{"filing":{"accession_number":"0001185185-26-003879","cik":"0001419275","ticker":"RVYL","company_name":"RTB Digital, Inc.","form":"8-K","filing_date":"2026-09-08","report_date":"2026-09-04","primary_document":"rtb8k090826.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1419275/000118518526003879/rtb8k090826.htm"},"events":[{"id":32109,"run_id":29498,"accession_number":"0001185185-26-003879","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"RTB Digital conducted a private placement of 456,306 shares of common stock for $5,078,720 gross proceeds under Regulation 506(b) to 12 investors, including affiliates of founders and principal stockholders, with registration rights and restricted stock status.","company_name":"RTB Digital, Inc.","ticker":"RVYL","filing_date":"2026-09-08","form":"8-K","submitted_at":null,"items":[{"id":35198,"accession_number":"0001185185-26-003879","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"RTB Digital conducted a private placement of 456,306 shares of common stock for $5,078,720 gross proceeds under Regulation 506(b), explicitly disclosed under Item 3.02 (Unregistered Sales of Equity Securities). The sale to 12 investors, including affiliates of founders and principal stockholders, represents a dilutive equity issuance material to investors assessing ownership and capital structure. The registration rights agreement and restricted stock status confirm this is a classic private placement transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T10:02:34.099364+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":32110,"run_id":29498,"accession_number":"0001185185-26-003879","anchor_item_number":"8.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"RTB Digital is progressing toward finalizing a Strategic Partnership transaction with a previously disclosed $10 million deposit being applied toward transaction consideration, pending completion of final diligence.","company_name":"RTB Digital, Inc.","ticker":"RVYL","filing_date":"2026-09-08","form":"8-K","submitted_at":null,"items":[{"id":35199,"accession_number":"0001185185-26-003879","item_number":"8.01","item_title":"Other Events","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The filing discloses progression toward finalizing a \"Strategic Partnership\" transaction with a previously disclosed $10 million deposit being applied toward transaction consideration. Although the language is cautious (\"progressing toward finalizing...pending completion of final diligence\"), the disclosure of a material transaction in advanced stages with committed consideration constitutes M\u0026A activity. The materiality of the $10 million deposit and the explicit reference to applying it to transaction consideration supports classification as ma_activity rather than a routine operational update.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T10:02:34.099364+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":35198,"accession_number":"0001185185-26-003879","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"RTB Digital conducted a private placement of 456,306 shares of common stock for $5,078,720 gross proceeds under Regulation 506(b), explicitly disclosed under Item 3.02 (Unregistered Sales of Equity Securities). The sale to 12 investors, including affiliates of founders and principal stockholders, represents a dilutive equity issuance material to investors assessing ownership and capital structure. The registration rights agreement and restricted stock status confirm this is a classic private placement transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T10:02:34.099364+00:00","company_name":"RTB Digital, Inc.","ticker":"RVYL","filing_date":"2026-09-08"},{"id":35199,"accession_number":"0001185185-26-003879","item_number":"8.01","item_title":"Other Events","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The filing discloses progression toward finalizing a \"Strategic Partnership\" transaction with a previously disclosed $10 million deposit being applied toward transaction consideration. Although the language is cautious (\"progressing toward finalizing...pending completion of final diligence\"), the disclosure of a material transaction in advanced stages with committed consideration constitutes M\u0026A activity. The materiality of the $10 million deposit and the explicit reference to applying it to transaction consideration supports classification as ma_activity rather than a routine operational update.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T10:02:34.099364+00:00","company_name":"RTB Digital, Inc.","ticker":"RVYL","filing_date":"2026-09-08"}]}
