Most material SEC filings — September 8, 2026

NMP Acquisition Corp. (SPAC; ~$119.5M assets) entered into a Business Combination Agreement dated September 4, 2026, to merge with Gibson Technical Services, Inc. via Pubco (GTS Holdings, Inc.). The Seller (Streeterville Capital, LLC) will receive merger consideration consisting of newly issued Pubco securities valued at Enterprise Value minus Retained Seller Debt: Class A Common Stock, Class B Common Stock, and 75,000 shares of Preferred Stock (valued at $75M aggregate). SPAC shareholders will receive Pubco Class A Common Stock on a 1:1 basis (except dissenting/redeeming shares). Post-Closing, Pubco will be publicly traded on NASDAQ with a 5-member board (1 SPAC-designated, 4 Company-designated directors).

Aterian filed an 8-K on 2026-09-02 disclosing Item 3.01 (Notice of Delisting or Failure to Satisfy Continued Listing Rule) and Item 5.02 (Departure of Directors/Officers; Compensatory Arrangements). The filing does not provide specific details on delisting grounds, counterparties, dollar amounts, share counts, or officer names/terms—only that these events occurred. The specific changes to leadership and compensation arrangements are not disclosed in the accessible filing text.

ZCSH launched on NYSE Arca on August 25, 2026, and grew AUM to over $500M within two weeks. DCG International Investments Ltd. (an affiliate of sponsor Grayscale) acquired ~$100M in ZCSH shares by contributing 85,705.33 ZEC tokens through an Authorized Participant; organic inflows totaled ~$70M. Options trading on ZCSH launched the same day as this announcement (September 8, 2026).

Suniva (merging with SUNation via reverse merger announced June 2026) completed an $835 million financing comprising debt from Goldman Sachs Alternatives, I Squared Capital, and JBA Asset Management, plus equity from Electron Capital Partners, Orion Infrastructure Capital, and Rubric Capital Management. Funds will build a 4.5 GW solar cell manufacturing facility in Laurens County, South Carolina (expected online late 2027), expanding total capacity from 1 GW to 5.5 GW. The ~$600 million project is expected to create 564 jobs.

Estrella Immunopharma received a notice of failure to satisfy continued listing rules or standards, triggering Item 3.01 disclosure of potential delisting or listing transfer. No specific non-compliance detail, remediation plan, or timeline is provided in this filing stub. The notice represents a critical regulatory/compliance event for the company.

CDT Equity Inc. (public market value ~$55K) filed Form S-1 to register 16,825,644 shares for resale by selling stockholders. Shares consist primarily of: 12,131,122 shares issued to Sarborg Limited shareholders (July 30, 2026); 3,523,125 conversion shares under $3,078,270 in senior secured convertible notes to J.J. Astor Co. (June–August 2026); 365,750 warrant shares to J.J. Astor Co.; and smaller grants to service providers and consultants. The registration enables delayed/continuous resale but does not itself represent new capital raised—it permits existing holders to liquidate.

NaaS Technology Inc. issued 24.024 billion Class A Ordinary Shares at $0.001041/share ($3.33/ADS) and warrants to purchase 22.880 billion shares at $0.001093/share ($3.4965/ADS) to six counterparties: Newlink Envision Limited ($12M), Wealth Joy Advisory Company Limited ($2M), TOPAS MANAGEMENT UK LTD ($2.3M), ESSENCE LEAD LIMITED ($3M), Mellish Island Corp ($3.7M), and Timeswell LLC ($2M), all dated August 28, 2026, closing within three business days. Warrants are exercisable through August 31, 2031.

Evolution Metals Technologies Corp. filed a Form S-1 on September 8, 2026, to register resale of 7,500,000 common shares issuable upon conversion of convertible debentures issued to YA II PN, Ltd. pursuant to a Securities Purchase Agreement dated May 7, 2026. The filing includes legal opinions on share validity and auditor consents; multiple subsidiaries (Handa Lab, KCM Industry, KMMI Inc., NS World, Evolution Metals LLC) carry going-concern warnings from auditors.

Greenwave Technology Solutions authorized and issued 3,750 shares of Series B Convertible Preferred Stock (Stated Value $1,000/share = $3.75M aggregate) with a conversion price of $5.24/share (adjustable downward). Holders get redemption rights on triggering events at premium prices, anti-dilution protections, and 4.99% beneficial ownership caps. The filing is the Certificate of Designations defining rights; actual purchaser details and closing date appear incomplete in this exhibit.

EFSI agreed to merge with JMSB (via merger subsidiary George Sub) in an all-stock transaction dated September 7, 2026. EFSI shareholders will receive 2.00 shares of JMSB common stock per EFSI share held. As of agreement date, EFSI had ~5.41M shares outstanding and JMSB had ~14.11M shares outstanding. The merger is intended to qualify as a tax-free reorganization under Section 368(a) of the Internal Revenue Code and requires shareholder approval from both companies plus regulatory approvals.

Al Shams Investments Limited, the largest shareholder of Braemar Hotels & Resorts (NYSE: BHR), announced on September 8, 2026, its intention to nominate a majority slate of independent directors to replace the current board, citing governance concerns. Al Shams and Wafic Rida Said collectively beneficially own 6,513,000 shares of common stock and will file a definitive proxy statement with accompanying universal proxy card before the September 14 nomination deadline.

10% owner CASCADE INVESTMENT, L.L.C. (RSG) bought 735K shares (~$164.7M) on the open market (0.6% of holdings). Open-market insider purchase — historically a bullish signal.

Sono Group N.V. (Dutch public company, market cap ~$7.2M) issued 283,500 ordinary shares to nine investors for aggregate subscription of $628,849 at $2.67/share on Aug 31, 2026 (dated). Named purchasers: Chris Kelly ($150K), Kelly Ventures I LP ($100K), Paul Misir ($250K), Demetri Argyropoulos ($30K), Demetri Daphnis ($25K), Internal Market Fund LLC ($57.7K), Reince Priebus ($57.7K), Chris Larsen ($57.7K), Jon Ricketts ($28.8K). Additional call option for 700 preferred shares (~$21M face value) granted to YA II PN Ltd. (Yorkville); 180-day lock-up, drag-along, ROFR, and morals clauses imposed. Registration via Form S-3 (File 333-295804, effective May 14, 2026).

Apnimed completed an upsized IPO on July 31, 2026, raising $220.8M gross proceeds (13.8M shares at $16/share). The FDA accepted the NDA for lead candidate AD109 (proposed name Oxnimbi) for obstructive sleep apnea with a PDUFA target action date of February 28, 2027. The company also secured a $150M senior credit facility from HealthCare Royalty Partners and monetized its Shionogi-Apnimed joint venture for $100M upfront, strengthening cash position to ~$172.8M at Q2 2026 (before IPO proceeds).

SUNation Energy (market cap ~$9.7M) and Suniva amended their June 5, 2026 merger agreement effective September 4, 2026. Key changes: Parent Equity Value reset to $14.7M plus debt conversion and new financing; up to $2.6M of Parent debt to be repaid/converted to stock; warrant treatment split (most cancelled for cash consideration; designated 'Rollover Warrants' converted into Parent warrants); D&O tail insurance capped at $650K annual premium with $500K escrow retention; Parent Target Net Cash range adjusted to $(2.5M)–$(1.5M) depending on equity financing achieved; and Second Lien Lender approval made a non-waivable third-party-beneficiary condition.

10% owner Conifer Management, L.L.C. (GPI) bought 140K shares (~$40.6M) on the open market (9.3% of holdings). Open-market insider purchase — historically a bullish signal.

10% owner GOLDENTREE ASSET MANAGEMENT LP (QVCG) bought 720K shares (~$11.8M) on the open market (7.1% of holdings). Open-market insider purchase — historically a bullish signal.

Director MOROUN MATTHEW T (PAMT) bought 3.3M shares (~$31.2M) on the open market (17% of holdings). Open-market insider purchase — historically a bullish signal.

On July 17, 2026, BOXABL completed a reverse merger with FGMC (blank-check company), with BOXABL stockholders receiving 246.5M common shares and 103.5M preferred shares valued at $10/share for $3.5B total consideration. The combined entity retained the BOXABL name. Material corrections were made to pro forma financials: forward purchase agreement ($31.1M prepayment, $8.6M fair-value loss recognized), prepaid insurance ($3.7M), and transaction costs ($5.9M). BOXABL stockholders own 68.93% of combined company post-close; 3.5M FGMC public shares redeemed for ~$36M.

Fund 1 Investments, LLC sold 2,586,235 shares of Tilly's Class A Common Stock over 3 days (09/03–09/08/2026) at prices ranging from $4.14 to $4.67 per share, totaling approximately $11.8M in proceeds. This represents a complete or substantial exit by the filer from its position in the company.

Greenland Energy (Nasdaq: GLND; $67.6M total assets) announced indicative merger terms to acquire London-listed 80 Mile plc via all-share exchange at 0.01108 Greenland Energy shares per 80 Mile share, valuing 80 Mile at £61.48M (~1.1p per share, 42.86–64.18% premium to recent prices). Pre-conditions include due diligence completion, independent director recommendation, and regulatory approval by 6 October 2026. Greenland Energy has already purchased 246,765,352 80 Mile shares (4.42% stake) at 0.53–0.82p between 25 Aug–3 Sep 2026. The transaction consolidates their existing Jameson Land Basin joint venture and combines 80 Mile's portfolio (copper, nickel, ilmenite, gas) with Greenland Energy's $37.4M cash and capital markets access.

WAFD, Inc. (Nasdaq-listed, ~$2.3B market cap) and EverBank Financial Corp executed a definitive merger agreement dated September 6, 2026. Under the all-stock deal, EverBank shareholders will receive WaFd common stock at an Exchange Ratio calculated by dividing (WaFd Issued Shares plus WaFd-Share Equivalent of EverBank Options Exercise Price) by EverBank Gross Diluted Shares. The Ownership Ratio is fixed at 59.175%/40.825%, establishing WaFd ownership post-merger. As of Sept 4, 2026: EverBank had 20.76M common shares outstanding + 675K preferred shares; WaFd had 74.01M common shares + 300K preferred outstanding. Closing targeted for late 2026 after regulatory approvals.

Cayson Acquisition Corp terminated its Business Combination Agreement with Mango Financial Group Limited effective September 2, 2026. Mango paid Cayson $45,125.36 in transaction expenses, for which Cayson issued a non-interest-bearing promissory note. Critically, $1,525,000 in outstanding promissory notes from Mango to Cayson (dated Sept 2025, Dec 2025, Mar 2026) survive the termination and remain convertible into Cayson securities upon any future business combination.

On September 1, 2026, Legacy Helix Energy Solutions Group, Inc. and Legacy Hornbeck Offshore Services, Inc. completed a merger accounted for as a reverse acquisition, with Legacy Hornbeck as the accounting acquirer. The combined company operates as Hornbeck Offshore Services, Inc. (ticker HOS). Legacy Helix shareholders own ~45% and Legacy Hornbeck shareholders ~55% on fully diluted basis; Legacy Hornbeck common shareholders received 10.27167 shares of combined company per share held. Preliminary purchase price consideration was $1,573.1M ($1,561M in stock consideration plus $12.2M in share-based awards). Pro forma combined six-month H1 2026 revenues were $926.2M with $56.2M net income; full-year 2025 pro forma revenues $1,811M with $164.4M net income.

D-Wave Quantum Inc. executed a definitive Other Transaction Agreement with the U.S. Department of Commerce on September 4, 2026, for up to $100,000,000 in funding under the CHIPS and Science Act to advance superconducting quantum computing R&D. Funding is structured in tranches: $53.5M at Award Date, $9.1M (Tranche 1), $16.7M (Tranche 2), $20.4M (Tranche 3), and up to $287k for closeout. The Department will receive minority, non-controlling equity in exchange. The award spans a 5-year period with milestone-based disbursement and domestic control/production requirements for all IP developed.

Rigetti Co, LLC (subsidiary of Rigetti Computing, Inc., $3.8B market cap) entered into an Other Transaction Agreement with the U.S. Department of Commerce on September 4, 2026, for a $100 million award to fund advanced microelectronics R&D focused on superconducting quantum computing. Funding is structured in tranches: $43.9M immediately upon Award Date, $29.9M upon achieving Tranche 1 milestones, and $26.2M upon achieving Tranche 2 milestones. Rigetti issued 7,739,938 common shares (unredacted number in Exhibit A) to the Department as equity consideration. The agreement runs through September 4, 2031 (5-year period) with significant restrictions on domestic control, foreign entity involvement, and IP rights.

Soluna energized the final 14 MW at Project Kati 1 in Texas on September 8, 2026, completing the 83 MW first phase on schedule and on budget. ERCOT conditionally classified the full 166 MW Kati campus (including planned 83 MW Kati 2) as Base Load, preserving interconnection capacity and bypassing further reliability evaluation. This raises Soluna's total operating capacity to approximately 206 MW.

enGene reported Q3 2026 net loss of $32.5M ($0.47/share) on operating expenses of $34.0M, with cash position of $266.3M as of July 31, 2026. Lead program detalimogene achieved 54% complete response rate in pivotal LEGEND Cohort 1 (125 BCG-unresponsive NMIBC patients); company plans pre-BLA meeting with FDA and BLA submission initiation in Q4 2026. Board chair transition completed (Michael Heffernan succeeded Richard Glickman after 14 years). Surfactant combination cohort safety run-in cleared; preclinical data shows 9-10 fold increase in IL-12 expression.

IonQ acquired SkyWater Technology on July 31, 2026, and raised its full-year 2026 revenue guidance to $450–$460 million, inclusive of SkyWater contributions from acquisition date through December 31, 2026. The guidance reflects elimination of intercompany revenues under their prior commercial agreement. Management emphasized the combined entity's accelerated path to commercial-scale fault-tolerant quantum computing.

Sana Biotechnology disclosed clinical and preclinical progress on two programs: (1) SC451, a hypoimmune stem cell-derived islet cell therapy for type 1 diabetes, targeting IND filing and Phase 1/2 initiation in 2026 with no immunosuppression required; and (2) in vivo CAR-T programs (SG293 in non-Hodgkin lymphoma, SG227 in multiple myeloma) using fusosome technology, with SG293 showing potent CD8+ T cell transduction and B cell depletion in nonhuman primate studies and potential first-in-human data sharing in 1H 2027. The presentation details successful clinical proof-of-concept from UP421 (hypoimmune islet transplant in one T1D patient showing 52-week graft survival without immunosuppression) and nonclinical validation of the fusosome platform.

Spyre announced positive 12-week data from SKYLINE Part A for SPY003 (anti-IL-23), demonstrating a statistically significant 10.0-point reduction in RHI score (p<0.0001), 20% clinical remission, and 30% endoscopic improvement in 44 UC patients, with a well-tolerated safety profile consistent with the IL-23 class. Combined with previously reported positive results for SPY001 and SPY002, all three monotherapy components have now achieved proof-of-concept. Part B, evaluating pairwise combinations of these three agents, is actively enrolling with topline induction data expected in 2027.

ACCG-2671 (oral amylin agonist) showed ~6-day half-life, no serious adverse events, and 3.3% body weight loss in Phase 1/2a SAD trial; 12-week MAD trial initiated with topline data expected 1H 2027. Aleniglipron demonstrated up to 16.2% mean body weight reduction at 72 weeks in ACCESS OLE with <5% discontinuation rate due to adverse events; Phase 3 ACCOMPLISH trials (N=3,600 and N=1,100) ongoing with topline data expected 2H 2028. No financial metrics or deal counterparties disclosed.

Health Catalyst appointed Simeon Kohl as CEO and President (effective September 14, 2026) with a grant of 2,747,385 RSUs vesting 33.33% at one year then 66.67% quarterly thereafter, plus $600,000 base salary and 100% bonus opportunity. Prior CEO Ben Albert transitions to Chief Business Officer at $415,000 base with 60% bonus (prorated for 2026 at higher rates reflecting prior roles). The company established a 2026 Employment Inducement Incentive Plan (2,747,385 share reserve) to facilitate the executive transition.

GRI Bio (market cap ~$1.5M) announced Phase 2a results for GRI-0621, an oral RAR-beta/gamma agonist, in 35 IPF patients (23 active, 12 placebo) over 12 weeks. Key findings: placebo-adjusted FVC change +99 mL overall, +139 mL on background SOC; 39% of treated patients showed FVC increase ≥30 mL vs. 20% placebo; 0% treatment-related serious adverse events vs. 8% placebo; 0% cough (vs. 25% placebo), 17% diarrhea (vs. 33% placebo). Nine mechanistic pillars supported across four independent modalities (RNA-seq, serum biomarkers, flow cytometry, clinical). Study not powered for efficacy; adaptive Phase 2b/3 planned next.

La Rosa Holdings Corp. (NASDAQ: LRHC) approved and filed a Certificate of Amendment on September 3, 2026, implementing a 1-for-6 reverse stock split effective September 8, 2026 at 12:01 a.m. ET. The reverse split reduces outstanding common shares from approximately 3.4 million to approximately 569,000 shares, with 95.65% stockholder approval. The company states this is proactive action to maintain Nasdaq compliance and has not yet received a deficiency notice regarding minimum bid price requirements.

Steve Markel, who led the company for 50+ years, will retire as Chairman and not seek re-election at the 2027 Annual Meeting. Effective September 8, 2026, Tom Gayner (current CEO) becomes Chairman. Simon Wilson and Andrew Crowley are promoted to Co-Presidents (CEOs of Markel Insurance and Markel Ventures respectively). A new Leadership Council is established to coordinate between the Board and senior management.

On September 3, 2026, Elmet Technologies LLC (affiliate of The Elmet Group Co., NASDAQ: ELMT) signed a definitive asset purchase agreement to acquire ams OSRAM GmbH's tungsten and molybdenum metal production operations in Schwabmünchen, Germany. Purchase price structure: €18M negative (paid by seller) plus working capital adjustment, minus €1M restructuring prepayment, plus €2.5M vendor loan; closing expected Q1 2027 subject to regulatory approvals. Elmet assumes ~120 transferred employees post-reduction from 157; OSRAM retains supply relationships via production agreements post-closing.

John Marshall Bancorp, Inc. (JMSB) agreed to merge with Eagle Financial Services, Inc. (EFSI) on September 7, 2026, with EFSI shareholders receiving 2.00 shares of JMSB common stock per EFSI share (the Exchange Ratio). EFSI has 5,411,615 outstanding shares as of the filing date, implying ~10.8M JMSB shares issuable. The deal involves simultaneous bank mergers (Bank of Clarke into John Marshall Bank) and is structured as a tax-free reorganization under Section 368(a) of the Internal Revenue Code, requiring shareholder votes and regulatory approvals (Federal Reserve, FDIC, etc.) before closing no earlier than January 1, 2027.

HCW Biologics entered an exclusive distribution agreement with Akron Biotech to commercialize HCW11-006, a multi-cytokine fusion molecule reagent for CAR-T cell manufacturing. The agreement includes pre-payment commitments for product sales. Preclinical studies show HCW11-006-manufactured CAR-T cells exhibit enhanced anti-tumor activity, improved persistence, and potential for lower production costs versus standard CD3/28/IL-2 methods.

Roivant announced positive Phase 2 PHocus results for mosliciguat in pulmonary hypertension associated with interstitial lung disease (PH-ILD). The drug achieved a 56.3% placebo-adjusted reduction in pulmonary vascular resistance (primary endpoint, p<0.0001), a 35.2-meter improvement in six-minute walk distance (p=0.0027), and a 53.2% reduction in NT-proBNP (p=0.0002), with favorable safety. Phase 3 PHrontier trial (375 patients planned) has been initiated and is enrolling.

QNB Corp. sold $254.4 million in book value of available-for-sale securities (46.8% of portfolio) yielding 1.59%, unwound $162.0 million in pay-fixed swaps, and realized a pre-tax loss of $26.2 million in Q3 2026. Proceeds redeploy to higher-yielding securities (5.45% blended yield) and loan growth. Management expects the loss recovered within 4 years and projects positive impact on future earnings, net interest margin, and tangible ratios.

Meshflow Acquisition Corp (SPAC, ~$352.8M total assets) announced a definitive business combination agreement with HGP Intelligent Energy LLC, dated September 5, 2026. HGP's pre-money equity value is $800M; pro forma enterprise value ~$921M, pro forma equity value ~$1.2B (assuming no redemptions). Transaction provides ~$345M gross proceeds ($60M PIPE + trust account). HGP develops nuclear reactor load-following technology (digital twin software + variable-speed coolant pumps). All HGP equity rolls 100% into combined company; customary lock-ups apply to HGP management, HGP principal equity holders, and Meshflow sponsor.

Franklin Electric Co. Inc. (via FE Force LLC) is acquiring Cat Pumps Corporation, a Minnesota corporation, for a base purchase price of $350 million, subject to working capital and indemnity adjustments. The deal includes performance-based RSU consideration, transaction bonuses of $1.89M for employees, a promissory note to sellers, and real property leases. Closing conditions include HSR clearance and standard regulatory approvals; the transaction is governed by detailed representations, warranties, and indemnification provisions with 18-24 month survival periods.

Healthcare Triangle, Inc. (HCTI, ~$40.7M market cap) executed a Separation and Distribution Agreement dated September 2, 2026, to spin off its wholly-owned subsidiary Teyame AI Holdings, Inc. HCTI will distribute a minority stake in Teyame Common Stock pro rata to HCTI shareholders (specific share count and percentage redacted in filing as [*]). Teyame will become a separate public company listed on Nasdaq and will assume obligations under a January 22, 2026 Share Purchase Agreement with Spanish entities CH 109, S.L., Ivan Montero Rebato, and Maria Luisa Sanchez Fernandez for acquisition of Teyam 360, S.L. and Datono Mediación S.L. HCTI retains majority ownership post-distribution and remains jointly liable for certain earnout and consideration payments. The distribution is expected to be taxable. Transition services agreements govern post-separation operations.

United Community Banks sold its Navitas non-bank lending platform to an undisclosed buyer for $2.0 billion in cash on September 1, 2026, generating a $68 million pretax gain. Simultaneously, the company reclassified $2.6 billion in held-to-maturity securities to available-for-sale and realized $300 million in pretax losses by selling low-yielding, long-duration securities, then reinvested ~$3.0 billion of combined proceeds into shorter-duration (2-year), higher-yielding (4.5%) securities. The company also closed the Peach State acquisition (sub-$1B bank), hired 42 net new revenue producers (18% increase), repurchased $50 million in shares quarter-to-date with Board approval for an additional $100 million authorization through 2027, and projects high single-digit loan growth for 2027.

On June 22, 2026, QCi completed acquisition of NHanced Semiconductors for $48.1M cash at closing + $20.0M escrow (contingent on 2027–2028 revenue targets) + $5.0M stock + up to $72.0M earnout (revenue/EBITDA thresholds through 2028). NHanced is a semiconductor foundry with two fabs (NC, IN); FY2025 revenue $57.1M, net income $15.7M. Pro forma combined company shows $77.6M preliminary purchase price, $29.3M goodwill, $35.9M identifiable intangibles (developed tech $17.9M, customer relationships $15.1M). Related-party receivables ($8.1M) were forgiven at close.

Inhibrx announced Phase 2 HexAgon trial results for INBRX-106 (OX40 agonist) + pembrolizumab in head-and-neck cancer (HNSCC): 48.3% confirmed objective response rate (cORR) vs 26.5% for pembrolizumab alone in 63 evaluable patients; median PFS 9.6 months vs 4.9 months; HPV+ subgroup (n=19) showed 80% cORR vs 33% and 90% six-month PFS vs 33%. Company will expand Phase 2 by ~50 HPV+ patients, targeting potential accelerated approval by end-2028/early-2029. Safety profile manageable (rash, fatigue, diarrhea mostly grade 1-2).

Intellia announced FDA acceptance of its Biologics License Application (BLA) for lonvo-z (lonvoguran ziclumeran), a CRISPR gene-editing therapy for hereditary angioedema (HAE), with Priority Review and a PDUFA target action date of March 10, 2027. The BLA is supported by Phase 3 HAELO trial data showing 87% reduction in mean monthly attacks versus placebo (p<0.0001) and 62% of patients attack-free during the 6-month efficacy evaluation period. If approved, lonvo-z would be the world's first in vivo CRISPR-based therapy and the only one-time HAE treatment; no advisory committee is planned.

Medalist Diversified, Inc. formed Mira SAV Partners, LLC on September 1, 2026, a joint venture with Mira SAV Venture, LLC (MSV), to develop a 149-unit build-to-rent townhome community called Mira Townhomes in Savannah, Georgia. MDI contributed $4.0M preferred equity (42.23% interest); MSV contributed $5.47M common equity (57.77% interest), for total capitalization of $9.47M. The project is phased: horizontal phase (infrastructure, remediation) funded by construction loan, followed by optional vertical phase. MDI receives 15% annual preferred return (6% paid quarterly, 9% accruing). The agreement contemplates refinancing/recapitalization after horizontal completion; MSV is the manager.

XCF Global amended two senior secured promissory notes (Hollywood Horizons: $400K, Abri Capital: $666,667) with maturity extended to October 31, 2026, interest deferred to maturity, and mandatory 50% revenue prepayments beginning October 15, 2026. Separately, XCF converted $840K outstanding debt from Narrow Road Capital into 3,500,000 common shares at $0.24/share. Abri's conversion right capped at $66,667 (10% of original face) into 666,667 shares at $0.10/share. Penalty of Default Shares provision eliminated. Brown Stone Capital received $150K arrangement fee ($100K upfront, $50K at final payment).