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 2026-06-03
Item 8.01
The Company increased the maximum aggregate offering price under an At The Market (ATM) offering agreement by $6,829,000 in additional common stock, with approximately $9,279,067 already sold to date. ATM offerings are equity issuances that dilute existing shareholders and are material capital-raising events, particularly for smaller-cap issuers like Rocket One Inc. The filing of a prospectus supplement confirms this is a registered dilutive equity offering.
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8-K
Dilutive issuance
confidence 85%
filed 2026-06-03
Item 3.02
Ondas Inc. disclosed unregistered sales of equity securities (the "Shares") exempt under Regulation S to non-U.S. investors, representing a dilutive issuance to existing shareholders.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-03
Item 3.02
The company completed unregistered private placements of 470,000 Private Placement Units ($4.7M) to the Sponsor and BTIG, LLC under Section 4(a)(2) exemptions, plus 140,000 Representative Shares to underwriters, concurrent with the IPO.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-03
Item 1.01
Astrotech entered into an at-the-market (ATM) offering agreement with H.C. Wainwright & Co. on June 2, 2026, authorizing the sale of up to $24.5 million in common stock shares. ATM offerings are classic dilutive equity issuances that allow continuous market sales and represent a material capital-raising activity that would affect investor assessment of share dilution and the company's financial position.
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8-K
Dilutive issuance
confidence 92%
filed 2026-06-03
Item 1.01
SPAR Group issued 3,190,569 shares of common stock to ReposiTrak in satisfaction of a $2.325 million debt obligation under a services agreement. This unregistered equity issuance under Section 4(a)(2) and Regulation D materially dilutes existing shareholders' ownership.
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8-K
Dilutive issuance
confidence 92%
filed 2026-06-03
Item 8.01
ReposiTrak received 3,190,569 shares of SPAR Group common stock as payment for services, representing a dilutive equity issuance to a third party (the Client). The Company elected to receive stock instead of cash for a $2.325 million service obligation, which is a material capital structure event. This is a classic dilutive issuance scenario where equity is used as consideration for services rather than cash.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-03
Item 1.01
LightPath Technologies entered into a securities purchase agreement on June 1, 2026, to issue 3,571,400 shares of Class A Common Stock at $14.00 per share, generating approximately $50.0 million in gross proceeds ($47.0 million net). The offering was announced via press release on June 2, 2026, and represents a registered primary offering that materially dilutes existing shareholders.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-03
BriaCell entered into a Placement Agency Agreement on May 31, 2026, to issue and sell 1,449,300 common shares at $3.25 per share, raising $4.71 million in gross proceeds. The offering closed on June 2, 2026. Additionally, the company issued 72,465 warrants to the placement agent as compensation. This is a registered direct offering of equity securities that dilutes existing shareholders and represents a material capital-raising event for the company.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-03
The filing discloses a private placement of 1,882,845 units at $2.39 per unit for approximately $4.5 million in gross proceeds (Item 1.01 and Item 3.02). Each unit includes one share of common stock and two warrants (Class A and Class B), resulting in 200% warrant coverage. The securities were issued under Section 4(a)(2) and Regulation D exemptions without registration, which is the hallmark of a dilutive equity issuance. This is a material capital-raising event for a small-cap company.
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8-K
Dilutive issuance
confidence 85%
filed 2026-06-03
The filing discloses an Exchange Agreement dated May 28, 2026, under which the Company exchanged $1,431,000 of principal debt for 5,315,450 shares of Class A common stock at $0.27 per share. This is a material dilutive issuance of equity securities in exchange for debt reduction. The 9.9% beneficial ownership limitation indicates a structured private placement typical of debt-for-equity conversions that materially dilute existing shareholders.
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8-K
Dilutive issuance
confidence 85%
filed 2026-06-03
The filing discloses a private placement of 250,000 shares of common stock and 250,000 warrants at $0.10 per share, closing on May 31, 2026, with gross proceeds of $19,054. Item 1.01 and Item 3.02 document an unregistered equity issuance under Section 4(a)(2) and Regulation D, which is a classic dilutive issuance. The inclusion of warrant coverage (1:1 ratio) and insider participation by directors and the chairman further signals capital-raising pressure typical of small-cap companies. Item 5.02 also discloses large option grants (5.04M, 3.24M, and 2.78M shares) to executives at $0.001 exercise price, which compounds dilution.
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8-K
Dilutive issuance
confidence 92%
filed 2026-06-03
The filing discloses an unregistered sale of equity securities under Item 3.02: Brand Engagement Network acquired 243,309 shares of Accelevate common stock for $1,000,000 and received a warrant to purchase an additional 243,309 shares at $4.11 per share. The securities were issued in reliance on exemptions from Securities Act registration requirements, and the Company stated intent to exercise the warrant for an additional $1,000,000 investment. This is a material strategic investment and commercial collaboration that would affect a reasonable investor's assessment of the registrant's capital allocation and business strategy.
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8-K
Dilutive issuance
confidence 92%
filed 2026-06-03
The filing discloses an unregistered sale of a $3.5 million convertible promissory note with conversion rights into common stock at a discount (95% of lowest daily VWAP), issued under Section 4(a)(2) and Regulation D exemptions. Item 3.02 explicitly addresses "Unregistered Sales of Equity Securities," and the note's conversion feature creates material dilution risk to existing shareholders. The company also committed to file a Form S-1 registration statement for resale of the conversion shares, confirming the equity issuance component.
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8-K
Dilutive issuance
confidence 75%
filed 2026-06-03
Item 8.01
The filing discloses that the Audit Committee and independent directors approved company affiliates to purchase shares under a previously disclosed at-the-market (ATM) offering, with three named executives (Co-CEOs Duggan and Zanganeh, and CFO Soni) indicating likely near-term purchases. ATM offerings are dilutive equity issuances that raise capital by selling shares at prevailing market prices, and executive participation signals confidence but also potential dilution to existing shareholders.
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8-K
Dilutive issuance
confidence 94%
filed 2026-06-03
Item 1.01
Energy Focus entered into a securities purchase agreement for a private placement of 65,789 shares of common stock at $3.80 per share, totaling $250,000, pursuant to a Section 4(a)(2) exemption. This unregistered equity issuance dilutes existing shareholders and materially affects the company's capital structure and ownership.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-03
Item 8.01
Mineralys entered into an underwriting agreement on June 3, 2026 to issue 5,660,378 shares of common stock at $26.50 per share, with expected net proceeds of approximately $142.5 million. This is a registered public offering of equity securities that will dilute existing shareholders. The disclosure of the underwriting agreement, pricing, and expected closing date constitutes a material dilutive issuance event requiring 8-K disclosure under Item 3.02 (though filed under Item 8.01).
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8-K
Dilutive issuance
confidence 85%
filed 2026-06-03
Item 1.01
The filing discloses an amendment to an At-The-Market (ATM) Issuance Sales Agreement with Aegis Capital Corp., extending the term to allow continued issuance and sale of shares. ATM agreements are equity offerings that enable dilutive issuances of securities, and amendments extending such agreements signal the company's intent to raise capital through equity dilution. This is material to investors assessing capital structure and shareholder dilution risk.
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8-K
Dilutive issuance
confidence 90%
filed 2026-06-03
Item 1.01
High Wire Networks entered into a Securities Purchase Agreement on May 28, 2026, to sell 34 shares of Series G Preferred Stock at $1,000 per share plus 12 restricted shares as equity incentive, with initial closing on June 1, 2026. The unregistered private placement under Section 4(a)(2) and Regulation D Rule 506 involves convertible preferred equity carrying a 12% dividend rate, with additional tranches of up to 70 shares available, representing a significant dilutive capital raise.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-03
Item 3.02
This Item 3.02 disclosure describes an unregistered private placement of preferred stock under Regulation D Rule 506(b) to accredited investors. During the period May 18–June 2, 2026, the Company issued 366,016 shares of Series 2025 Preferred Stock for $3.6 million in aggregate proceeds, bringing total outstanding shares to 11.68 million. The ongoing best-efforts offering with a $150 million cap and the material cash proceeds make this a dilutive equity issuance material to investors assessing the Company's capital structure and financing activities.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-03
Item 3.02
CXApp Inc. issued 12,267,843 shares of common stock to Avondale Capital, LLC under a Pre-Paid Purchase agreement dated October 17, 2025, at prices between $0.126216 and $0.126217 per share. The offering was made in reliance on Section 4(a)(2) of the Securities Act of 1933, indicating an unregistered private placement. This is a classic dilutive equity issuance that would materially affect shareholder ownership and is properly disclosed under Item 3.02.
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8-K
Dilutive issuance
confidence 65%
filed 2026-06-03
Item 1.01
Nauticus Robotics entered into a Third Amendment to its convertible debt agreement, reducing the conversion price from $2.20 to $1.80 per share. This material modification to the Company's capital structure represents a dilutive adjustment that increases equity dilution risk to existing shareholders, consistent with a pattern of downward conversion price adjustments within nine months suggesting financial distress.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-03
Item 3.02
Blue Owl Real Estate Net Lease Trust sold 15.5 million common shares for approximately $164.6 million in gross proceeds on June 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 75%
filed 2026-06-02
Item 7.01
QXO announced a proposed private offering of $3.0 billion in Senior Notes ($1.5B due 2031 and $1.5B due 2034) by its wholly owned subsidiary to qualified institutional buyers under Rule 144A and Regulation S. While technically debt rather than equity, this represents a material capital-raising transaction that would affect investor assessment of the company's capital structure, leverage, and financial obligations. The disclosure of a substantial debt issuance in reliance on Rule 144A/Reg S is a material financing event comparable in significance to dilutive equity issuances.
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8-K
Dilutive issuance
confidence 75%
filed 2026-06-02
Item 8.01
The disclosure describes a secondary offering of 11,000,000 shares of common stock by selling shareholders (with a 30-day option for up to 1,350,000 additional shares), which is a dilutive equity issuance. Although the Company itself did not sell shares and received no proceeds, it simultaneously repurchased 2,000,000 shares for approximately $558 million. The net dilution and the scale of the transaction (11 million shares offered) make this material to investors assessing the registrant's capital structure and shareholder value.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-02
Item 3.02
The Company completed a Series C Private Placement on May 29 and June 2, 2026, issuing 1,000,000 shares of Series C Preferred Stock at $100 per share for approximately $100 million in gross proceeds to institutional investors, made in reliance on Section 4(a)(2) and Regulation D Rule 506.
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8-K
Dilutive issuance
confidence 75%
filed 2026-06-02
Item 1.01
FS KKR Capital Corp entered into an underwriting agreement on June 1, 2026 for the issuance and sale of $900 million aggregate principal amount of 7.500% Notes due 2031. While this is a debt issuance rather than an equity issuance, the $900 million principal amount represents a material capital raise that would affect investor assessment of the company's capital structure and leverage. The filing is classified as Item 1.01 (Material Definitive Agreement), and the magnitude and nature of the transaction—a substantial debt offering through an underwriting agreement—qualifies as material.
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8-K
Dilutive issuance
confidence 75%
filed 2026-06-02
Item 8.01
Teleflex announced a private offering of $500 million in Senior Notes due 2032 to qualified institutional buyers under Rule 144A and Regulation S. While this is a debt issuance rather than equity, the company is raising material capital through an unregistered securities offering, which is a significant financing event that would affect investor assessment of the company's capital structure and financial position. The proceeds will be used to redeem existing 2027 Notes, representing a refinancing activity material to investors.
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8-K
Dilutive issuance
confidence 92%
filed 2026-06-02
Item 1.01
Tempest Therapeutics entered into a warrant exercise and inducement offer agreement on May 28, 2026, resulting in the issuance of unregistered securities including the exercise of existing warrants for approximately $2.0 million in gross proceeds at a reduced exercise price of $1.73 per share, and the issuance of new unregistered warrants to purchase 2,344,828 shares plus placement agent warrants to purchase 82,069 shares, all offered and sold under Section 4(a)(2) exemption.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-02
Item 1.01
Firefly Aerospace entered into an underwriting agreement on May 28, 2026, to conduct a public offering of 4,000,000 shares of common stock at $48.00 per share, with an additional 8,000,000 shares sold by selling stockholders and a 30-day greenshoe option for 1,800,000 additional shares. This is a material registered public offering that dilutes existing shareholders and raises capital for the company.
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8-K
Dilutive issuance
confidence 85%
filed 2026-06-02
Item 8.01
Medline Inc. completed a large underwritten public offering of 72.5 million shares of Class A common stock at $37.00 per share by selling stockholders affiliated with Blackstone, Hellman & Friedman, and ADIA, generating approximately $2.7 billion in gross proceeds and materially affecting the company's equity structure and shareholder base.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-02
Item 1.01
Curbline Properties Corp. entered into an ATM (at-the-market) Equity Offering Sales Agreement on June 2, 2026, authorizing the sale of up to $400 million in common stock shares, along with master forward confirmations for forward sale agreements. This is a classic dilutive equity issuance under Rule 415 of the Securities Act, structured as an ATM offering with forward sale components. The filing explicitly discloses the use of proceeds for general corporate purposes including property acquisitions, debt repayment, and capital expenditures, and notes that approximately $199.9 million in forward sale agreements remain outstanding from a prior program. This material capital-raising activity would significantly affect investor assessment of share dilution and the company's financing strategy.
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8-K
Dilutive issuance
confidence 88%
filed 2026-06-02
Item 1.01
Peabody Energy completed a private offering of $250 million in convertible senior notes on June 2, 2026, with conversion rights at 26.0970 shares per $1,000 principal (32.5% premium to VWAP), creating potential equity dilution. The company used capped call transactions to hedge dilution and applied $388.8 million of proceeds to repurchase existing 2028 convertible notes.
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8-K
Dilutive issuance
confidence 94%
filed 2026-06-02
Item 1.01
Quantum Corp completed a substantial dilutive equity issuance consisting of a private placement of 10,615,712 shares at $9.42 per share for $100 million gross proceeds, conversion of $57.2 million in convertible notes into approximately 3.1 million shares, and issuance of a warrant for 105,911 shares. The unregistered securities were sold to accredited investors subject to registration rights agreements.
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8-K
Dilutive issuance
confidence 82%
filed 2026-06-02
Item 3.02
Jaguar Health issued 64,668 shares of common stock in two privately negotiated exchange transactions with Streeterville Capital in exchange for preferred stock, relying on Section 3(a)(9) exemption. This dilutive equity issuance materially affects shareholder ownership and voting power.
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8-K
Dilutive issuance
confidence 85%
filed 2026-06-02
Item 7.01
TETRA Technologies announced an underwritten public offering of $100 million in common stock with a $15 million over-allotment option, constituting a material dilutive equity issuance that will affect existing shareholders' ownership percentages.
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8-K
Dilutive issuance
confidence 85%
filed 2026-06-02
Item 8.01
Whirlpool announced the pricing of a $2.0 billion private offering of senior secured second lien notes ($1.0 billion due 2031 and $1.0 billion due 2034) sold to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S. While technically debt rather than equity, this unregistered private placement of material securities is a significant capital-raising event that would materially affect investor assessment of the company's financial position and leverage.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-02
Item 8.01
Xometry entered into an underwriting agreement on June 1, 2026 for a public offering of 2,647,059 shares of Class A common stock at $85.00 per share, with net proceeds of approximately $215.2 million. This is a registered public offering of equity securities that will dilute existing shareholders. The magnitude (approximately $215 million in gross proceeds) and the explicit underwriting structure make this a material dilutive issuance requiring 8-K disclosure under Item 3.02 (though filed under Item 8.01).
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-02
Item 3.02
ESAB completed private placements totaling approximately $318 million on June 1, 2026, consisting of 175,000 shares of 6.50% Series A Mandatory Convertible Preferred Stock ($175.0 million) and 1,254,255 shares of common stock ($143.0 million), issued in reliance on Section 4(a)(2) exemptions. The Series A preferred stock features mandatory conversion into common stock (7.1806 to 8.2576 shares per preferred share) approximately three years after issuance, with registration rights agreements requiring the company to maintain resale registration statement effectiveness.
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8-K
Dilutive issuance
confidence 75%
filed 2026-06-02
Item 1.01
Virtuix amended three warrants with Streeterville Capital to reduce the exercise price from $6.00 to $4.00 per share and extend the Reduced Exercise Price Period through July 27, 2026, substantially increasing the likelihood and incentive for warrant exercise and effectively diluting existing shareholders.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-02
Item 3.02
The filing discloses an unregistered sale of 440,241.448 shares of common stock for $4,376,000 pursuant to subscription agreements, exempt under Section 4(a)(2) and Regulation D. This is a classic private placement dilutive issuance. The material aggregate offering price and substantial share count make this material to investors assessing ownership dilution and capital structure.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-02
Item 3.02
ISQ Open Infrastructure issued approximately 321,000 unregistered shares across multiple share classes for aggregate net consideration of $12,965,396 as of May 1, 2026, under Section 4(a)(2), Regulation D, and/or Regulation S exemptions.
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8-K
Dilutive issuance
confidence 85%
filed 2026-06-02
Item 7.01
SunPower announced its intention to offer common stock in lieu of cash interest payments on convertible senior notes due 2029. This represents a dilutive equity issuance triggered by financial stress—the company is substituting equity for cash debt service, a classic sign of liquidity constraints. The conversion of debt obligations into equity dilutes existing shareholders and signals potential financial distress.
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8-K
Dilutive issuance
confidence 85%
filed 2026-06-02
Item 1.01
NKGen Biotech entered into a Third Amendment to its Secured Convertible Loan Agreement on May 27, 2026, receiving $2.2 million in net proceeds through an unregistered sale of equity securities including a convertible promissory note (Additional Note #3) convertible at $0.08 per share, warrants exercisable at the same price, and 12,953,947 consideration shares to be delivered over 30 months. The transaction creates substantial dilution to existing shareholders through conversion, warrant exercise, and direct share issuance, typical of cash-strapped biotech financing.
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8-K
Dilutive issuance
confidence 92%
filed 2026-06-02
Item 3.02
Partners Group Lending Fund disclosed an unregistered sale of Class M and Class I units totaling 39,871 units to accredited investors under Section 4(a)(2) and Regulation D exemptions.
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8-K
Dilutive issuance
confidence 85%
filed 2026-06-02
Item 8.01
NRx Pharmaceuticals announced an underwritten public offering of common stock on June 2, 2026. While the disclosure is preliminary (announcing intent rather than completion), a registered public offering of equity is a material dilutive issuance that would affect shareholder ownership and is disclosed under Item 8.01 (Other Events). The announcement of intent to conduct such an offering is material to investors assessing capital structure and dilution risk.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-02
The filing discloses an unregistered private placement of 28,949 shares of common stock to the CEO/President/Director at $1.7272 per share for $50,000 in gross proceeds, completed May 29, 2026. The transaction is explicitly disclosed under Item 1.01 (Material Definitive Agreement) and Item 3.02 (Unregistered Sale of Equity Securities), relying on Section 4(a)(2) and Regulation D exemptions. This is a classic dilutive equity issuance to an insider that increases the CEO's ownership from approximately 10.38% to 11.3% (including spouse holdings), materially affecting shareholder ownership structure.
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8-K
Dilutive issuance
confidence 92%
filed 2026-06-02
The filing discloses an unregistered sale of securities under Item 3.02, specifically a convertible promissory note ($385,000 principal with $35,000 original discount) and a warrant to purchase 48,125 shares, both issued to an accredited investor on May 19, 2026. The securities were offered in reliance on Section 4(a)(2) and Regulation D exemptions. This is a classic dilutive issuance involving convertible debt and equity warrants that will result in significant shareholder dilution upon conversion and exercise.
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-02
Item 3.02 discloses an unregistered sale of equity securities completed on May 18, 2026, in which Leef Brands issued 33,146,842 Common Share Units at CN$0.25 per unit (raising approximately US$9.3 million), plus 11,084,132 Preferred Shares with 15% annual dividends and conversion rights. The securities are being offered pursuant to Section 4(a)(2) exemption and include warrants and convertible preferred shares, all of which are dilutive to existing shareholders. This is a material financing event typical of small-cap issuers raising capital through private placement.
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8-K
Dilutive issuance
confidence 92%
filed 2026-06-02
The filing discloses unregistered sales of equity securities under Item 3.02: a private placement of 4,750 Units to the Sponsor (JKapital Ltd.) at $10.00 per Unit, generating $47,500 in gross proceeds, issued pursuant to Section 4(a)(2) of the Securities Act. This follows the Company's May 11, 2026 IPO and the May 20, 2026 partial exercise of the underwriters' over-allotment option. The private placement of Units—each consisting of one ordinary share and one right—represents a dilutive issuance of unregistered equity securities to an insider (the Sponsor).
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8-K
Dilutive issuance
confidence 95%
filed 2026-06-02
XMax Inc. entered into Securities Purchase Agreements on May 28, 2026 to sell 486,500 shares of common stock at $7.347 per share for an aggregate offering price of $3,574,315.50 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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