Most material SEC filings — September 1, 2026

CID Holdco (Dot Ai, Nasdaq: DAIC) received a third delisting notice on August 27, 2026 for failing to file its Form 10-Q for Q2 2026 (the Delinquent Filing). This adds to prior August 2026 determinations citing failure to meet minimum Market Value of Listed Securities ($50M requirement; company is $7.2M) and minimum market value of publicly held shares ($15M requirement). The company has requested a hearing before the Nasdaq Hearings Panel and paid a $20,000 fee; it must request an extended stay by September 3, 2026 or face suspension. No assurance is provided that the panel will grant the stay, that the company can complete the filing, or that delisting can be averted.

BioXcel Therapeutics filed an 8-K on 2026-09-01 disclosing Item 2.03 (creation of direct financial obligation) and Item 3.01 (delisting notice or listing standards failure). No specific dollar amounts, counterparties, dates, or terms are disclosed in the header metadata. The filing indicates potential exchange delisting and a new financial obligation, but concrete details are absent from available text.

CDT Equity Inc. hired James Bligh as Chief Executive Officer effective August 31, 2026, under an employment agreement providing $600,000 annual base salary, up to 50% target bonus, board service, and 12-month notice termination provisions. The company is micro-cap (~$55K market value), making this CEO compensation package extraordinarily large relative to company size—annual salary alone is ~1,090× the company's market value, an unprecedented ratio suggesting either a deeply distressed/shell entity or a data anomaly.

Kustom Entertainment (NASDAQ: KSTM, ~$4.1M market cap) agreed to acquire 100% of TFL, LLC (a Kansas LLC operating a secondary ticket marketplace) from five sellers (trusts and individuals) for $89.6M cash plus $22.4M in restricted common stock (total $112M), plus contingent Holdback Shares worth up to $11.2M based on 2027 EBITDA performance (Target: $20.87M). Deal expected to close by October 15, 2026, pending financing (public offering), stockholder approval, and standard conditions. Section 338(h)(10) election treats purchase as asset sale for tax purposes.

GoPro entered into a definitive merger agreement with privately held Starman Optical, Inc. GoPro shareholders will receive an aggregate cash payment of $285 million ($1.14 per share) and maintain ~10% ownership of the combined company; GoPro's ~$92 million debt will be repaid in full at closing. The transaction positions GoPro to enter optical transceiver and AI data center markets while remaining publicly listed; expected to close by year-end 2026 subject to regulatory approval and stockholder vote.

Barinthus Biotherapeutics plc. (market cap ~$13.7M) filed an 8-K on 2026-09-01 reporting Item 3.01 — Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. The filing provides no specific details regarding which exchange, which listing rule was violated, timeline, or remediation steps. Item 8.01 (Other Events) is also referenced but no substantive disclosure is provided in the abstract.

authID Inc. filed Form 8-K on 2026-09-01 reporting Item 3.01: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard, with a transfer of listing mentioned. No specific dollar amounts, counterparties, dates of non-compliance, or remediation details are provided in the filing header or document metadata.

XTI Aerospace (market cap $29.2M) received a Nasdaq deficiency notice on August 26, 2026 for failure to timely file its Q2 2026 Form 10-Q. The delay stems from an internal review of the former CEO who resigned August 17, 2026, and related corporate governance matters. Nasdaq granted until October 26, 2026 to submit a compliance plan, with potential 180-day extension to February 22, 2027; filing no Form 10-Q within that window risks suspension or delisting.

On August 27, 2026, U.S. GoldMining Inc. received notice of failure to satisfy continued listing standards. The 8-K filing (Item 3.01) indicates delisting risk or transfer of listing requirements. No specific dollar amounts, remediation timeline, or detailed causes are disclosed in the available filing text.

On August 31, 2026, 3i LP closed a $7.74M investment in Valion Bio: $100K in Series B Preferred Shares (100 shares) with warrants for 3,077 common shares at $3.62/share; and $7.637M in Series C Preferred Shares (7,637 shares) with warrants for 1,053,969 common shares at $3.62/share. Of this amount, $6.137M satisfied overdue cash true-up obligations, $100K covered legal fees, and $1.5M was paid to the company. Separately, Lisa Wolf was promoted from CFO to President and COO (retaining CFO duties) following Michael K. Handley's departure as CEO; board directors Jared Malbin and Thomas Jensen were appointed.

Fervo Energy and Google signed a 396 MW power purchase agreement for the Cape Station enhanced geothermal project in Utah, expected online in 2028. Google has an option to expand offtake by ~600 MW (total ~1 GW) by June 2030. This builds on their 115 MW Nevada PPA signed June 2024 and Fervo's Project Red pilot that came online in 2023.

On September 1, 2026, the Nasdaq Hearings Panel granted Snail, Inc. conditional continuation of its Class A Common Stock listing on Nasdaq Capital Market (ticker: SNAL), contingent on the company achieving minimum stockholders' equity of $2,500,000 within a prescribed time period per Listing Rule 5550(b). The company must file public disclosure describing transactions to achieve and maintain compliance, and notify Nasdaq of any significant events. Failure to meet these conditions will result in delisting.

Dell reported Q2 FY27 record revenue of $47.0B (+58% YoY) and diluted EPS of $6.34 (+273% YoY), driven primarily by AI-Optimized Servers revenue of $16.4B (+100%) with a record $95B backlog. The company raised full-year FY27 revenue guidance from $167.0B to $192.0B (+$25B increase, +69% YoY), and EPS guidance from $17.31 to $24.37 GAAP (+181% YoY). ISG segment revenue reached $31.8B (+89%), with operating income of $4.8B (+225%); CSG revenue was $15.0B (+20%). Dell returned a record $4.3B to shareholders via buybacks and dividends.

Red Robin completed refranchising of 108 company-owned restaurants to three operators—Op Burgers (69 units for $62.5M, 61 closed), Kuber (17 units for $10M), and Evergreen Dining (30 units for $23.5M)—with 8 additional Op Burgers restaurants expected to close by fiscal year-end for $6.6M. Gross proceeds of $89.4M received to date; total $96M expected. Company intends to use net proceeds to pay down debt and refinance.

10% owner CASCADE INVESTMENT, L.L.C. (RSG) bought 552K shares (~$122.4M) on the open market (0.5% of holdings). Open-market insider purchase — historically a bullish signal.

XCF Global (market cap ~$95.5M) is acquiring Southern Energy (asset acquisition, no goodwill) and DevvStream (business combination) in a stock-for-stock transaction. XCF shareholders will own 66.67% post-close; Southern Energy owners receive ~23.33% (144.1M shares at $0.45/share = ~$64.8M consideration); DevvStream owners receive ~10% (61.8M shares at $0.45/share = ~$27.8M consideration). Post-combination company will have 617.5M shares outstanding, $524.8M in pro forma assets, and $401.4M in liabilities as of June 30, 2026.

On August 26, 2026, Nasdaq notified IP Strategy Holdings (IPST, ~$5.1M market cap) that it violated Listing Rule 5250(c)(1) by failing to timely file its Q2 2026 Form 10-Q (due date June 30, 2026). The company has 60 calendar days (until October 26, 2026) to submit a compliance plan to Nasdaq; if accepted, it receives up to 180 days total (until February 22, 2027) to file the report. Failure to regain compliance will trigger delisting from Nasdaq. The company states it is working to file the 10-Q in September 2026.

Sullivan & Worcester provides legal opinion validating Cyabra's issuance of 21,645,176 common shares for resale, comprising: 1,175,090 PIPE shares, 8,862,434 shares from pre-funded warrant exercise, 1,175,090 Series A warrant shares, 1,175,090 Series B warrant shares, and 9,257,472 conversion shares from Series A/B preferred stock. All securities dated July 9, 2026; opinion rendered September 1, 2026.

Director Sousa Mauad Bruno (AUGO) bought 283K shares (~$24.4M) on the open market (2.0% of holdings). Open-market insider purchase — historically a bullish signal.

Quantumsphere Acquisition Corp terminated its Agreement and Plan of Merger with SACH Pte. Ltd. (dated October 3, 2025) on September 1, 2026, after SACH failed to cure defaults within the 30-day cure period following a July 14, 2026 notice of default. No merger consideration, deal value, or specific default details are disclosed. The company reserved all rights to pursue damages and legal remedies, and stated it will continue seeking alternative business combination targets.

AEye announced September 1, 2026 that Lunar Outpost selected its Apollo lidar for integration onto the Pegasus Lunar Terrain Vehicle for NASA's Artemis lunar missions. The contract is described as "multi-million-dollar" but no specific dollar amount, payment schedule, or unit volume is disclosed. This marks AEye's entry into space mobility, expanding beyond automotive, defense, and industrial markets.

Following FDA End-of-Phase 2 meetings, Upstream Bio announced pivotal Phase 3 development plans for verekitug: two placebo-controlled trials (one per indication) enrolling ~1,500 patients total, dosing 400mg subcutaneously every 12 weeks, with initiation planned Q1 2027. Primary endpoints are annualized asthma exacerbation rates (48 weeks) for asthma and nasal polyp/congestion scores (48 weeks) for CRSwNP. Company expects potential BLA submission and launch as early as 2030 pending positive results.

Invivyd appointed Marc W. Elia, current Chairman since June 2022, as Chief Executive Officer effective August 30, 2026. Elia receives $750,000 annual base salary, 70% target bonus ($525,000), $500,000 sign-on bonus, and a grant of 10,700,000 stock options at fair market value with 4-year vesting (25% year 1, remaining 75% monthly over years 2–4). Employment is at-will but includes severance protections: 12 months base plus target bonus if terminated without cause; 18 months base plus target bonus if terminated without cause during a change-of-control period. Change-in-control bonus up to 1.5% of equity value (if deal ≥$20B) also included. Ajay Royan (Mithril Capital founder) became Lead Independent Director; Ian Sheffield joined the board.

Indaptus Therapeutics amended its at-the-market (ATM) offering agreement with H.C. Wainwright Co., LLC on August 28, 2026, replacing the June 1, 2022 agreement. The new agreement increases the maximum aggregate offering price from prior limits to $100,000,000 of common stock ($0.01 par value). H.C. Wainwright acts as sales agent with a 3.0% broker fee on sales and can also purchase shares as principal under separate Terms Agreements. The registration statement (Form S-3, File 333-289573) was filed August 13, 2025 and declared effective August 20, 2025. Prospectus supplement filed August 31, 2026.

CEO Larry Firestone reports 22nd Century Group expanded from ~2,000 to projected ~5,000 retail outlets by end-2026, with VLN cigarette same-store sales growing ~10% monthly in non-promotion periods. Active trial cases exceed 5,000 and grow monthly. Company targeting improved gross margins through branded product mix shift and launching Pinnacle Pure, expanding into California, metro New York, and northern New Jersey, plus direct-to-consumer delivery platform in Q4 2026.

Banner Corporation completed its acquisition of Pacific Financial Corporation (Bank of the Pacific) effective September 1, 2026. Pacific Financial had $1.26B in assets and 15 branches in Washington and Oregon; Banner paid 0.2633 shares of Banner stock per Pacific Financial share, resulting in Pacific Financial shareholders owning ~7% of the combined entity. Combined pro forma assets are approximately $18B; systems integration is planned for November 2026.

Comstock Resources announced a letter of intent with Azerbaijan's State Oil Company (SOCAR) to sell a 20% non-operated interest in Legacy Haynesville assets, 15% (stepping down to 7.5% post-15% ROI) of Western Haynesville, and 15% of Pinnacle Gas Services midstream subsidiary for $1.65 billion cash. Pro forma net debt reduces from $3.1B to $1.5B. Separately, majority stockholder Jerry Jones' family partnership will fund 85-80% of drilling costs ($450M) for 27 wells over 12 months, with 50% reversion to Comstock after 15% ROI. Definitive agreement targeted by October 31, 2026; closing targeted year-end 2026.

On August 26, 2026, Borealis Foods (market cap $31.1M) received a deficiency notice from NASDAQ for failing to timely file its Q2 2026 Form 10-Q (due date June 2026). The delay was caused by accounting review of a previously disclosed Conversion Agreement pending shareholder approval. NASDAQ has granted until October 26, 2026 to submit a compliance plan; if accepted, the company has until February 16, 2027 to file the 10-Q. Trading and listing status remain unaffected currently.

AAOI signed two lease agreements dated August 31, 2026 with Hightower Phase II Owner, LLC for Buildings 4 and 5 at Hightower Business Park in Houston, Texas. Building 4: 356,186 rentable sq ft, $3.8M security deposit, rent starting at $0.62/sq ft ($220,835/month) escalating to $0.86/sq ft by year 10. Building 5: 737,621 rentable sq ft, $7.5M security deposit, rent starting at $0.62/sq ft ($457,325/month) escalating to $0.86/sq ft by year 10. Both are 120-month net leases with 16-month build-to-suit construction timelines. Total combined rentable space: ~1.09M sq ft; combined initial monthly rent: ~$678K; combined security deposits: $11.3M.

United Community Banks completed the sale of its Navitas equipment finance business (Navitas Credit Corp. and NLFC Reinsurance Corp.) to funds managed by Wafra Inc. for approximately $2.0 billion in cash on September 1, 2026. The transaction represents a 7% premium to par value of Navitas' loan portfolio. The sale enables United to refocus on its core Southeastern relationship banking business, enhance liquidity and capital, and simplify operations.

Royale Energy, Inc. (market cap ~$1.5M) completed previously delinquent SEC filings and is now current with reporting obligations. Trading of common stock has resumed on OTC Pink markets. The company has initiated application for OTCQB quotation and continues a previously announced Strategic Review with financial advisor Roth Capital Partners, with no set timeline or specific transaction terms disclosed.

Hyperliquid Strategies Inc amended its ChEF Purchase Agreement with Chardan Capital Markets LLC (dated October 22, 2025) effective September 1, 2026. The amendment raises the Total Commitment ceiling to $2.5 billion in aggregate gross purchase price of newly issued common stock shares. The Exchange Cap is set at 42,641,847 shares (19.99% of outstanding shares pre-amendment) at prices below $12.02/share, subject to stockholder approval for issuance beyond this cap. Amendment costs of up to $15,000 are reimbursed by the Company.

Intelligent Bio Solutions completed a multi-site clinical study of its Intelligent Fingerprinting Drug Screening System across three U.S. sites, achieving 98.2% overall accuracy, 94.6% sensitivity, and 100% specificity for detecting codeine. This represents material improvement from the prior November 2024 study (94% accuracy, 82% sensitivity). The company accelerated its FDA 510(k) submission timeline and now plans to file in September 2026, with no dollar amounts, counterparties, or share counts disclosed in this announcement.

Effective September 1, 2026, Chan Heng Fai (age 81), Chairman and CEO since formation and 2021 Nasdaq listing, steps down but remains a director. Mr. Liu Ming Hui (63), founder/Chairman of China Gas Holdings since 2002, becomes Executive Chairman; Dr. Liu Ming Xing (53), China Gas Chief Economist and executive director, becomes CEO. No severance amounts, equity grants, or financial terms disclosed.

Idaho Copper completed uplisting to NYSE American (ticker: COPR) on July 2, 2026, and concurrently finished an underwritten public offering raising approximately $18.0 million in gross proceeds. The company appointed five independent board members, named Bruce Harmon as CFO and Robert Scannell as Executive Chairman, and has ~$12.1 million in cash on hand. The company is advancing an updated Preliminary Economic Assessment for its CuMo copper-molybdenum project, expected for near-term release.

McEwen Inc.'s 46.3%-owned subsidiary McEwen Copper closed a $240 million 4-year senior secured term loan with 12% annual interest. Lenders include Sprott Natural Resource Investment Partners ($112M), Chairman Rob McEwen ($85M), and others ($43M). Proceeds fund engineering and early works for the Los Azules copper project in Argentina, with final investment decision expected mid-2027 and commercial production targeted for 2030.

Albany International completed its strategic review of its Amelia Earhart Drive facility in Salt Lake City and decided to retain it rather than divest. The company secured an amended contract with Sikorsky (Lockheed Martin) on the CH-53K helicopter program with improved financials that will generate positive cash flow beginning in 2027, reversed a previously projected reach-forward loss, and secured a Boeing 787 contract extension plus new defense contracts. Q3 2026 Adjusted EPS guidance increased significantly from $0.60–$0.70 to $1.40–$1.50; Q4 2026 Adjusted EPS guidance set at $0.65–$0.75, with consolidated revenue guidance unchanged at $320–$330M (Q3) and $325–$335M (Q4).

Korn Ferry completed its acquisition of AMS (UK-based talent consulting firm) from OMERS Private Equity on September 1, 2026. At closing, Korn Ferry paid approximately €473 million and $326 million in cash (total ~$799M for consideration, debt repayment, and transaction costs) and issued 3,118,628 shares of common stock to sellers. The combined entity has ~17,000 employees across 130+ offices globally.

President and CEO Savi Luca (ITT) bought 5K shares (~$1.0M) on the open market (1.8% of holdings). Open-market insider purchase — historically a bullish signal.

Ryman Hospitality Properties completed acquisition of Grande Lakes Orlando Resort (1,592 total rooms, 320,000 sq ft meeting space) from Trinity Investments for ~$1.38 billion on September 1, 2026. Company raised 2026 consolidated Adjusted EBITDA guidance midpoint by $32.5M (from $894.0M to $926.5M) and Adjusted FFO midpoint by $17.0M (from $604.5M to $621.5M), with Grande Lakes Orlando contributing $12.5M operating income and $32.5M Adjusted EBITDA midpoint guidance for remainder of 2026. Diluted share count increased ~2.3M shares (from 68.4M to 70.7M) reflecting August 12, 2026 equity issuance of ~5.9M shares.

10% owner MALONE JOHN C (LILA) bought 121K shares (~$1.0M) on the open market (28% of holdings). Open-market insider purchase — historically a bullish signal.

Enovis entered into a binding offer to acquire eCential Robotics for approximately $176M in cash to shareholders at closing, plus up to $35M in contingent consideration based on milestone achievement. The deal expands Enovis's ASTRA enabling technology platform with robotic surgery capabilities and creates a robotics center of excellence in Grenoble, France. Expected to close by year-end 2026; company expects 100 basis points of adjusted EBITDA margin headwind in 2027 but returns to year-over-year improvement in 2028.

MIRA Pharmaceuticals reported positive 7-day dose-range finding toxicology and toxicokinetic studies in rats and dogs for MIRA-55, an investigational oral non-opioid inflammatory pain candidate. Results characterized tolerability and systemic exposure across species and will inform dose selection for subsequent GLP-compliant studies. The company targets IND submission to FDA in Q1 2027, pending completion of remaining IND-enabling work.

Sprouts announced a planned leadership transition effective January 4, 2027: Nick Konat, current president and COO (joined March 2022), will become CEO and board member; Jack Sinclair, CEO since 2019, transitions to executive chairman. Joe Fortunato becomes lead independent director. No financial terms, equity grants, or severance amounts disclosed in this announcement.

MongoDB reported Q2 FY2027 total revenue of $771.8M (up 30% YoY), with Atlas revenue up 29% and EA & other revenue up 36%. The company achieved GAAP net income of $40.9M ($0.50 diluted EPS) versus a loss of $47.0M ($0.58 loss per share) in Q2 FY2026. Non-GAAP operating margin improved to 24% from 15% YoY. MongoDB raised full-year FY2027 guidance to $2.99B–$3.03B revenue (from prior ~$2.91B implied) and non-GAAP EPS to $6.39–$6.58 (from prior ~$6.21 implied). RPO surged 91% YoY to $1.519B; cRPO up 73% to $797.3M. Free cash flow nearly doubled to $137.6M.

American Healthcare REIT closed acquisition of six communities from Kensington Senior Living for approximately $572 million (464 units), part of an eight-community, 745-unit portfolio with $873 million total contract price. The remaining two communities are under definitive agreement pending closing conditions expected in Q4 2026. Year-to-date AHR investments now exceed $2 billion, with an awarded pipeline of over $675 million. Kensington will continue operating all communities post-closing.

First Breach installed new ammunition-loading and inspection equipment at its Hagerstown, Maryland facility, operational as of September 1, 2026. The equipment increases monthly production capacity to 20 million rounds (a 175% capacity increase) and supports transition to 24-hour production schedule. No specific capital expenditure amount is disclosed in the filing.

FingerMotion (market cap ~$72.8M) issued an $5M senior secured convertible note to Alto Opportunity Master Fund, SPC on August 12, 2026, with $700K original issue discount. At closing, the company received $1.3M immediately, with $3M held in escrow pending milestones. The note converts at $0.35/share initially or 90% of 7-day VWAP (floored at 20% of Nasdaq minimum); conversion could yield up to 25.5M shares (150% of max). Separately, new CEO Jolie Kahn (appointed August 4) announced strategic shift toward behind-the-meter AI data center operations in North America via partnership with BlueFlare Energy, alongside existing China telecom business. Company acquired 9.9% stake in Lyken AI Computing for 1.67M restricted shares on August 17.