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.
Ouster completed a registered public offering of 3,621,876 shares of common stock at $55.22 per share, raising approximately $191.9 million in net proceeds. This is a material equity issuance disclosed under Item 8.01 that dilutes existing shareholders and represents a significant capital-raising event for the company.
View raw filing on EDGAR →AGENUS issued unregistered warrants to purchase 221,525 shares of common stock, representing a dilutive equity issuance to existing shareholders.
View raw filing on EDGAR →Warburg Pincus Access Fund sold unregistered limited partnership units totaling $11.1 million to third-party investors on June 1, 2026, pursuant to Section 4(a)(2) and Regulation D exemptions, representing a significant capital raise and expansion of the Fund's investor base.
View raw filing on EDGAR →The filing discloses an unregistered sale of 1,873,541.8118 common shares for $47.3 million in aggregate consideration under Section 4(a)(2) and Regulation D Rule 506. This is a classic dilutive equity issuance by a REIT in a continuous private offering, exempt from registration. The magnitude ($47.3M) and share count are material to investors assessing capital structure and ownership dilution.
View raw filing on EDGAR →The Company issued 1,465,043 newly created Class B ordinary shares to CEO Shek Kin Pong at US$0.9363 per share (US$1.37M aggregate) in a private subscription agreement closed July 2, 2026. This is a dilutive equity issuance to an insider that increases his voting power to 98.42% of total voting power. The transaction was structured under Regulation S as an offshore private placement, making it an unregistered equity sale characteristic of dilutive issuances under Item 3.02.
View raw filing on EDGAR →The 6-K discloses entry into a Securities Purchase Agreement on July 3, 2026, under which China SXT Pharmaceuticals agreed to issue Class A ordinary shares to an institutional investor for up to $30 million in aggregate, with an initial closing of $3.15 million expected July 6, 2026. The securities were issued in reliance on Regulation D (private placement exemption), not registered under the Securities Act. This is a dilutive equity issuance characteristic of a PIPE or private placement, material to investors assessing ownership dilution and capital structure.
View raw filing on EDGAR →The filing discloses the third closing of a private placement of Series A Convertible Preferred Stock and Warrants under Section 4(a)(2) and Regulation D Rule 506(c). The Company issued 195 Units (195 Preferred Shares convertible at $0.05 per share and 195 Warrants exercisable at $0.0625 per share) for $195,000 gross proceeds. The Preferred Shares and Warrants are convertible/exercisable into common stock, creating significant dilution to existing shareholders. Item 3.02 explicitly addresses "Unregistered Sales of Equity Securities," confirming this is a dilutive equity issuance requiring registration rights and liquidated damages provisions.
View raw filing on EDGAR →Silvaco is issuing 69,062 shares of common stock to a former Tech-X equityholder as consideration for the Tech-X acquisition—specifically for contingent earnout consideration and post-closing purchase adjustments. This is a dilutive equity issuance without cash proceeds to the company, fitting the definition of dilutive_issuance. While the shares are issued in connection with an M&A transaction (Tech-X Acquisition), the 8-K Item 8.01 disclosure centers on the equity issuance itself rather than the acquisition completion, and the company receives no cash proceeds, making this a capital-dilutive event material to shareholders.
View raw filing on EDGAR →The 6-K discloses an amendment to an At Market Sales Agreement increasing the maximum aggregate offering price by $50,000,000 in ordinary shares. This is an unregistered or registered equity issuance program that is dilutive to existing shareholders. The material increase in authorized offering size ($50M additional) represents a significant capital-raising event that would affect investor assessment of dilution and capital structure.
View raw filing on EDGAR →The Company issued 5,749,999 Class A ordinary shares to the Sponsor upon conversion of Class B shares, relying on the Section 3(a)(9) exemption from Securities Act registration. This unregistered equity transaction materially increased the outstanding Class A share count from approximately 23 million to 28.7 million shares, affecting share dilution and voting structure.
View raw filing on EDGAR →The filing discloses entry into an Amended and Restated Common Stock Purchase Agreement granting an accredited investor the right to purchase up to $20,000,000 in newly issued shares of common stock, with purchase mechanics tied to VWAP pricing and volume thresholds. This is a classic at-the-market (ATM) or PIPE-like arrangement that creates dilutive equity issuance capacity. The July 2, 2026 amendment further refines the pricing mechanism. Such arrangements are material to equity investors as they represent potential dilution and capital raising activity.
View raw filing on EDGAR →The company disclosed an unregistered sale of equity securities (Shares) pursuant to the Stock Purchase Agreement, relying on Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D, representing a material private placement that dilutes existing shareholders.
View raw filing on EDGAR →The filing discloses conversion of 750,000 shares of Series A Preferred Stock into 750,000,000 shares of common stock by three insiders (Kaltsas, Johnson, and Pumphrey), resulting in a massive increase in common share count from 2.1 million to 752.1 million shares. Although technically exempt from registration under Section 3(a)(9) as an exchange with existing security holders, this represents a highly dilutive issuance of equity that materially affects share ownership and voting power, fitting the dilutive_issuance category.
View raw filing on EDGAR →The filing discloses that Boost Run has received over $45 million in gross cash proceeds from the exercise of approximately 4.0 million of its 11.47 million public warrants since the May 8, 2026 business combination closing. This represents a material dilutive issuance of common stock upon warrant exercise, which increases the outstanding share count and raises capital. The company explicitly notes the warrant exercises have "reduced the number of outstanding public warrants and related warrant overhang" and may "simplify its capital structure," indicating this is a significant capital event.
View raw filing on EDGAR →The filing discloses a private placement of 65,591 shares of common stock to the CEO/President/Director at $1.5246 per share for $100,000 in gross proceeds, made in reliance on Section 4(a)(2) and Regulation D exemptions from registration. This is an unregistered sale of equity securities (Item 3.02) that increases the CEO's ownership stake to 10.71% and dilutes existing shareholders. The transaction is material as it involves insider participation and represents a capital raise by an unregistered offering.
View raw filing on EDGAR →Idaho Copper Corporation closed an underwritten public offering of 3,712,000 shares of common stock and accompanying warrants at $4.85 per share, raising approximately $18 million in gross proceeds ($16 million net). The company also granted underwriters a 45-day over-allotment option for an additional 556,800 shares and warrants, with underwriters exercising the warrant portion on July 2, 2026. This is a material registered equity issuance that dilutes existing shareholders and represents a significant capital raise for the company.
View raw filing on EDGAR →The filing discloses two unregistered equity issuances: (1) 750,131,126 shares of common stock plus 3,250,000 shares of Series E Preferred Stock issued to Project Nickel LLC in exchange for settling a $1.22M convertible note, and (2) 150,000,000 shares of common stock issued to David M. Garrity for $50,000 cash. Both transactions are unregistered private placements under Section 3(a)(9) and Section 4(a)(2) of the Securities Act. The massive dilution (900M+ common shares issued) represents a material capital event that would significantly affect investor assessment of ownership and equity value.
View raw filing on EDGAR →The Company disclosed entry into a Capital on Demand™ Sales Agreement (ATM Program) with a $25 million aggregate offering price and reported that 2.6 million shares had already been sold, generating $11.6 million in net proceeds. This is a classic at-the-market (ATM) equity offering—an unregistered or registered continuous equity issuance that dilutes existing shareholders. The fact that proceeds were mandatorily used to pay down debt (per the secured term loan facility requirement) underscores financial stress and the dilutive nature of the capital raise.
View raw filing on EDGAR →The filing discloses an unregistered sale of 97,200.66 common shares for approximately $1,984,000 under Section 4(a)(2) and Regulation D Rule 506, which is a classic private placement. The Item 3.02 designation and the explicit reference to exempt offering mechanics confirm this is a dilutive equity issuance. The sale occurred on July 1, 2026, as part of a continuous private offering.
View raw filing on EDGAR →Neutron Holdings completed an initial public offering on July 2, 2026, issuing 6,679,791 shares of Common Stock at $25.00 per share for approximately $167 million in gross proceeds.
View raw filing on EDGAR →The filing discloses an unregistered sale of 2,931,697 Class S-2 shares for approximately $42.5 million to accredited investors under Section 4(a)(2) and Regulation D. This is a classic dilutive private placement that increases the share count and raises capital, which is material to investors' assessment of ownership dilution and the company's capital structure.
View raw filing on EDGAR →The Company issued 5,500 shares of unregistered Series D Convertible Preferred Stock (stated value $1,000 per share, convertible at $0.25 per share subject to a $0.15 floor) to an accredited investor under Section 4(a)(2) and Rule 506(b) as consideration for the CannEpil® license acquisition, with C/M Capital Partners committing to invest at least $1 million within 60 days and a contingent $1 million sales bonus upon achieving $5 million in cumulative net revenue.
View raw filing on EDGAR →Blue Owl Real Estate Net Lease Trust sold 18.5 million common shares for approximately $198.3 million in gross proceeds on July 1, 2026, pursuant to Section 4(a)(2), Regulation D, and/or Regulation S exemptions from Securities Act registration.
View raw filing on EDGAR →Eos Energy announced commencement of a rights offering on July 2, 2026, pursuant to a shelf registration statement filed on Form S-3. The offering grants existing shareholders subscription rights to purchase units consisting of common stock and warrants at $5.481 per unit. This is a dilutive equity issuance that will increase the share count and warrant obligations, materially affecting existing shareholders' ownership percentages and the company's capital structure.
View raw filing on EDGAR →The press release discloses multiple equity issuances and conversions during Q2 2026 that collectively increase shareholder equity by $3.8 million, including: conversion of $2.1 million in related-party loans and convertible debentures into 2,192 Series B Convertible Preferred Shares; conversion of 1,351 Series A Convertible Preferred Shares into ~1.5 million common shares; issuance of 257,638 common shares to settle accrued interest; and exercise of 256,410 warrants. These transactions involve significant dilution to existing shareholders through debt-to-equity conversions and warrant exercises, characteristic of dilutive capital restructuring at a small-cap issuer.
View raw filing on EDGAR →Elicio Therapeutics entered into a Securities Purchase Agreement on July 1, 2026, to issue 4,380,313 shares of common stock at $3.43 per share in a registered direct offering, generating approximately $15 million in gross proceeds. The offering is being made pursuant to an effective Form S-3 registration statement, with proceeds intended to fund clinical development and working capital.
View raw filing on EDGAR →The filing discloses an unregistered sale of 47,747 common shares of beneficial interest for $721,943.51 pursuant to subscription agreements and exempt under Section 4(a)(2) and Regulation D. This is a classic private placement of equity securities, which is material to investors as it represents dilution and capital raising activity typical of BDCs.
View raw filing on EDGAR →MetaVia Inc. entered into an At The Market (ATM) Offering Agreement on November 6, 2025, and filed a prospectus supplement on July 2, 2026, to offer and sell up to $4,000,000 of common stock shares through Ladenburg Thalmann. This is a classic dilutive equity issuance under Rule 415(a)(4), which creates potential shareholder dilution and is material to investors assessing capital structure and ownership stakes.
View raw filing on EDGAR →The operating partnership issued $345 million of exchangeable senior notes to qualified institutional buyers under Rule 144A as an unregistered private placement, with the notes exchangeable into approximately 11.9 million common shares at an initial exchange rate of 28.2466 shares per $1,000 principal.
View raw filing on EDGAR →This is an at-the-market (ATM) sales agreement dated July 2, 2026, under which NervGen Pharma Corp. authorizes Leerink Partners LLC to sell up to US$50,000,000 of common shares on an ongoing basis. The agreement explicitly permits sales "at market prices" through Nasdaq and other U.S. trading venues (Section 3), with the Company retaining discretion to issue Placement Notices controlling timing and volume. This is a classic dilutive equity issuance arrangement that would materially affect shareholder interests through potential share dilution.
View raw filing on EDGAR →BridgeBio entered into an Investment Agreement on July 1, 2026, under which Sixth Street Partners and HealthCare Royalty (a KKR affiliate) purchased $1 billion in Series A Cumulative Convertible Participating Preferred Stock, convertible into approximately 6.78 million common shares at an initial conversion price of $137.79 per share. This substantial private placement, relying on Section 4(a)(2) exemption, materially dilutes existing shareholders' ownership and voting power while strengthening the company's balance sheet.
View raw filing on EDGAR →The 6-K discloses exercise of put options by investors in a September 2025 private placement, requiring the Company to repurchase 1,196,295 Ordinary Shares and 633,931 Pre-Funded Warrants in exchange for 2,114,583 TON tokens and 5,136,459 USDC tokens. While the immediate event is a share repurchase (reducing dilution), the underlying transaction chain originates from the dilutive private placement financing with embedded put rights, which materially affects capital structure and investor rights.
View raw filing on EDGAR →Mitesco entered into a $30 million equity line of credit facility with C/M Capital Partners, L.P., allowing the company to draw capital over 36 months by issuing common stock at a 10% discount to market price, subject to a 4.99% beneficial ownership cap. The company issued a $600,000 Convertible Promissory Note as consideration and agreed to register the shares for resale.
View raw filing on EDGAR →Mitesco issued over 4.5 million shares of restricted common stock in unregistered private placements under Regulation D exemptions, including 454,052 shares for Series X Preferred dividends, 3,698,147 shares for Series A Preferred redemptions, 700,000 shares for consulting services, and 400,000 shares as management incentives.
View raw filing on EDGAR →The exhibit announces completion of an approximately €11.8 million equity raise comprising a €10.65 million equity financing plus €1.1 million from capitalization of bridge loan OID and PIK interest, together with a separate €4 million investment by FOCUS ON NEXT FRONTIER. This represents a material dilutive equity issuance totaling approximately €15.8 million, executed as part of a financial restructuring to strengthen the balance sheet and liquidity position. The involvement of new shareholders (FOCUS) and existing shareholders (Generalitat de Catalunya via IFEM) confirms the issuance of new equity securities.
View raw filing on EDGAR →PIMCO Asset-Based Lending Co LLC completed an unregistered sale of LLC interests totaling approximately $44.7 million across multiple share classes to third-party investors on June 1, 2026, exempt under Section 4(a)(2) and Regulations D and S. This dilutive issuance materially affects existing shareholders' ownership percentages.
View raw filing on EDGAR →Veru Inc. entered into an at-the-market (ATM) sales agreement on July 2, 2026, authorizing the issuance and sale of up to $21.8 million of common stock through Oppenheimer & Co. and Canaccord Genuity as sales agents. This is a registered equity offering under Form S-3 that creates potential dilution to existing shareholders and represents a material capital-raising activity typical of dilutive issuances.
View raw filing on EDGAR →Pyxis Oncology entered into a securities purchase agreement on June 30, 2026, to issue 19,600,153 shares of common stock at $2.551 per share plus warrants to purchase an equal number of shares at $3.289 per share, generating approximately $50 million in gross upfront proceeds with potential additional $64 million if warrants are exercised. This private placement significantly extends the company's cash runway into Q2 2027 and funds advancement of its lead clinical program.
View raw filing on EDGAR →The disclosure reports exercise of warrants resulting in issuance of 13,619,377 shares of common stock to OC III LFE II, LP on June 30, 2026. This represents a substantial dilutive issuance that increased outstanding shares from an implied ~19.2 million to 32.8 million shares (approximately 71% dilution), materially affecting shareholder ownership and voting power. The magnitude and nature of the warrant exercise constitute a material capital event requiring disclosure under Item 8.01.
View raw filing on EDGAR →Enanta Pharmaceuticals entered into an Open Market Sale Agreement with Jefferies LLC authorizing the sale of up to $75 million in common stock through an at-the-market (ATM) offering. This is a dilutive equity issuance that would materially affect existing shareholders through potential dilution and is a significant capital-raising event for the company.
View raw filing on EDGAR →This is an ASX Appendix 2A application for quotation of 34,824 ordinary shares issued on vesting of 54,480 performance rights under an employee incentive scheme on 2–3 July 2026. While the immediate issuance is modest in absolute terms, it represents a dilutive equity event (conversion of unquoted performance rights into quoted ordinary shares) that increases the share count and would be material to a reasonable investor assessing capital structure and dilution. The document confirms the securities rank equally with existing ordinary shares and notes substantial unquoted convertible securities (45.2M convertible notes, 35M convertible debentures) that pose future dilution risk.
View raw filing on EDGAR →ITG, Inc. completed an initial public offering on July 2, 2026, issuing 19,512,196 shares of Class A Common Stock at $16.00 per share, with underwriters exercising an option to purchase an additional 2,926,829 shares. The proceeds were used to purchase LLC interests from ITG Parent, which then repaid debt facilities.
View raw filing on EDGAR →ITG, Inc. issued over 101 million shares of Class A and Class B Common Stock to Oaktree Blocked Fund, Oaktree Aggregator, and ITG Management Holdings, LLC on July 1, 2026, in reliance on Section 4(a)(2) exemption from Securities Act registration as part of a restructuring or recapitalization transaction.
View raw filing on EDGAR →CID Holdco issued a $500,000 secured convertible note to a new investor in reliance on Section 4(a)(2) and Regulation D exemptions, providing additional capital through an unregistered private placement of a dilutive equity instrument.
View raw filing on EDGAR →Tenon Medical completed a registered public offering on July 1, 2026, issuing 11,052,631 shares of common stock (or pre-funded warrants) and 13,263,159 common stock purchase warrants, raising $4.2 million in gross proceeds. The offering includes warrants exercisable at $0.38 and $0.001 per share, with proceeds to be used in part for repayment of convertible notes, reflecting significant dilution to existing shareholders.
View raw filing on EDGAR →ISQ Open Infrastructure Co LLC completed unregistered sales of equity securities totaling $31.9 million across Series I and Series II share classes as of June 1, 2026, exempt from Securities Act registration under Section 4(a)(2), Regulation D, and/or Regulation S.
View raw filing on EDGAR →The Company sold 76.35 million shares of Common Stock over two days (June 30 and July 1, 2026) pursuant to an at-the-market (ATM) sales agreement with A.G.P./Alliance Global Partners, raising approximately $7.11 million in gross proceeds. This represents a dilutive issuance that increased outstanding shares from 21.5 million to 97.9 million—a 355% increase—which is material to investors' assessment of ownership dilution and capital structure.
View raw filing on EDGAR →Elroy Air issued unregistered convertible promissory notes and warrants to institutional investors in a pre-funded offering under Section 4(a)(2) of the Securities Act as part of the business combination transaction.
View raw filing on EDGAR →OS Therapies entered into a securities purchase agreement on June 30, 2026, to issue a $10 million senior secured convertible promissory note, 275,000 commitment shares, and a five-year warrant for 1,750,000 shares to Leonite Fund I, LP in a private placement. The transaction includes anti-dilution provisions and beneficial ownership limitations tied to NYSE American stockholder-approval thresholds, with the company obligated to seek stockholder approval within 90 days.
View raw filing on EDGAR →The Company issued 2,400,000 Class B ordinary shares to the CEO/Chairman's affiliate (Lianyue Holding Limited) at $0.165 per share for gross proceeds of $396,000 under Regulation S. This is an unregistered equity issuance that is dilutive to existing shareholders; post-closing, the CEO's affiliate controls approximately 97.69% of aggregate voting power, representing a material concentration of control and significant dilution to public shareholders.
View raw filing on EDGAR →