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.
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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8-K
Dilutive issuance
confidence 94%
filed 2026-09-01
Item 1.01
PMV Pharmaceuticals entered into an underwriting agreement on August 31, 2026 and priced a public offering of approximately $50.8 million in gross proceeds, consisting of 22,055,000 shares of common stock, 19,900,000 pre-funded warrants, and 41,955,000 common stock warrants. The company intends to use proceeds to fund late-stage clinical development and commercialization of rezatapopt.
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6-K
Dilutive issuance
confidence 95%
filed 2026-09-01
Global Mofy AI Limited entered into securities purchase agreements on August 31, 2026, for a registered direct offering of 3,796,000 Class A ordinary shares at $0.538 per share, raising approximately $2.04 million in gross proceeds. The offering was self-underwritten and registered under Form F-3. This is a dilutive equity issuance that would materially affect a reasonable investor's assessment of ownership dilution and capital structure.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-01
Item 3.02
The filing discloses an unregistered sale of 197,461.9 shares of common stock at $9.85 per share for $1.945 million, conducted 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 company.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-01
Item 3.02
The filing discloses an unregistered private offering of common stock under Rule 506(c) of Regulation D, with approximately 128,166 shares issued for an aggregate purchase price of approximately $3,146,198 during August 2026. This is a classic dilutive equity issuance exempt from registration, which is material to investors as it increases share count and affects ownership dilution and per-share metrics.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-01
Item 3.02
The filing discloses multiple unregistered issuances of common stock by VolitionRx to Lind Global Asset Management in satisfaction of conversion obligations under senior secured convertible promissory notes. Across seven separate transactions in late August 2026, the Company issued approximately 4.4 million shares (712,328 + 520,547 + 698,630 + 695,890 + 693,151 + 690,411 + 687,671 shares) representing roughly $1.465 million in aggregate conversion value. These conversions are explicitly disclosed under Item 3.02 and rely on Section 3(a)(9), Section 4(a)(2), and Rule 506(d) exemptions—hallmarks of dilutive private equity issuances. The scale and frequency of these conversions, combined with the existing convertible debt structure, signal material dilution to existing shareholders.
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8-K
Dilutive issuance
confidence 85%
filed 2026-09-01
The filing discloses entry into an Amended and Restated At-the-Market (ATM) Offering Agreement with H.C. Wainwright & Co., LLC, authorizing the issuance of up to $100,000,000 in common stock shares. This is a registered equity offering program that will dilute existing shareholders and is a material capital-raising activity typical of small-cap biotech companies. The ATM structure allows continuous issuance at market prices, making this a dilutive equity issuance under Item 1.01.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-01
The filing discloses an unregistered private placement under Item 3.02, with the Company issuing 4,600 shares of Series B Convertible Preferred Stock (convertible into 6.57 million common shares), Series A Warrants to purchase 4.6 million shares, and Series B Warrants to purchase 4.6 million shares, for $4.6 million in gross proceeds. The filing explicitly notes the "dilutive effect of the conversion of the Series B Preferred Stock and the exercise of the Warrants" and indicates additional closings of $4.4 million are pending, representing a significant capital raise and equity dilution event material to investors.
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8-K
Dilutive issuance
confidence 85%
filed 2026-09-01
The filing discloses stockholder approval and issuance of 12,131,122 shares of Common Stock resulting from cashless exercise of pre-funded warrants by Sarborg Limited investors, plus additional shares from an at-the-market offering program. This represents a material dilutive equity issuance that increased outstanding shares to 13,693,866 and affected the company's market capitalization and Nasdaq compliance status.
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8-K
Dilutive issuance
confidence 92%
filed 2026-09-01
Item 8.01
BayFirst Financial Corp. announced commencement of a rights offering to existing shareholders, offering up to 4,108,072 shares of common stock at $3.50 per share. The press release explicitly states the SEC issued a Notice of Effectiveness for the Form S-1 Registration on August 31, 2026, and the final prospectus was filed pursuant to Rule 424(b)(3). This is a material equity issuance that will dilute existing shareholders and is part of the company's "recapitalization," signaling capital-raising activity typical of dilutive issuances.
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8-K
Dilutive issuance
confidence 75%
filed 2026-09-01
Item 1.01
Valion Bio entered into a Letter Agreement on August 31, 2026, whereby 3i purchased 100 Series B Preferred Shares, 7,637 Series C Preferred Shares, and warrants to purchase 1,057,046 shares of Common Stock for $7.737 million under Section 4(a)(2) exemption.
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8-K
Dilutive issuance
confidence 95%
filed 2026-09-01
Item 3.02
The filing discloses an unregistered private placement of 207,848 shares of Series A Convertible Preferred Stock under Regulation D Rule 506(b), generating $2,052,000 in aggregate proceeds during August 2026. This is a classic dilutive equity issuance to accredited investors exempt from registration, with 13.3 million shares of the preferred stock now outstanding as of the filing date. The material capital raise and equity dilution would affect a reasonable investor's assessment of the company's capitalization and ownership structure.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-31
Item 3.02
Brookfield Private Equity Fund LP sold approximately $3,074,000 of unregistered limited partnership units (Class S and Class I) on August 1, 2026, pursuant to a continuous private offering exempt under Section 4(a)(2) and Regulation D.
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8-K
Dilutive issuance
confidence 85%
filed 2026-08-31
Item 1.01
IX Acquisition Corp. entered into SAFE Agreements (Simple Agreements for Future Equity) with investors for an aggregate of $13,000,000 in private placements, convertible into approximately 1,130,435 shares of Parent Common Stock at $11.50 per share plus an additional 1,062,609 incentive shares held in escrow. This represents a dilutive equity issuance that will significantly increase share count upon conversion at the merger closing, materially affecting existing shareholders.
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8-K
Dilutive issuance
confidence 85%
filed 2026-08-31
Item 8.01
The Company disclosed termination of an equity distribution agreement with Jefferies LLC and entry into a new equity distribution agreement with Huntington Securities, Inc., both relating to an at-the-market (ATM) offering program under which the Company may offer and sell up to $500 million in common stock and preferred stock. This represents a material capital-raising mechanism that could result in significant dilution to existing shareholders, and the replacement of one sales agent with another signals ongoing reliance on this dilutive financing vehicle.
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8-K
Dilutive issuance
confidence 94%
filed 2026-08-31
Item 1.01
Cenntro Inc. entered into securities purchase agreements to issue up to 12.8 million shares of common stock at $3.773 per share for approximately $48.3 million in gross proceeds in a private placement exempt under Section 4(a)(2) and Regulation S. The issuance represents 20% or more of outstanding common stock and is conducted under Nasdaq Listing Rule 5635(d).
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8-K
Dilutive issuance
confidence 75%
filed 2026-08-31
Item 1.01
Sono Group agreed to issue and sell 283,500 Ordinary Shares (19.9% of outstanding shares) to private purchasers at market price pursuant to an effective Form S-3 registration statement, representing a material dilutive equity issuance typical of a registered direct offering.
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6-K
Dilutive issuance
confidence 92%
filed 2026-08-31
EX-99.1
Gilat announced a $100 million private placement of convertible notes to Israeli institutional investors, convertible into ordinary shares at $16.00 per share (60% premium to the August 28, 2026 closing price of $9.94). The notes are senior unsecured, bear 3.75% interest, and mature September 1, 2031. This is a material dilutive issuance of equity-linked securities raising capital for general corporate purposes and technology investments, with conversion mechanics that create shareholder dilution upon conversion or redemption.
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6-K
Dilutive issuance
confidence 95%
filed 2026-08-31
BioLineRx entered into a securities purchase agreement on August 27, 2026, to sell 480,696 ADSs, pre-funded warrants to purchase 868,225 ADSs, and unregistered warrants to purchase 2,023,382 ADSs in a registered direct offering and concurrent private placement. The unregistered warrants component and the private placement structure are characteristic of a dilutive equity issuance. Aggregate gross proceeds are approximately $3.75 million, with the company intending to use net proceeds for R&D and working capital.
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6-K
Dilutive issuance
confidence 95%
filed 2026-08-31
NaaS Technology entered into a Securities Purchase Agreement on August 28, 2026, to issue 24,024,022,400 Class A Ordinary Shares (7,507,507 ADSs) plus warrants to purchase an additional 22,880,022,400 Class A Ordinary Shares for US$25,000,000 in a private placement. The shares were issued without registration under the Securities Act in reliance on Regulation S and Regulation D, and bear restrictive legends. This is a classic dilutive private placement that materially increases share count and dilutes existing shareholders, particularly given the substantial number of shares issued and the related-party nature of the transaction involving the controlling shareholder Newlink.
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8-K
Dilutive issuance
confidence 85%
filed 2026-08-31
Item 8.01
T3 Defense Inc. issued 1,344,969 shares through multiple mechanisms including Form S-8 registration, conversion of Series B Convertible Preferred Shares, and exercise of warrants, increasing outstanding shares by 81% from 1,663,806 to 3,008,775 shares. This represents material dilution to existing shareholders.
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8-K
Dilutive issuance
confidence 85%
filed 2026-08-31
Item 8.01
Strategy Inc sold 4.5 million shares of Class A Common Stock under its at-the-market offering program during August 24–30, 2026, generating $602.8 million in net proceeds, with proceeds allocated to bitcoin purchases ($369.7 million), preferred stock repurchases, dividend funding, and cash reserves.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-31
Item 3.02
Warburg Pincus Access Fund sold unregistered limited partnership units totaling $15.4 million to third-party investors on August 3, 2026, pursuant to Section 4(a)(2) and Regulation D exemptions, representing a significant capital raise and expansion of the Fund's investor base.
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8-K
Dilutive issuance
confidence 92%
filed 2026-08-31
Item 3.02
ONEOK issued $9 billion of Class A and Class B Units in ONEOK Holdings, L.L.C. to Apollo funds in an unregistered private placement under Section 4(a)(2) of the Securities Act, representing a substantial minority equity investment that funds the Brazos acquisition and debt reduction.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-31
Item 3.02
Jazz Pharmaceuticals' exchangeable senior notes offering includes provisions for unregistered issuance of up to 5,014,125 ordinary shares upon exchange, with an initial exchange rate of 4.0113 shares per $1,000 principal amount (later priced at 2.8150 shares per $1,000), creating material potential equity dilution.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-31
Item 3.02
The Fund completed unregistered sales of limited partnership units totaling approximately $10.0 million across two tranches (July 1 and August 3, 2026) to accredited investors and qualified purchasers under Section 4(a)(2) and Regulation D, diluting existing unitholders' ownership interests.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-31
Item 3.02
The Sponsor purchased 234,000 Ordinary Shares at $10.00 per share for $2.34 million in a private placement concurrent with the IPO, with transfer restrictions and registration rights typical of SPAC sponsor investments.
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6-K
Dilutive issuance
confidence 94%
filed 2026-08-31
EX-99.2
Kazia announced a registered public offering of 2,580,000 ADSs (representing 1.29 billion ordinary shares) plus Series A and Series B Warrants, with expected gross proceeds of approximately $40 million before underwriting costs and potential additional proceeds of ~$80 million if warrants are exercised. The offering is tranched and involves dilutive equity issuance to raise capital for clinical development.
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8-K
Dilutive issuance
confidence 75%
filed 2026-08-31
Item 7.01
Zedge announced a proposed private placement of Class B common stock and warrants to accredited investors for approximately $7.5 million, led by Vice Chairman Howard Jonas, with 90% warrant coverage at 110% exercise price, to accelerate DataSeeds growth.
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