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 92%
filed 2026-08-05
Item 8.01
Easterly Government Properties filed a prospectus supplement on August 4, 2026 updating its "at the market" (ATM) equity offering program under a shelf registration statement, with $214,982,308 remaining available for sale. The company also entered into amended equity distribution agreements with nine sales agents and master forward confirmations with financial institutions to facilitate both direct share sales and contingent/non-contingent forward transactions. This is a classic dilutive equity issuance disclosure under Item 3.02, involving an ATM program that permits continuous offerings of common stock and forward sale arrangements that will result in share dilution.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
The filing discloses an unregistered sale of 1,113,414.907 common shares for approximately $22.3 million under Section 4(a)(2) and Regulation D, which is a classic private placement. The sale occurred on August 3, 2026, as part of the Company's continuous private offering. This is a material capital-raising event that dilutes existing shareholders and is reportable under Item 3.02.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
The filing discloses an unregistered sale of 21,060 Class D Common Shares generating $581,000 in gross proceeds under a continuous private placement offering of up to $2.165 billion. The Company explicitly states it is relying on Section 4(a)(2) of the Securities Act and Rule 506(c) of Regulation D—classic exemptions for private placements. This is a textbook dilutive issuance under Item 3.02, material because it represents equity capital raising and potential shareholder dilution in an ongoing offering.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
BOA Acquisition Corp. II completed a private placement of 221,500 units at $10.00 per unit for $2,215,000 to the Sponsor and Private Placement Investors, concurrent with the IPO closing.
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8-K
Dilutive issuance
confidence 92%
filed 2026-08-05
Item 8.01
The Company filed a new Form S-3 shelf registration statement and four prospectus supplements to continue offerings of common stock, including an "at the market" (ATM) offering program with up to $500 million in aggregate offering price and $288.5 million remaining available for sale. The filing also covers potential issuances of common stock upon redemption of partnership units. This is a classic dilutive equity issuance disclosure under Item 8.01, material to investors as it signals potential capital raising and shareholder dilution.
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8-K
Dilutive issuance
confidence 92%
filed 2026-08-05
Item 8.01
Xenia Hotels entered into an at-the-market (ATM) equity distribution agreement on August 5, 2026, authorizing the offer and sale of up to $200 million of common stock through multiple sales agents and forward sellers. This is a classic dilutive equity issuance disclosed under Item 8.01, involving both direct sales and forward sale arrangements that will result in shareholder dilution. The filing explicitly references the shelf registration statement and prospectus supplement filed to support these offerings.
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8-K
Dilutive issuance
confidence 92%
filed 2026-08-05
Postal Realty Trust entered into sales agreements on August 5, 2026 with multiple financial institutions to offer and sell up to $300 million of Class A common stock through an at-the-market offering program, including forward sale agreements. This is a material dilutive equity issuance that would affect investor assessment of share dilution and capital structure. The filing explicitly describes the mechanics of ordinary brokers' transactions, forward sale agreements (both contingent and non-contingent), and the company's receipt of net proceeds, which are hallmarks of a registered equity offering program.
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6-K
Dilutive issuance
confidence 95%
filed 2026-08-05
EX-99.1
This press release announces a private placement of 1,000,000 ordinary shares and warrants to purchase 1,000,000 additional shares for approximately $3.3 million gross proceeds. The offering is structured as an unregistered sale under Section 4(a)(2) of the Securities Act, which is a classic dilutive issuance. The company has agreed to file a registration statement for resale, and the warrants are immediately exercisable, both hallmarks of a dilutive capital raise at a small-cap issuer.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
ISQ Open Infrastructure Co LLC completed unregistered sales of equity securities totaling $16,266,500 across Series I and Series II share classes as of July 1, 2026, exempt from Securities Act registration under Section 4(a)(2), Regulation D, and/or Regulation S.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
McKinley Acquisition Corp. disclosed an unregistered private placement (PIPE) of $75 million in senior secured convertible notes, warrants, and underlying shares of common stock representing 9.9% of McKinley's outstanding common stock post-merger, issued under Section 4(a)(2) and Regulation D Rule 506.
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6-K
Dilutive issuance
confidence 95%
filed 2026-08-05
The Company closed a registered offering of 15,000,000 Class A ordinary shares at $1.00 per share on August 4, 2026, raising approximately $14.562 million in net proceeds. This is a material equity issuance registered under Form F-1, disclosed under the heading "Closing of a Material Transaction" and would materially dilute existing shareholders' ownership and voting power.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
The filing discloses unregistered issuance of 1,550,000 shares of common stock in exchange for consulting services under Section 4(a)(2) exemption. This is a classic dilutive equity issuance to service providers, material to investors as it increases share count and dilutes existing shareholders. The Item 3.02 designation and explicit reference to Section 4(a)(2) private placement exemption confirm the dilutive_issuance classification.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
The filing discloses an unregistered sale of 256,649.746 shares of common stock at $9.85 per share for an aggregate offering price of $2,528,000, conducted pursuant to subscription agreements and exempt under Section 4(a)(2) and Regulation D. This is a classic private placement that dilutes existing shareholders and represents a material capital-raising event for the company.
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8-K
Dilutive issuance
confidence 94%
filed 2026-08-05
Item 3.02
Alternus Clean Energy issued 14,280 shares of Series F Convertible Preferred Stock with a total face value of $14,280,000 to 15 accredited investors pursuant to subscription agreements on August 5, 2026, under Section 4(a)(2) and Regulation D Rule 506(b). The convertible preferred shares are dilutive to existing shareholders and represent a material private placement to raise capital and restructure obligations including debt extension, advisory board appointments, consulting agreements, and interest forgiveness.
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6-K
Dilutive issuance
confidence 75%
filed 2026-08-05
EX-99.1
The exhibit discloses a non-brokered private placement with issuance of 2,150,569 units (1,030,000 units at $0.15 per unit plus 1,120,569 units issued to settle debt) comprising common shares and warrants. This is a dilutive equity issuance typical of small-cap companies raising capital. While the filing also announces a name change to "Dune Oil Corp." and strategic pivot, the material financial event is the private placement closing, which increases share count and dilutes existing shareholders.
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8-K
Dilutive issuance
confidence 94%
filed 2026-08-05
Item 1.01
My Size, Inc. entered into an Equity Purchase Agreement dated August 5, 2026, with Square Gate Master Fund, LLC for the issuance of Commitment Shares to an accredited investor under Section 4(a)(2) and Regulation D Rule 506(b) exemptions. The unregistered private placement increases share count and ownership dilution.
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8-K
Dilutive issuance
confidence 85%
filed 2026-08-05
Glucotrack disclosed entry into definitive agreements on August 4, 2026 for approximately $5.5 million in follow-on financing, consisting of (i) a $3.5 million Bridge Follow-On via convertible promissory notes and warrants, and (ii) a $2.0 million Interim PIPE involving pre-funded warrants and common stock purchase warrants. The filing explicitly covers Items 1.01 (Entry Into Material Definitive Agreement), 2.03 (Creation of Direct Financial Obligation), and 3.02 (Unregistered Sales of Equity Securities), with the equity component priced at $0.75 per unit and warrant exercise prices of $1.50 per share. This is a classic dilutive private placement raising capital through unregistered equity issuances.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
The filing discloses unregistered issuances of common stock totaling over 1 million shares across five separate transactions (July 29–August 4, 2026) in exchange for preferred stock held by existing security holders. The Company relied on Section 3(a)(9) of the Securities Act for the exemption. This represents a substantial dilutive issuance to existing shareholders, with the conversion ratios ranging from 7:1 to 146:4 common-to-preferred shares, and would materially affect a reasonable investor's assessment of ownership dilution and capital structure.
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8-K
Dilutive issuance
confidence 85%
filed 2026-08-05
Item 1.01
A10 Networks issued a warrant to Microsoft granting the right to purchase up to 800,000 shares at $0.01 per share, with vesting based on Microsoft's product purchases and exercisability starting in 2028-2029. This unregistered equity issuance represents a dilutive transaction that will dilute existing shareholders upon exercise.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
The Company issued and sold 45,093 shares of common stock for $45.00 million on July 1, 2026, pursuant to a subscription agreement in reliance on Section 4(a)(2) of the Securities Act and Regulation D—a classic unregistered private placement. This is a material capital-raising event for the fund that dilutes existing shareholders and is disclosed under Item 3.02 (Unregistered Sales of Equity Securities).
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
The Company issued 425,765 common shares for approximately $8.6 million under Section 4(a)(2) and Regulation D Rule 506, and issued 3,509.10 Class E Common Shares to an affiliate as payment for advisory fees. These unregistered equity issuances are dilutive to existing shareholders.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
The filing discloses an unregistered sale of 1,817,941 Class S-2 shares for approximately $26.6 million under Section 4(a)(2) and Regulation D. This is a classic dilutive private placement to accredited investors, which is material to shareholders as it increases share count and dilutes existing ownership. The transaction is properly classified under Item 3.02 (Unregistered Sales of Equity Securities).
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
The filing discloses an unregistered sale of equity securities across multiple share classes (Class B, R-I, R-S, and M-I) totaling approximately $2.6 million in aggregate consideration on August 3, 2026. The securities were issued pursuant to Section 4(a)(2) and Regulation D exemptions, which are characteristic of private placements. This is a dilutive issuance of unregistered equity that would materially affect a reasonable investor's assessment of share dilution and capital structure.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-05
Item 3.02
Blue Owl Real Estate Net Lease Trust sold 15,070,694 common shares for approximately $161.4 million on August 3, 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 92%
filed 2026-08-04
Item 1.01
Pinnacle West Capital Corporation entered into an Equity Distribution Agreement on August 4, 2026, authorizing the issuance and sale of up to $500 million in common stock shares through an at-the-market offering and forward sale agreements. This is a material dilutive equity issuance that will increase the share count and is registered under the Securities Act. The agreement includes both direct sales through managers and forward sale agreements with multiple financial institutions, representing a significant capital-raising transaction that would materially affect investor assessment of ownership dilution and the company's capital structure.
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8-K
Dilutive issuance
confidence 85%
filed 2026-08-04
Item 8.01
Ameren Corporation increased its equity distribution program by $2 billion, expanding the aggregate authorized gross sales price to $2.27 billion for potential issuance of common stock through multiple sales agents and forward sellers. This represents a material expansion of the company's capacity to issue dilutive equity securities, which is a key indicator of capital-raising activity and potential shareholder dilution.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-04
Item 3.02
This Item 3.02 discloses the issuance of 34,376,167 shares of common stock to the Company's Chairman upon conversion of $105.8 million in convertible promissory notes. Although technically exempt from registration under Section 3(a)(9) as an exchange with an existing security holder, this represents a substantial dilutive equity issuance that materially increases share count (from ~66.5M to ~100.8M shares, a 52% increase) and significantly increases the Chairman's ownership stake to 44.3% of voting power. The conversion eliminates substantial debt but creates substantial dilution to existing shareholders.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-04
Item 3.02
The Fund issued 5,795,000 unregistered Class IF limited partnership units for approximately $145 million on August 3, 2026, pursuant to Section 4(a)(2) and Regulation D exemptions to accredited investors and qualified purchasers.
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8-K
Dilutive issuance
confidence 92%
filed 2026-08-04
Item 3.02
ADI issued 150,000 shares of Series A Cumulative Convertible Participating Preferred Stock to Resideo on August 3, 2026, in an unregistered transaction relying on Section 4(a)(2) of the Securities Act as part of the spin-off separation transaction.
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6-K
Dilutive issuance
confidence 92%
filed 2026-08-04
EX-99.1
Hub Cyber Security Ltd. entered into a Securities Purchase Agreement dated July 20, 2026, to issue up to 40 million ordinary shares and pre-funded warrants to acquire purchase rights on Evofem Biosciences common stock. The transaction includes issuance of pre-funded warrants exercisable for 9.5 million ordinary shares at a nominal $0.001 per share, with a 4.99% beneficial ownership limitation to manage dilution.
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8-K
Dilutive issuance
confidence 85%
filed 2026-08-04
Item 3.02
Columbus Acquisition Corp disclosed unregistered sales of equity securities in connection with a proposed Business Combination, including Conversion Units and Conversion Shares issuable upon conversion of the Sponsor Extension Notes and Target Extension Notes, materially affecting existing shareholders' ownership stakes.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-04
Item 1.01
60 Degrees Pharmaceuticals entered into a Securities Purchase Agreement on July 30, 2026, to issue approximately 574,713 shares of common stock (or pre-funded warrants), series A warrants, and series B warrants in a private placement for approximately $1.0 million in gross proceeds. The unregistered securities were issued under Section 4(a)(2) of the Securities Act and Regulation D, with a registration rights agreement requiring a resale registration statement, and proceeds are intended for working capital and general corporate purposes.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-04
Item 1.01
Future FinTech Group Inc. entered into Securities Purchase Agreements on July 30, 2026, to issue 30,000,000 shares of common stock at $1.00 per share for $30,000,000 in aggregate gross proceeds in an unregistered private placement relying on Section 4(a)(2) and Regulation D exemptions. The issuance represents approximately 48% dilution to post-issuance outstanding shares and increases the controlling shareholder's affiliate stake from 27.0% to 32.9%, constituting a material capital-raising event with significant ownership dilution.
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8-K
Dilutive issuance
confidence 85%
filed 2026-08-04
Item 7.01
Fusemachines announced a $2.5 million convertible note investment from Meteora Capital with a fixed $4.20 conversion price, combined with 2.05 million warrants at the same exercise price, potentially generating up to $10.66 million in total capital. The press release explicitly notes the potential dilution to existing stockholders from conversion and warrant exercise, and the financing structure—convertible debt plus warrants—is characteristic of dilutive equity issuances. While the Item 7.01 disclosure is furnished (not filed), the underlying transaction involves creation of convertible securities and warrants that will dilute existing shareholders upon conversion and exercise.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-04
The filing discloses a private placement of 61.1 million shares of common stock and 61.1 million warrants at $0.05 per share for gross proceeds of $3.055 million, conducted pursuant to Section 4(a)(2) and Rule 506(b) of Regulation D—a classic unregistered equity issuance. Item 3.02 explicitly confirms this as an "Unregistered Sale of Equity Securities." The substantial share count and warrant component represent significant dilution to existing shareholders.
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8-K
Dilutive issuance
confidence 75%
filed 2026-08-04
The filing discloses multiple unregistered equity issuances in July 2026, including 700,000 shares to Streeterville (via Note Exchange), 386,145 shares to Horberg (via Series E Exchange), and conversions by 1800 Diagonal Lending totaling 610,042 shares, plus a 1,000,000 share issuance to Silverback Capital. These transactions under Item 3.02 represent substantial dilutive equity issuances exempt from registration under Section 4(a)(2) and Regulation D, typical of a small-cap company raising capital through private placements and debt conversions.
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8-K
Dilutive issuance
confidence 92%
filed 2026-08-04
Item 1.01
Oncotelic Therapeutics entered into a Securities Purchase Agreement with Pacific Pier Capital II, LP on August 3, 2026, issuing a convertible promissory note of $178,410 principal amount convertible into common stock at $0.06 per share, plus 500,000 commitment shares. This unregistered private placement combines convertible debt and equity commitment shares that will dilute existing shareholders upon conversion and exercise.
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8-K
Dilutive issuance
confidence 92%
filed 2026-08-04
The filing discloses entry into subscription agreements on July 31, 2026, whereby the Company will issue 800,000 Class A ordinary shares to three accredited investors at $10.00 per share for $8 million in aggregate gross proceeds, contingent upon consummation of the Merger with Goodvision. The shares are offered in reliance on Section 4(a)(2) and Regulation D exemptions, constituting an unregistered private placement. This is a material dilutive equity issuance in connection with a SPAC business combination.
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8-K
Dilutive issuance
confidence 92%
filed 2026-08-04
NextTrip entered into a Securities Purchase Agreement on July 31, 2026, to issue 89,430 shares of common stock to settle $144,876.71 in unpaid board compensation owed to five directors (four former, one current). Item 3.02 explicitly discloses this as an unregistered sale of equity securities under Section 4(a)(2) and Regulation D Rule 506. The issuance converts debt to equity at $1.62 per share, representing a dilutive capital transaction typical of small-cap companies raising cash or settling obligations through equity.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-04
Item 3.02
Camp4 Therapeutics completed the second closing of a private placement on August 3, 2026, issuing 10,756,498 shares at $1.53 per share, 39,306 insider shares at $1.65 per share, and 21,925,368 pre-funded warrants at $1.5299 per warrant, generating approximately $50.1 million in gross proceeds. The securities were sold under Section 4(a)(2) exemption without registration under the Securities Act of 1933, resulting in material dilution to existing shareholders.
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6-K
Dilutive issuance
confidence 75%
filed 2026-08-04
The 6-K discloses an erroneous filing of a prospectus supplement for an at-the-market offering of up to $5,058,329 of ordinary shares under a Form F-3 registration statement. Although the Company states the offering is not proceeding and no agreement was entered into, the disclosure of the attempted dilutive issuance and the correction of the erroneous filing is material to investors assessing the Company's capital-raising activities and equity structure. The materiality is supported by the substantial offering size and the need for investors to understand that the offering was filed in error and should be disregarded.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-04
Item 3.02
The filing discloses conversion of convertible promissory notes into common stock: 139,513 shares from the first note conversion and 1,160,000 shares from J.J. Astor conversions, totaling approximately 1.3 million shares issued without registration under Section 4(a)(2). This represents a material dilutive issuance of equity securities to accredited investors, which is the core substance of Item 3.02 disclosures and would significantly affect shareholder ownership percentages.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-04
Item 3.02
The filing discloses an unregistered private offering of Class E and Class FA common stock under Rule 506(c) of Regulation D, with approximately 241,200 shares issued for aggregate proceeds of $6,020,452 during the January–July 2026 period. This is a classic dilutive equity issuance exempt from registration, directly matching Item 3.02 disclosure requirements and the dilutive_issuance event type.
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8-K
Dilutive issuance
confidence 75%
filed 2026-08-03
Item 8.01
Southern Company announced offerings of $650 million and $1.5 billion in convertible senior notes in private placements to qualified institutional buyers under Rule 144A. While these are debt instruments, convertible notes carry inherent dilution risk to common shareholders upon conversion. The filing explicitly discloses conversion mechanics and the potential for share issuance "at Southern Company's election" upon conversion, making this a dilutive capital raise. The company also intends to repurchase existing convertible notes with proceeds, signaling refinancing activity typical of dilutive issuances.
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8-K
Dilutive issuance
confidence 85%
filed 2026-08-03
Item 8.01
Reformation Inc. completed its initial public offering on July 31, 2026, issuing 14,062,500 shares at $15.00 per share and raising approximately $210.9 million in gross proceeds, marking the company's transition to public markets.
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8-K
Dilutive issuance
confidence 93%
filed 2026-08-03
Item 1.01
Nuwellis completed a registered direct offering on August 3, 2026, issuing 1,310,890 shares of common stock at $2.59 per share, generating approximately $3.4 million in gross proceeds, with concurrent private placement of warrants to purchase an equal number of shares at the same exercise price. The offering materially dilutes existing shareholders and increases the company's share count and capital structure.
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6-K
Dilutive issuance
confidence 85%
filed 2026-08-03
The Company entered into consultancy service agreements on August 3, 2026, pursuant to which it agreed to issue 250,000 Class A ordinary shares to each of two unaffiliated third parties (500,000 shares total) as consideration for strategic advisory and consulting services. The shares are being issued as restricted securities under Regulation S, representing a dilutive equity issuance to raise advisory services rather than cash. This is a material capital event affecting shareholder equity and voting power.
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8-K
Dilutive issuance
confidence 92%
filed 2026-08-03
Item 3.02
As part of the Perceptive financing transaction, Autolus issued unregistered warrants to Perceptive, representing a dilutive equity component of the overall capital-raising activity.
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6-K
Dilutive issuance
confidence 75%
filed 2026-08-03
EX-99.1
IQM issued 183,619 new shares through exercise of employee stock options under ESOP 1, increasing total shares outstanding from approximately 263.04 million to 263.22 million. While the absolute dilution is modest (~0.07%), the disclosure of new equity issuance and the resulting change in voting rights and share count is material to investors assessing ownership and capital structure, particularly in the context of the recent business combination completion on 1 July 2026.
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8-K
Dilutive issuance
confidence 95%
filed 2026-08-03
Item 3.02
Warburg Pincus Access Fund sold unregistered limited partnership units totaling $16,003,859 in aggregate consideration on July 1, 2026, as part of a continuous private offering exempt under Section 4(a)(2) and Regulation D, materially affecting the Fund's capital structure and existing unitholders' ownership percentages.
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