SEC 8-K and 6-K filings classified by Claude with reasoning, plus Form 4 insider transactions. Ingested from EDGAR’s filing stream in near-real time, reconciled overnight.
Showing material events only. Routine administrative filings — bylaw amendments, technical fund updates, procedural FD disclosures — are filtered out so the front page stays signal-dense.
Delek Logistics announced commencement of an underwritten public offering of $175 million of common units (with an additional $26.25 million option), representing limited partner interests in the partnership. This is a material equity issuance that will dilute existing unitholders. The proceeds are intended to repay debt and for general partnership purposes, which is typical for capital raises by MLPs.
View raw filing on EDGAR →ACRES Commercial Realty Corp. entered into a Securities Purchase Agreement on August 10, 2026, to issue 2,220,000 shares of Series C Cumulative Redeemable Preferred Stock at $23.75 per share, generating approximately $52.75 million in gross proceeds. Although the offering was registered (via Form S-3), the issuance of preferred stock with fixed-to-floating dividend terms represents a material capital raise that dilutes existing equity holders and signals the company's need to raise capital. This is a material event affecting the registrant's capital structure and financial position.
View raw filing on EDGAR →American Healthcare REIT closed a public offering of 13,250,000 shares of common stock on August 12, 2026, structured as a forward sale with underwriters borrowing and selling shares to hedge forward purchasers' obligations. The filing explicitly states the company intends to contribute net proceeds to its operating partnership for a pending acquisition of senior housing properties and general corporate purposes. This is a material equity issuance that will dilute existing shareholders and fund significant capital deployment.
View raw filing on EDGAR →Silence Therapeutics entered into an underwriting agreement on August 11, 2026 to issue and sell approximately 12.96 million ADSs at $13.50 per ADS, generating approximately $164.0 million in net proceeds (or $188.7 million if the underwriters' 30-day option to purchase up to 1.94 million additional ADSs is fully exercised). This registered public offering will dilute existing shareholders and materially affect the company's capital structure.
View raw filing on EDGAR →Jumia entered into a Subscription Agreement with the International Finance Corporation (IFC) to issue 9,057,970 new ordinary bearer shares (as ADSs) for approximately US$25 million, and concurrent Share Purchase Agreements with other investors (including Axian) for 4,528,983 new ADSs for approximately US$25 million, totaling US$50 million in gross proceeds. The shares are being issued outside the registered offering framework under Securities Act exemptions, and certain investors have been granted registration rights. This is a material unregistered equity issuance that dilutes existing shareholders.
View raw filing on EDGAR →CleanCore priced a public offering of 275.8 million shares of common stock, 124.2 million pre-funded warrants, and 400 million investor warrants for approximately $100 million in gross proceeds. The offering includes substantial warrant issuances (524.2 million warrants total) that are immediately or near-immediately exercisable, creating significant dilution to existing shareholders. The 90-day lock-up on new issuances and 180-day restriction on variable rate transactions further confirm the dilutive nature of this capital raise. This is a material equity issuance that would substantially affect investor assessment of ownership and capital structure.
View raw filing on EDGAR →The Company entered into securities purchase agreements on August 11, 2026, to issue 2,000,000 ordinary shares at $0.90 per share for gross proceeds of $1.8 million in a private investment in public equity transaction under Regulation S. This is an unregistered equity issuance that will dilute existing shareholders, with closing expected August 27, 2026. The transaction includes a material insider purchase by Chairman Zheng Jiahua of 500,000 shares.
View raw filing on EDGAR →OS Therapies entered into a securities purchase agreement on August 10, 2026, to issue senior secured convertible promissory notes totaling up to $10,000,000 in a private placement, with the initial tranche of $5,000,000 already closed. The offering includes common stock, pre-funded warrants, and five-year warrants, creating substantial dilution to existing shareholders through unregistered sales of equity securities under Section 4(a)(2) and Regulation D exemptions.
View raw filing on EDGAR →Ticketplus Ltd. completed an initial public offering on August 10, 2026, issuing 1,875,000 ordinary shares at $8.00 per share for $15 million in gross proceeds, followed by partial exercise of a 45-day over-allotment option on August 12, 2026, for an additional 258,814 shares generating approximately $2.07 million in gross proceeds. This is a material equity issuance event that dilutes existing shareholders and raises capital for the company.
View raw filing on EDGAR →Sky Harbour Group entered into a Stock Purchase Agreement on August 10, 2026, to sell 4,000,000 shares of Class A common stock at $10.00 per share in a registered direct offering, closing on August 12, 2026, and raising $40.0 million in gross proceeds. While technically a registered offering (not unregistered), the disclosure of a material equity issuance with dilutive impact to existing shareholders is most closely aligned with dilutive_issuance in the taxonomy. The 90-day lock-up provision and concurrent secondary transactions by Boston Omaha Corporation further underscore the capital-raising nature of this transaction.
View raw filing on EDGAR →The filing discloses entry into a Strategic Share Issuance Agreement under which Fusemachines will issue up to 1,250,000 shares of common stock to Qintess in three tranches, contingent on Qintess achieving minimum service spend thresholds under a Master License and Services Agreement. Item 3.02 explicitly classifies this as an unregistered sale of equity securities under Section 4(a)(2) and Regulation D. While the agreement also involves a material commercial relationship with $6.5 million in committed services spend, the primary 8-K disclosure mechanism and the explicit Item 3.02 filing indicate the equity issuance is the material event being reported.
View raw filing on EDGAR →ENvue Medical entered into a Common Shares Purchase Agreement on August 12, 2026, establishing a committed equity facility of up to $50 million whereby the Company can sell common stock to an institutional investor at 90% of the three-day volume-weighted average price. This is a classic at-the-market (ATM) or committed equity offering structure that allows the Company to raise capital through dilutive equity issuance at its discretion. The filing also discloses a Second Amendment to a prior Series H Preferred Stock purchase agreement increasing additional investment rights to $59 million. Both transactions represent material dilutive equity issuances typical of small- and mid-cap companies raising capital.
View raw filing on EDGAR →The filing discloses a completed private placement of 1,373,152 shares of common stock at $3.00 per share for $4.12 million in gross proceeds, sold to accredited investors and non-U.S. persons under Section 4(a)(2), Rule 506(b), and Regulation S exemptions. Items 1.01 and 3.02 explicitly address the unregistered sale of equity securities, which is the defining characteristic of a dilutive issuance. The shares are restricted and the company committed to file a resale registration statement within 90 days.
View raw filing on EDGAR →Core AI Holdings entered into a Market Issuance Sales Agreement on August 11, 2026, to sell up to $3,539,021 of common shares through an at-the-market (ATM) offering program. This is a dilutive equity issuance under an effective shelf registration statement (Form F-3), which would materially affect existing shareholders through dilution and is a material capital-raising event.
View raw filing on EDGAR →Workhorse sold 1.5 million unregistered warrants to MGMH in reliance on Section 4(a)(2) and Rule 506 exemptions as part of the credit facility amendment. The warrants are restricted securities bearing restrictive legends and represent a dilutive equity issuance.
View raw filing on EDGAR →On August 6-7, 2026, the Company entered into Amendment No. 2 to a Securities Purchase Agreement with GHS Investments, LLC, authorizing the issuance of up to 207 shares of Series D Convertible Preferred Stock, with an immediate Fourth Additional Closing on August 7, 2026, issuing 40 shares (37 purchased for $37,000 plus 3 as equity incentive) under Section 4(a)(2) and Regulation D Rule 506(b) exemptions to an accredited investor.
View raw filing on EDGAR →The filing discloses an unregistered sale of equity securities under Item 3.02, specifically the issuance of 308,655 shares of Series A Convertible Preferred Stock in a Rule 506(b) private placement during July-August 2026, generating $3,042,000 in gross proceeds. This is a classic dilutive issuance of convertible preferred equity to accredited investors, material to investors assessing capital structure and ownership dilution.
View raw filing on EDGAR →OceanLight executed an unregistered private placement of 211,250 units to the Sponsor at $10.00 per unit, generating $2.1125 million in gross proceeds, pursuant to Section 4(a)(2) exemption, concurrent with the IPO.
View raw filing on EDGAR →Apollomics announced a $10 million private placement of unregistered Class A ordinary shares comprising 700,001 shares issued under Section 4(a)(2) and Regulation D Rule 506. The transaction includes $8 million in cash subscriptions at $15/share plus $2 million in convertible note conversion at $12/share. This is a classic dilutive equity issuance to raise capital, with participation from insiders (CEO Chen, CFO Lin, COO Chen affiliate), characteristic of a PIPE-like transaction material to investors assessing ownership dilution and capital structure.
View raw filing on EDGAR →RYTHM sold unregistered equity securities to RSLGH (a Green Thumb subsidiary), including amended convertible notes, warrants, and underlying common stock in reliance on Section 4(a)(2) and Regulation D Rule 506(b), with aggregate consideration of $109.5 million.
View raw filing on EDGAR →The 6-K discloses a partial exercise of an Additional Allocation Option under a securities purchase agreement, resulting in the issuance of 454,545 Class A Ordinary Shares on August 6, 2026. This represents a dilutive equity issuance at US$1.10 per share, following an earlier registered direct offering in July 2026. The disclosure of new share issuance and the resulting change in outstanding shares (to 8,666,755) constitutes a material capital event affecting shareholder equity and voting power.
View raw filing on EDGAR →Main Street Capital entered into new equity distribution agreements with Academy Securities and SMBC Nikko Securities to add them as sales agents under its existing "at the market" (ATM) equity offering program, authorizing the issuance of up to 20,000,000 shares of common stock. While the filing emphasizes that Main Street "may, but has no obligation to" issue shares, the establishment of an ATM offering program with multiple sales agents represents a material dilutive issuance arrangement that would affect investor assessment of potential share dilution and capital-raising capacity.
View raw filing on EDGAR →Joby Aviation entered into an Equity Distribution Agreement (ATM offering) with major investment banks to sell up to $750 million of common stock at the company's discretion, providing capital-raising flexibility for the company.
View raw filing on EDGAR →Barings Private Credit Corporation sold approximately $101.5 million of common stock pursuant to subscription agreements with investors, exempt from Securities Act registration under Section 4(a)(2) and Regulation D/S. This is a material unregistered equity issuance that will dilute existing shareholders, fitting the dilutive_issuance category. The magnitude ($101.5M) and the explicit exemption from registration requirements are hallmarks of this event type.
View raw filing on EDGAR →Replimune entered into an underwriting agreement on August 9, 2026, to issue 9,701,490 shares of common stock at $12.06 per share and 2,736,340 pre-funded warrants, generating approximately $150 million in gross proceeds. This is a registered public offering of equity securities that will dilute existing shareholders' ownership and is material to investors assessing the company's capital structure and financing activities.
View raw filing on EDGAR →The 6-K discloses two material equity issuances: (1) a registered direct offering of approximately $35 million in units (ordinary shares plus warrants) at $1.05 per unit, and (2) a convertible preferred equity offering of $24 million in Series A Convertible Preferred Shares under an existing securities purchase agreement with Yorkville. Both are dilutive equity issuances to raise capital for R&D and operational expansion. The registered direct offering is the primary event disclosed and represents a significant capital raise for the company.
View raw filing on EDGAR →As part of the Village Family Dental acquisition, Park Dental Partners issued 474,535 unregistered shares of common stock to the seller in exchange for Rollover DSO Equity, relying on Section 4(a)(2) and Regulation D exemptions.
View raw filing on EDGAR →Vertical Aerospace announced approximately $100 million in financing commitments comprising three components: (1) $40 million from Mudrick Capital via convertible note draws, (2) $35 million equity investment through an underwritten offering of units (ordinary shares and warrants) at $1.05 per unit, and (3) $25 million preferred equity issuance from Yorkville Advisors. The equity and preferred equity components constitute dilutive issuances of securities to raise capital, a material event for investors assessing ownership dilution and the company's capital structure. While the Mudrick convertible component is non-binding, the equity offering has priced and is expected to close August 11, 2026, making this a concrete capital-raising event.
View raw filing on EDGAR →The 6-K discloses completion of a PIPE (private investment in public equity) on August 10, 2026, in which LightInTheBox issued 21,397,409 ordinary shares at $0.2566667 per share for approximately $5.49 million in gross proceeds. The shares were issued in reliance on Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D—classic exemptions for unregistered equity issuances. This is a material dilutive equity offering that would affect a reasonable investor's assessment of ownership and capital structure.
View raw filing on EDGAR →Prairie Operating Co. entered into a letter agreement with Hudson Bay PH XIX LLC that amends warrant issuance terms, including extension of the Anniversary Warrant Issuance Date and a contingent issuance of a Second Penny Warrant to purchase 3,000,000 shares at $0.01 per share, representing dilutive equity instruments that could substantially increase share count.
View raw filing on EDGAR →Tilray issued 1,377,334 shares of common stock in unregistered private debt-for-equity exchange transactions, exchanging equity for $6 million principal of convertible notes. This is a dilutive issuance of unregistered equity securities under Item 3.02, relying on Section 3(a)(9) exemption. The transaction materially increases share count and would affect investor assessment of ownership dilution and capital structure.
View raw filing on EDGAR →Allied Gold announces the closing of a non-brokered private placement of 12,800,000 common shares to Zijin Gold at C$32.55 per share for aggregate gross proceeds of C$416,640,000. This is a material dilutive equity issuance that results in Zijin Gold holding approximately 9.2% of the company's outstanding shares. The transaction is a classic private placement that would materially affect a reasonable investor's assessment of ownership dilution and capital structure.
View raw filing on EDGAR →Latigo Biotherapeutics completed its initial public offering on August 10, 2026, generating $345.6 million in gross proceeds through the issuance of equity securities.
View raw filing on EDGAR →KLX Energy Services announced a $125 million backstopped rights offering on August 6, 2026, with each right entitling shareholders to purchase 3.885 shares at $1.49 per share. The backstop commitment of $94 million will be satisfied through a debt-for-equity exchange with holders of the company's 2030 Notes, with unregistered shares issued in reliance on Section 4(a)(2) of the Securities Act, representing a material dilutive capital raise designed to reduce leverage.
View raw filing on EDGAR →The filing discloses an underwriting agreement for a secondary offering of 5,000,000 shares of common stock by selling stockholders (Amberjack Capital Partners affiliates) at $28.71 per share, closed on August 10, 2026. While the Company itself did not issue new shares or receive proceeds, the secondary offering represents a substantial dilutive event affecting existing shareholders' ownership percentages. This is material to investors assessing capital structure and ownership dilution, though the dilutive impact is less direct than a primary offering where the Company itself issues shares.
View raw filing on EDGAR →Broadstone Net Lease completed a public offering of 11,000,000 shares of common stock at $20.50 per share, with an additional 1,650,000 shares from the full exercise of the underwriters' option, totaling 12,650,000 shares. The company also entered into forward sale agreements with forward purchasers, creating a dilutive equity issuance structure. This is a material capital-raising event that increases share count and dilutes existing shareholders.
View raw filing on EDGAR →GEN Restaurant Group entered into an at-the-market (ATM) sales agreement with Roth Capital Partners to offer up to $3.74 million in Class A common stock. This is a dilutive equity issuance under Rule 415, structured as an ATM offering. The company explicitly states it "may offer and sell shares" and is "not obligated to sell any Shares," but the agreement itself represents a material capital-raising mechanism that would dilute existing shareholders and is disclosed under Item 1.01 (Material Definitive Agreement).
View raw filing on EDGAR →The Company filed a prospectus supplement on August 10, 2026 to offer and sell up to $400,000,000 of shares of common stock under an at-the-market (ATM) offering agreement with Guggenheim Securities. This is a material dilutive equity issuance that would affect a reasonable investor's assessment of ownership dilution and capital structure, particularly given the substantial size ($400 million) of the offering.
View raw filing on EDGAR →Sunstone Hotel Investors entered into an equity distribution agreement on August 10, 2026, authorizing the issuance and sale of up to $300 million in common stock shares through multiple sales agents and forward sale agreements. The filing explicitly describes an "at-the-market offering" program with forward contracts that will result in dilution to existing shareholders. This is a material capital-raising transaction typical of dilutive issuances under Item 3.02, though disclosed here under Item 8.01.
View raw filing on EDGAR →SunPower Inc. entered into a SAFE (Simple Agreement for Future Equity) with an institutional investor for $3.5 million, convertible into equity securities at the price of the Company's next equity financing. This unregistered sale of equity securities, relying on Section 4(a)(2) exemption, will materially dilute existing shareholders upon conversion.
View raw filing on EDGAR →Pinnacle Acquisition Corporation completed its IPO on August 6, 2026, issuing 20,000,000 units at $10.00 per unit for $200 million in gross proceeds, with the Underwriting Agreement with Santander and Private Placement Units Purchase Agreement with the Sponsor constituting material capital-raising agreements.
View raw filing on EDGAR →The Sponsor purchased 225,000 private placement units at $10.00 per unit ($2.25 million aggregate) pursuant to Section 4(a)(2) exemption, completed simultaneously with the IPO closing.
View raw filing on EDGAR →Phillips Edison entered into a sales agreement on August 10, 2026 to offer and sell up to $400 million of common stock through an at-the-market offering program with multiple agents, including forward sale agreements. This is a material dilutive equity issuance that would affect shareholder ownership and the total mix of information available to investors. The filing explicitly describes the continuous offering program, the use of forward sale agreements, and the intended use of proceeds for debt repayment and acquisitions.
View raw filing on EDGAR →Lucas GC Limited entered into an At the Market Offering Agreement on August 7, 2026, authorizing the sale of up to US$25.0 million in Class A ordinary shares through Pacific Century Securities. This is a dilutive equity issuance under an ATM program, which would materially affect existing shareholders through potential dilution. The filing explicitly discloses the sales agreement, placement fee structure (3.5%), and intended use of proceeds, meeting the hallmarks of a material dilutive issuance under Item 3.02 equivalent disclosure.
View raw filing on EDGAR →HyOrc Corporation entered into Securities Purchase Agreements issuing convertible promissory notes totaling $70,200 principal and an Equity Purchase Agreement with Lambda Ventures for up to $7,500,000 in common stock purchases. The filing explicitly discloses unregistered sales under Section 4(a)(2) and Regulation D, with issuance of 250,000 commitment shares and 750,000 Initial Commitment Shares. This is a classic dilutive private placement raising capital through convertible debt and equity commitments.
View raw filing on EDGAR →The filing discloses an amendment to a Common Stock Purchase Agreement with White Lion Capital, LLC that provides for the issuance of 2,505,513 shares of Common Stock (the "Commitment Shares") to the Investor, with an additional potential cash payment (True-Up Amount) if the Commitment Fee Price falls below the Minimum Price. Item 3.02 explicitly confirms this is an unregistered sale of equity securities under Section 4(a)(2) and Regulation D, which is a classic dilutive issuance structure. The magnitude of shares and the contingent cash obligation make this material to investors.
View raw filing on EDGAR →Construction Partners issued 619,000 restricted shares of Class B common stock to employees under the 2024 Restricted Stock Plan in reliance on Section 4(a)(2) of the Securities Act and Regulation D, representing a dilutive equity grant.
View raw filing on EDGAR →CloudAstructure exchanged a $108,332.50 promissory note (partitioned from a larger $1.3M note) for 22,297 shares of Class A common stock with creditor Streeterville Capital in a debt-for-equity conversion structured under Section 3(a)(9) of the Securities Act as an unregistered issuance.
View raw filing on EDGAR →VisionWave entered into a sponsorship agreement with an Israeli basketball club and agreed to issue 2,000,000 newly issued shares of common stock as consideration in a private placement under Section 4(a)(2) of the Securities Act. The unregistered equity issuance is material to shareholders' ownership dilution and voting power.
View raw filing on EDGAR →Nuran Wireless entered into a Registration Rights Agreement dated July 31, 2026, in connection with a private placement of Series A Convertible Preferred Shares and common share purchase warrants (B Warrants). The agreement grants registration rights for Common Shares issuable upon conversion of the Preferred Shares and exercise of the B Warrants, representing a material dilutive equity issuance.
View raw filing on EDGAR →