal.

LifeVantage reported fiscal year 2026 revenue of $182.6 million, a 20.1% decline from $228.5 million in FY2025. Net income fell to $5.1 million ($0.40 per diluted share) from $9.8 million ($0.75 per share). Active accounts fell 21.2% to 104,000 from 132,000. The company acquired LoveBiome in October 2025 but faced steep declines in MindBody GLP-1 System sales (with $2.5M inventory obsolescence charge), reduced order volumes, and lower average order sizes. New CEO Terrence Moorehead (recently appointed) declined to issue FY2027 guidance pending strategic review. Cash position weakened to $14.9M from $20.2M; company is debt-free with $58.5M remaining in a $60M share repurchase authorization.

Ulta Beauty reported Q2 FY2026 net sales of $3.036B (+8.9% YoY) with comparable sales growth of 3.8%. Diluted EPS increased 13.3% to $6.55. The company raised full-year FY2026 guidance: net sales growth to 6.7%–7.2% (from 6%–7%), comparable sales to 3.2%–3.7% (from 2.5%–3.5%), operating income growth to 8.3%–9.3% (from 6.5%–9%), and diluted EPS to $28.70–$29.00 (from $28.36–$28.80). Share repurchase authorization increased by $300M to $1.8B for FY2026; 1.4M shares repurchased in first six months for $791.1M.

Diodes Incorporated completed an all-cash acquisition of ElevATE Semiconductor, Inc. for $250 million on August 27, 2026. ElevATE is a fabless semiconductor company specializing in analog and mixed-signal ICs for the Automated Test Equipment (ATE) market, based in San Diego. The acquisition is expected to contribute approximately $50 million in revenue in the first twelve months and be immediately accretive to revenue, gross margin, and EPS.

Director Gundlach Andrew (WELL) bought 10K shares (~$2.4M) on the open market (25% of holdings). Open-market insider purchase — historically a bullish signal.

Roivant announced FDA approval of LISRAYA (brepocitinib) 30 mg on August 27, 2026, for treating adults with dermatomyositis—a rare autoimmune disease. In the Phase 3 VALOR trial (largest DM trial ever), 55% of LISRAYA patients achieved moderate or better improvement with minimal/no steroid use by week 52 versus 30% on placebo; among patients on ≥7.5 mg/day prednisone equivalent at baseline, 62% tapered to minimal/no steroid use versus 38% on placebo. LISRAYA is available immediately in the U.S. through specialty pharmacies; eligible patients may access it for $0/month through the My Compass Support program.

CEO & PRESIDENT THOMPSON SCOTT L (SGI) bought 30K shares (~$1.9M) on the open market (0.7% of holdings). Open-market insider purchase — historically a bullish signal.

10% owner SCHORSCH NICHOLAS S (NYC) bought 171K shares (~$1.2M) on the open market (18% of holdings). Open-market insider purchase — historically a bullish signal.

Nova Minerals received and shipped ~500 tons of processing/refining equipment (40+ containers) from Seattle to Port MacKenzie, Alaska on August 26, 2026, expected arrival early September. The equipment, acquired from a decommissioned North American facility, supports the company's US$43.4 million Department of War Defense Production Act Title III award to establish domestic antimony production, targeted for 2027. This repurposing strategy aims to reduce costs and accelerate timeline versus building new facilities.

Kevin Yeaman, CEO for nearly two decades, is retiring effective immediately and transitioning to an advisor role. Marc Whitten, a seasoned technology executive from Meta, Cruise, Unity, Amazon, Sonos, and Microsoft (with experience building Alexa, Kindle, Fire TV, Xbox), is appointed President, CEO, and Board Director. The Board conducted a planned, long-term succession process; no financial terms, separation payments, or transition timeline details are disclosed.

Q2 FY27 (ended July 31, 2026): Revenue $292M (+21% YoY, beat guidance); ARR $1,218M (+22% YoY); net new ARR $56M (record, +4% YoY); non-GAAP operating margin 10.5% (up 830 bps YoY); non-GAAP EPS $0.08 (vs $0.04 YoY). Company raised FY27 revenue guidance to $1,202–1,207B and operating income guidance to $124–128M. Cash position $813M. Customers with $100K+ ARR grew 13% to 1,715; 50%+ of ARR now from non-Endpoint solutions.

ChronoScale announced a partnership with Microsoft to deploy 50 MW of AI compute capacity in North America, featuring NVIDIA GB300 NVL72 systems and liquid-cooling infrastructure. The filing contains no financial terms, equity stakes, capital commitments, revenue guarantees, timelines, or quantified obligations from either party. This is a strategic announcement of planned infrastructure deployment with no concrete contractual details disclosed.

On August 25-27, 2026, DGB Investment exercised call options for 275,000 shares (150,000 @ $20.7561 and 125,000 @ $20.1526), while Jennifer M. Harrison purchased 25,000 shares @ $23.6961 in open market. The group—led by Douglas Bergeron (DGB Investment), four nominees, and Harrison—amended their August 5 group agreement to coordinate activities for board representation at the 2026 annual meeting. DGB Investment gains pre-approval rights over nominee transactions and expense control; all SEC filings require DGB approval.