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.
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 →Capital Southwest Corporation entered into an equity distribution agreement with RBC Capital Markets on August 7, 2026, adding RBC as a sales agent to its existing at-the-market (ATM) offering program. The company may issue and sell up to $2.0 billion in aggregate common stock through the program, with approximately $1.1 billion remaining available as of the filing date. This is a registered dilutive equity issuance that would materially affect shareholder interests and the total mix of information available to investors.
View raw filing on EDGAR →QVC Group issued approximately 50 million shares of new common stock on the Plan Effective Date (August 6, 2026) pursuant to its Chapter 11 emergence, with 21.4 million shares issued to QVC Notes claimholders and 28.6 million shares to RCF claimholders, exempt from registration under Section 1145 of the Bankruptcy Code.
View raw filing on EDGAR →The company issued approximately 50 million shares of New Common Stock to creditors (QVC Notes Claimholders and RCF Claimholders) pursuant to the bankruptcy reorganization plan, representing a substantial unregistered equity issuance exempt under Section 1145 of the Bankruptcy Code and Section 4(a)(2) of the Securities Act.
View raw filing on EDGAR →Brookfield Private Equity Fund LP sold unregistered limited partnership units (Class S and Class I) for approximately $16.96 million on July 1, 2026, pursuant to Section 4(a)(2) and Regulation D exemptions. This private placement represents part of a continuous offering that has raised approximately $358.5 million since November 2025.
View raw filing on EDGAR →Celestica entered into an underwriting agreement on August 5, 2026 to issue and sell 9,677,419 common shares at $310.00 per share, with underwriters exercising a full over-allotment option for an additional 1,451,612 shares. The offering generated approximately $3.39 billion in net proceeds. This is a material registered public offering of equity securities that dilutes existing shareholders and represents a significant capital-raising event.
View raw filing on EDGAR →This exhibit is a PRC legal opinion issued in connection with the offering and sale of 150,000 American depositary shares (representing 4.5 million Class A ordinary shares) pursuant to a securities purchase agreement dated August 6, 2026. The opinion supports a registered direct offering under Form F-3, which is a dilutive equity issuance. The exhibit explicitly references "the offering and sale by the Company of 150,000 American depositary shares" and the associated transaction documents, confirming this is a material equity capital raise.
View raw filing on EDGAR →Summit Hotel Properties entered into an at-the-market (ATM) equity distribution agreement on August 7, 2026, authorizing the sale of up to $200 million in common stock through multiple sales agents. The filing explicitly describes sales "deemed to be 'at-the-market offerings' as defined in Rule 415 under the Securities Act," and includes forward sale arrangements where Forward Purchasers will borrow and sell shares to hedge their exposure. This is a classic dilutive equity issuance that would materially affect existing shareholders through potential dilution and is a significant capital-raising event for the REIT.
View raw filing on EDGAR →Rubico Inc. entered into an ATM (At-The-Market) Sales Agreement on August 5, 2026, authorizing the issuance and sale of up to $25 million of common shares through B. Riley Securities. An ATM offering is a dilutive equity issuance that allows the company to raise capital by selling shares at market prices over time, which is a material capital-raising event that would affect investor assessment of ownership dilution and the company's financing strategy.
View raw filing on EDGAR →NNN REIT entered into an equity distribution agreement authorizing the issuance and sale of up to 25,000,000 shares of common stock through multiple sales agents and forward purchasers. This is a classic at-the-market (ATM) offering structure with forward sale agreements, which represents a dilutive issuance of equity securities. The magnitude (25 million shares) and the forward sale mechanics (including contingent and non-contingent forward transactions) are material to existing shareholders' interests.
View raw filing on EDGAR →The filing discloses a prospectus supplement covering resale of 1,958,951 shares of common stock by certain selling stockholders under a Form S-3ASR registration statement. While technically a resale by existing shareholders rather than a primary issuance by the company, the disclosure of registered resale capacity for a material number of shares signals potential dilution and is material to investors assessing capital structure and share count. The Item 3.02 classification and reference to the registration statement confirm this is equity-related disclosure, though the resale-versus-primary distinction introduces some ambiguity about whether this is purely dilutive in the traditional sense.
View raw filing on EDGAR →The Company issued 2,615,087 common shares for approximately $52.4 million in gross proceeds on August 3, 2026, pursuant to Section 4(a)(2), Regulation D, and/or Regulation S exemptions from Securities Act registration.
View raw filing on EDGAR →Fortress Net Lease REIT issued 8.6 million common shares for approximately $91.3 million in gross proceeds on August 3, 2026, pursuant to Section 4(a)(2), Regulation D, and/or Regulation S exemptions from registration.
View raw filing on EDGAR →The filing discloses multiple unregistered private placements of equity securities to accredited investors and directors under Section 4(a)(2) and Regulation D Rule 506(c), totaling approximately $3.65 million in aggregate proceeds across Class A-I, Class A-II, and Class E common stock issued on July 10 and August 3, 2026. This is a classic dilutive issuance of unregistered equity securities by a small-cap REIT raising capital through private placements, which materially affects shareholder ownership and is a key indicator of capital-raising activity.
View raw filing on EDGAR →Goldman Sachs Real Estate Finance Trust Inc completed an unregistered private offering of Class I and Class S common stock totaling approximately $6.3 million in aggregate consideration to accredited investors under Section 4(a)(2) and Regulation D.
View raw filing on EDGAR →Interactive Strength issued 798,719 shares of Common Stock through a series of exchange agreements with preferred stockholders and note holders between August 3–7, 2026, relying on Section 3(a)(9) exemption from registration. This is a material unregistered equity issuance that increases share count from approximately 581,677 to 1,380,396 shares outstanding—a 137% dilution—and would materially affect a reasonable investor's assessment of ownership and voting power.
View raw filing on EDGAR →The filing discloses an unregistered sale of 1,060,552.7919 common shares for $26.771 million in aggregate consideration under Section 4(a)(2) and Regulation D Rule 506. 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 detailed breakdown of share classes and consideration confirm this is a dilutive equity issuance.
View raw filing on EDGAR →Red Violet completed a registered public offering of 1,916,667 shares of common stock (including full exercise of the underwriters' 15% option) at $60 per share on August 7, 2026, raising approximately $108.6 million in net proceeds. The offering was underwritten and registered on Form S-3, with proceeds intended for working capital, general corporate purposes, and potential strategic acquisitions.
View raw filing on EDGAR →The filing discloses a secondary offering of 20,000,000 shares of Class A Common Stock by a major stockholder (One Rock Capital Partners affiliate) that closed on August 7, 2026, generating $487.4 million in gross proceeds. While technically a secondary offering (shares sold by an existing stockholder rather than a primary issuance by the company), the substantial volume and market impact qualify this as a material capital event. The company also entered into a concurrent stock repurchase agreement to buy back 410,340 shares at the offering price, which is a related capital transaction. This disclosure under Item 1.01 (Material Definitive Agreement) reflects the company's involvement in the underwriting agreement and the repurchase agreement, making it a material event affecting share structure and investor interests.
View raw filing on EDGAR →The announcement describes a 16-for-1 reverse split of ADSs (from 1 ADS per 375 shares to 1 ADS per 6,000 shares), effective August 27, 2026. While reverse splits are typically capital-structure adjustments rather than dilutive issuances, the repeated ADS ratio changes (this is the second in three months) and the context of a foreign private issuer with a Nasdaq listing suggest potential financial distress or stock-price support measures. However, the exhibit does not disclose new equity issuance, private placement, or convertible securities—it is purely a mechanical ADS consolidation. The classification is uncertain because reverse splits do not fit neatly into the taxonomy; they are neither a discrete event nor a periodic report, and the materiality depends on whether the market interprets this as a distress signal.
View raw filing on EDGAR →T1 Energy issued 13,615,979 shares of common stock to Evervolt as consideration for an intellectual property purchase on July 28, 2026. Although the prospectus supplement filed on August 7, 2026 covers resale by the holder (not a direct new issuance by the Company), the underlying event is a material unregistered equity issuance that dilutes existing shareholders. The shares were issued as acquisition consideration and are now registered for resale, creating significant dilution and liquidity risk typical of dilutive issuances disclosed under Item 3.02 or Item 8.01.
View raw filing on EDGAR →Alto Ingredients entered into an At-The-Market (ATM) Issuance Sales Agreement on August 5, 2026, authorizing the sale of up to $50.0 million in common shares. ATM offerings are a form of dilutive equity issuance that allows the company to raise capital opportunistically. The filing explicitly discloses the agreement with designated agents and the prospectus supplement filed under Rule 424(b), which are hallmarks of a registered equity offering. This is material to investors as it signals potential dilution and the company's capital-raising needs.
View raw filing on EDGAR →iSpecimen Inc. entered into a placement agency agreement and securities purchase agreement on August 5, 2026, to issue and sell 996,231 shares of common stock and pre-funded warrants to purchase 2,849,923 additional shares for $5 million in aggregate proceeds. The offering closed on August 7, 2026, pursuant to a Form S-1 registration statement. This is a registered public offering of equity securities that is materially dilutive to existing shareholders and represents a significant capital raise for the company.
View raw filing on EDGAR →