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.
6-K
Dilutive issuance
confidence 85%
filed 2026-09-08
GF entered into a Securities Issuance Agreement with the U.S. Department of Commerce on September 3, 2026, to issue 9,907,399 ordinary shares at $37.85 per share. This is a material issuance of equity securities that will dilute existing shareholders. While the purchaser is a government entity (not a typical private placement), the economic substance is a direct equity issuance creating new shares, which falls within the dilutive_issuance category. The materiality is clear given the share count and the involvement of a U.S. government agency in what appears to be a CHIPS Act or similar industrial policy transaction.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-08
Item 3.02
The filing discloses an unregistered sale of equity securities (Item 3.02) totaling approximately $38.7 million across three classes of common stock on September 1, 2026, exempt from registration under Section 4(a)(2). This is a material dilutive issuance of common stock that would affect investor assessment of ownership dilution and capital structure, particularly for a closed-end fund like Invesco Commercial Real Estate Finance Trust.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-08
Item 3.02
North Haven Net REIT sold 3,254,849 common shares for approximately $68.1 million in an unregistered private offering under Section 4(a)(2) and Regulation D Rule 506. This is a classic dilutive equity issuance disclosed under Item 3.02, representing a material capital raise that would affect investor assessment of share dilution and the company's capitalization.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-08
Item 3.02
Ares Core Infrastructure Fund agreed to sell $767.0 million in aggregate of common shares across multiple classes (Class I, D, N, and S) at NAV, with the issuance exempted from Securities Act registration under Section 4(a)(2) and Regulation D Rule 506(b). This unregistered equity issuance materially dilutes existing shareholders and affects the Fund's capital structure.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-04
Item 1.01
Zoomcar entered into securities purchase agreements for a private placement of Series A Convertible Preferred Stock and Warrants under Section 4(a)(2) and Regulation D Rule 506(c), with the Fifth Closing involving issuance of 80 Units (80 Preferred Shares convertible at $0.05/share and 80 Warrants exercisable at $0.0625/share). The offering termination date was extended from September 4, 2026 to September 20, 2026, representing a dilutive unregistered equity issuance typical of PIPE-like private placements to accredited investors.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-04
The filing discloses unregistered sales of equity securities under Item 3.02, specifically the issuance of up to 11,445,080 shares of Common Stock (approximately 52% of pre-exchange outstanding shares) to Streeterville Capital in exchange for cancellation of $2.86 million in debt principal. The shares are issued in reliance on Section 3(a)(9) of the Securities Act without registration, representing a highly dilutive transaction that materially increases share count from 22.2 million to 33.6 million shares outstanding.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-03
Item 3.02
Rainier Acquisition Corp consummated a private placement of 5,625 Private Placement Units at $10.00 per unit on September 2, 2026, pursuant to Section 4(a)(2) exemption from registration. The units consist of Class A ordinary shares and warrants, issued to Sponsor Ravenna 7 LLC.
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8-K
Dilutive issuance
confidence 92%
filed 2026-09-03
Item 3.02
Campbell Fund Trust sold unregistered Units of Beneficial Interest totaling approximately $5.2 million across three series (A, D, W) on August 31, 2026, in reliance on Section 4(2) of the Securities Act and Regulation D. This is a classic private placement of equity securities by a fund trust to existing and new unitholders, which materially dilutes existing interests and raises capital through an unregistered offering.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-03
Item 3.02
PIMCO Asset-Based Lending Company LLC issued and sold approximately $31.2 million in unregistered limited liability company interests (equity securities) across multiple share classes to third-party investors on August 1, 2026, pursuant to Section 4(a)(2), Regulation D, and/or Regulation S exemptions from Securities Act registration.
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8-K
Dilutive issuance
confidence 85%
filed 2026-09-03
Item 8.01
The filing discloses registration of resale of 26.9 million shares of common stock by selling securityholders under a prospectus supplement to an S-3 shelf registration. This represents a dilutive issuance of equity securities that could materially affect existing shareholders' ownership percentages and voting power. While technically a resale by existing holders rather than a primary issuance by the Company, the registration of such a large volume of shares for resale is a material capital event that would affect investor assessment of dilution risk.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-03
Item 3.02
The filing discloses an unregistered sale of 1,349,540.9117 common shares for aggregate consideration of $34,027,883.70 under Section 4(a)(2) and Regulation D Rule 506, which is a classic private placement. The sale occurred on September 1, 2026, in connection with the Company's continuous private offering. This is a material dilutive issuance of equity securities that would affect a reasonable investor's assessment of ownership and capital structure.
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6-K
Dilutive issuance
confidence 92%
filed 2026-09-03
Can-Fite entered into an inducement offer letter on September 2, 2026, whereby an existing warrant holder agreed to exercise warrants for 1,591,738 ADSs at a reduced price of $2.50 per ADS (down from $5.00), generating approximately $4.0 million in gross proceeds. In exchange, the Company issued new warrants to purchase 3,183,476 ADSs at $2.50 per ADS, plus placement agent warrants for 111,422 ADSs. This is a classic dilutive warrant exercise and issuance transaction—the holder receives double the warrant shares in exchange for exercising existing warrants at a discount, and the Company raises capital through a private placement exempt under Section 4(a)(2) of the Securities Act. The transaction materially increases share dilution and is disclosed as a capital-raising event.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-03
Item 1.01
SunPower Inc. entered into securities purchase agreements to issue approximately 103.1 million shares of common stock in a private placement for $26.2 million gross proceeds at $0.2541 per share, relying on Section 4(a)(2) and Regulation D Rule 506, with investors including Foris Ventures (John Doerr's family office) and company insiders. The transaction represents substantial dilution to existing shareholders at a distressed valuation and includes an agreement to file a resale registration statement.
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6-K
Dilutive issuance
confidence 75%
filed 2026-09-03
EX-99.1
The press release announces a 1-for-5 reverse stock split of Class A ordinary shares effective September 8, 2026, approved by shareholders and the board. While a reverse split itself is a capital structure adjustment rather than a new issuance, it is typically undertaken to address delisting risk or maintain compliance with minimum share price requirements—signals of financial or operational stress. The reduction from ~52.9M to ~10.6M shares, combined with the timing and the company's status as a small-cap Nasdaq Capital Market issuer, suggests this is a material corporate action affecting shareholder value and market perception, though the disclosure does not explicitly state the underlying motivation (e.g., delisting risk or minimum price compliance).
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-03
The filing discloses an unregistered issuance of 9,955,367 shares of restricted common stock on September 2, 2026, in satisfaction of accrued monthly dividends on Series A Preferred Stock. The shares were issued pursuant to Section 4(a)(2) exemption and represent a dilutive equity issuance to preferred stockholders. This is a material capital event affecting share count and ownership structure.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-03
XMax Inc. entered into Securities Purchase Agreements on August 28, 2026, to sell 352,200 shares of common stock at $8.417 per share for an aggregate offering price of $2,964,467.40 in a private placement to non-U.S. investors under Regulation S. This is a classic unregistered equity issuance disclosed under Item 1.01 and Item 3.02, representing dilutive capital raising activity material to investors.
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8-K
Dilutive issuance
confidence 72%
filed 2026-09-03
The filing discloses an amendment to warrant agreements originally issued in 2020 as consideration for an IP asset acquisition. The amendment modifies the exercise periods of Series A and Series B Warrants, each exercisable for 7,000,000 shares at $5.31 per share. While the amendment itself delays exercise periods rather than creating new dilution, the underlying warrants represent a significant dilutive instrument (14 million shares total) that could materially affect shareholder equity upon exercise. The disclosure of warrant modifications affecting substantial share counts qualifies as a material capital event.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-03
Item 3.02
The filing discloses unregistered sales of equity securities under Item 3.02, specifically the issuance of 464,519.97 Class A shares for $10 million and 43,762.44 common shares for approximately $891,000 on September 1, 2026, both exempt from registration under Section 4(a)(2) and Regulation D. These private placements to institutional investors (insurance companies) and third-party investors represent dilutive equity issuances typical of continuous offerings by non-traded REITs raising capital.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-03
Item 3.02
The filing discloses an unregistered sale of 1,796,772 Class S-2 shares for approximately $26.5 million as part of a continuous private offering to accredited investors under Section 4(a)(2) and Regulation D. This is a classic dilutive equity issuance exempt from registration, which is material to investors assessing the registrant's capital structure and shareholder dilution.
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8-K
Dilutive issuance
confidence 92%
filed 2026-09-03
Item 3.02
The filing discloses an unregistered sale of equity securities under Section 4(a)(2) and Regulation D Rule 506(b), involving the exercise of 1,660,954 existing warrants and the issuance of 1,660,954 new common stock purchase warrants with a lower exercise price of $0.67. This warrant inducement program, approved by the Board on August 14, 2026, generated $1,320,458 in aggregate cash proceeds and is a classic dilutive capital-raising mechanism that would materially affect a reasonable investor's assessment of share dilution and the company's capital structure.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-03
Item 3.02
This Item 3.02 disclosure describes an unregistered private placement of preferred stock to accredited investors under Regulation D Rule 506(b). The Company issued 287,319 shares of Series 2025 Preferred Stock during August–September 2026, raising approximately $2.86 million in aggregate proceeds. As of the filing date, 12.5 million shares of this series were outstanding. This is a classic dilutive equity issuance that would materially affect investor assessment of capital structure and ownership dilution.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-03
Item 3.02
Cohen & Steers Income Opportunities REIT issued approximately 770,760 common shares across five classes on September 1, 2026, for aggregate consideration of approximately $9.5 million. The offering was conducted pursuant to Section 4(a)(2) and Regulation D, indicating an unregistered private placement. This is a material dilutive issuance that would affect a reasonable investor's assessment of share ownership and capital structure.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-03
Item 3.02
Blue Owl Real Estate Net Lease Trust sold 16.6 million common shares for approximately $178.6 million in gross proceeds on September 1, 2026, pursuant to Section 4(a)(2), Regulation D, and/or Regulation S exemptions from registration.
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8-K
Dilutive issuance
confidence 85%
filed 2026-09-02
Item 8.01
The disclosure describes settlement of underwritten forward sale agreements involving the delivery of 11.1 million shares of common stock in exchange for approximately $913 million in cash proceeds on September 2, 2026, plus reference to an additional $2.175 billion registered offering of 19.2 million shares executed in May 2026. These forward sale agreements represent dilutive equity issuances used to raise capital, which is a material financing event affecting shareholder equity and ownership structure.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-02
Item 3.02
The filing discloses an unregistered sale of 156,716 common shares for $2,389,936.15 pursuant to subscription agreements and exempt under Section 4(a)(2) and Regulation D. This is a classic private placement of equity securities that dilutes existing shareholders and raises capital for the BDC, meeting the definition of dilutive_issuance. The materiality is evident from the substantial dollar amount and share count.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-02
Item 3.02
In connection with the business combination, the company is raising up to $300 million in committed capital through unregistered sales of equity securities, including a Convertible Note Investment and PIPE Investment offered in private placements under Section 4(a)(2) and Regulation D, with $60+ million in fully committed financing and approximately $236 million from the TVAC trust.
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8-K
Dilutive issuance
confidence 92%
filed 2026-09-02
Item 8.01
TXNM Energy completed an underwritten public offering of approximately 7.1 million shares of common stock at $55.935 per share, raising approximately $396 million in net proceeds. The company intends to use the proceeds to repay debt, and the offering materially dilutes existing shareholders' ownership percentages.
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6-K
Dilutive issuance
confidence 95%
filed 2026-09-02
EX-99.1
The Company entered into a subscription agreement for a private placement of 701,272 Class A ordinary shares at $1.42598 per share for $1,000,000 aggregate proceeds. The shares are unregistered, issued in reliance on Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D. This is a classic dilutive private placement (PIPE) by a CEO-led entity, constituting a related-party transaction requiring Audit Committee and Board approval under Nasdaq Listing Rule 5630.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-02
Item 3.02
The filing discloses an unregistered sale of 587,724.144 common shares of beneficial interest for approximately $11.8 million under Section 4(a)(2) and Regulation D. This is a classic private placement of equity securities exempt from registration, which is material to investors as it represents dilution and capital raising activity. The Item 3.02 designation and the specific exemption language confirm this is a dilutive issuance.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-02
Item 3.02
The filing discloses an unregistered sale of equity securities (Class I and Class S common shares) totaling approximately $11.6 million in Class I shares and $100,000 in Class S shares, exempt under Section 4(a)(2) of the Securities Act and Regulation D/S. This is a classic dilutive issuance of unregistered equity to third-party investors, material to shareholders as it increases share count and dilutes existing ownership.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-02
Item 1.01
DynaResource entered into Securities Purchase Agreements on September 1, 2026, issuing 6,666,666 units (comprising common stock and warrants) to multiple purchasers for $3,000,000 in aggregate proceeds under Section 4(a)(2) exemption. The private placement includes warrants exercisable at $0.51 per share, conditioned on stockholder approval to increase authorized shares, and involves voting agreements and waivers of preemptive rights.
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6-K
Dilutive issuance
confidence 95%
filed 2026-09-02
EX-99.1
This exhibit is a private placement subscription agreement for the issuance of ordinary shares under Regulation S, targeting approximately US$10,000,000 (3,968,254 shares) with a maximum of up to 5,952,381 shares at US$2.52 per share. The agreement explicitly states the shares are unregistered under the Securities Act and offered solely in reliance on a Regulation S exemption to non-U.S. persons. This is a classic dilutive equity issuance that would materially affect shareholder ownership and capitalization.
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6-K
Dilutive issuance
confidence 92%
filed 2026-09-02
EX-99.1
Can-Fite announced entry into a definitive agreement for immediate exercise of warrants to purchase 1,591,738 ADSs at a reduced exercise price of $2.50 per ADS, generating approximately $4.0 million in gross proceeds. In consideration, the company will issue new unregistered warrants to purchase 3,183,476 ADSs—a 2:1 warrant issuance that is dilutive to existing shareholders. The new warrants are offered in a private placement exempt from registration under the Securities Act, characteristic of a dilutive equity issuance.
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6-K
Dilutive issuance
confidence 92%
filed 2026-09-02
EX-99.1
This exhibit is a conversion agreement dated September 2, 2026, whereby Clearmind Medicine converts outstanding convertible notes totaling $696,079.50 into common shares at an agreed conversion price of $1.00 per share. The conversion results in issuance of approximately 696,079 common shares to accredited investors (L.I.A Pure Capital Ltd. and Capitalink Ltd.), which is dilutive to existing shareholders. The agreement explicitly waives the original conversion price formula in the notes and amends the floor price, indicating a negotiated restructuring of the debt-to-equity conversion that would materially affect share count and ownership structure.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-02
Item 3.02
ISQ Open Infrastructure Company LLC issued and sold $16.65 million in aggregate net consideration of unregistered equity securities across multiple share classes in Series I and Series II as of August 1, 2026, pursuant to Section 4(a)(2) and Regulation D/S exemptions.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-02
Item 3.02
Concurrent with the IPO, the company completed a private placement of 8,000,000 unregistered warrants to the Sponsor (5,000,000) and Representative (3,000,000) at $1.00 per warrant, generating $8,000,000 in gross proceeds. The warrants are exercisable into Class A ordinary shares at $11.50 per share and materially affect share ownership and voting power.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-02
Corvex entered into a Securities Purchase Agreement on August 31, 2026, for a private placement of 3,904,970 common shares at $7.75 per share and 353.098 shares of Series D Preferred Stock at $7,750 per share, generating approximately $33 million in gross proceeds. This is an unregistered sale of equity securities under Section 4(a)(2) and Regulation D, disclosed under Item 1.01 and Item 3.02, which is a classic dilutive issuance event. The filing explicitly states the securities are not registered and are being sold in reliance on the private placement exemption.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-02
Item 3.02
NKGen Biotech issued unregistered equity securities including Consideration Shares in installments, a convertible note (Additional Note #4) convertible at $0.08/share, and a warrant (Additional Warrant #4) exercisable at $0.08/share, all issued under Section 4(a)(2), Regulation D, and/or Regulation S.
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8-K
Dilutive issuance
confidence 92%
filed 2026-09-02
Item 1.01
VenHub Global entered into an Equity Purchase Agreement with Euphoria Capital providing for up to $100 million in committed purchases of common stock, with an immediate issuance of 800,000 commitment shares and potential for up to 18,278,571 additional shares to be sold via put notices at 97% of VWAP. The unregistered sales are offered in reliance on Section 4(a)(2) and Rule 506(b) exemptions, materially diluting existing shareholders.
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8-K
Dilutive issuance
confidence 75%
filed 2026-09-02
Item 1.01
The filing discloses a waiver and consent agreement between VolitionRx and Lind Global Asset Management that permits the Company to conduct unlimited ATM (at-the-market) offerings without triggering prohibited transaction covenants or events of default under existing convertible debt and warrant agreements. The waiver explicitly removes restrictions on ATM sales that previously capped permitted sales at $10 million per calendar year, allowing dilutive equity issuances in excess of that threshold. This is material because it materially expands the Company's ability to raise capital through dilutive equity offerings and removes contractual constraints that previously limited such issuances.
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6-K
Dilutive issuance
confidence 75%
filed 2026-09-02
EX-99.1
Black Titan announced full conversion of a senior unsecured convertible note into 2,924,082 ordinary shares. While the note was originally issued in January 2026, this announcement discloses the completion of the conversion event itself, which results in significant dilution to existing shareholders. The conversion of $1,515,000 principal into nearly 3 million shares represents material equity dilution that would affect a reasonable investor's assessment of ownership and earnings per share.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-02
The filing discloses completion of an initial $4.6 million closing under an ongoing $9 million private placement of convertible preferred shares to accredited investors, with an additional $4.4 million in subscription documents executed and pending fund clearance. This is a classic dilutive equity issuance (unregistered sale of securities) that raises capital for the company and dilutes existing shareholders. The press release explicitly references the Purchase Agreement and the issuance of convertible preferred shares and warrants, which are hallmarks of a dilutive private placement.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-02
The filing discloses a private placement of 2,036,659 shares of common stock (or pre-funded warrants in lieu thereof) plus Series N-1 and Series N-2 warrants to purchase an aggregate of 4,073,318 additional shares, for gross proceeds of approximately $5.0 million. This is an unregistered sale of equity securities under Section 4(a)(2) and Regulation D, structured as a PIPE-like transaction with multiple warrant tranches. The dilutive nature is evident from the warrant exercise prices ($2.33 per share) and the callable Series N-1 warrants tied to FDA 510(k) clearance, indicating a capital raise by a small-cap medical device company (Nasdaq: INBS).
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8-K
Dilutive issuance
confidence 92%
filed 2026-09-02
Item 3.02
Wheeler Real Estate Investment Trust issued 2,962,147 shares of common stock in unregistered exchanges with existing preferred stockholders on August 28 and September 1, 2026. The issuance was conducted under Section 3(a)(9) of the Securities Act and involved no cash proceeds, representing a significant dilution to existing common shareholders. The aggregate share count increase and the unregistered nature of the offering are material to investors assessing ownership dilution and capital structure.
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8-K
Dilutive issuance
confidence 75%
filed 2026-09-02
Item 8.01
The filing discloses conversion of $2.475 million in convertible notes into 1,649,989 shares of common stock as of September 1, 2026. While the conversion itself is a contractual exercise of existing instruments, the disclosure emphasizes the dilutive equity issuance resulting from the conversion and its material impact on shareholder equity (now $3.8 million, above the $2.5 million Nasdaq threshold). The materiality is underscored by the explicit reference to Nasdaq compliance concerns, indicating this event is significant to investor assessment of the company's financial position and listing status.
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8-K
Dilutive issuance
confidence 92%
filed 2026-09-02
Item 3.02
Perella Weinberg Partners issued 1,999,015 shares of Class A common stock in exchange for partnership units and Class B shares held by PWP OpCo limited partners. This is an unregistered equity issuance relying on Section 4(a)(2) exemption, disclosed under Item 3.02. The transaction involves conversion of partnership interests into common stock, which is dilutive to existing shareholders and material to investor assessment of capital structure and ownership.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-01
Item 3.02
Andalusian Credit Company issued 4,638,462 shares of LLC interests for $71.1 million on August 28, 2026, pursuant to a capital drawdown notice under subscription agreements with investors. The sale is explicitly exempt from Securities Act registration under Section 4(a)(2) and Regulation D, making this a classic unregistered private placement. The substantial capital raise and dilutive equity issuance to accredited investors is material to investors assessing the company's capitalization and ownership structure.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-01
Item 3.02
VistaOne, L.P. sold approximately $42.4 million in unregistered limited partnership units across four classes (B, I, R, and S) to third-party investors as part of a continuous private offering, exempt under Section 4(a)(2) and Regulation D. This is a classic dilutive issuance of unregistered equity securities to raise capital, material to investors assessing the fund's capitalization and ownership structure.
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8-K
Dilutive issuance
confidence 92%
filed 2026-09-01
Item 3.02
The company issued 37,818,435 shares of Common Stock and 8,617,903 Jones Act Warrants to Legacy Hornbeck stockholders pursuant to the Merger Agreement, with the shares exempt from registration under Section 4(a)(2) of the Securities Act, representing substantial dilution to existing shareholders.
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8-K
Dilutive issuance
confidence 92%
filed 2026-09-01
Item 1.01
The Amendment increases the total commitment under the ChEF Purchase Agreement from $1.0 billion to $2.5 billion for the issuance of newly issued common stock at prices below $12.02 per share, with an Exchange Cap of 19.99% of outstanding shares. This is a material unregistered equity issuance arrangement that would significantly dilute existing shareholders and is a key capital-raising mechanism for the company.
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