{"filing":{"accession_number":"0001493152-26-025446","cik":"0001892492","ticker":"ORBS","company_name":"Eightco Holdings Inc.","form":"8-K","filing_date":"2026-05-27","report_date":null,"primary_document":"form8-k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1892492/000149315226025446/form8-k.htm"},"events":[{"id":8839,"run_id":7761,"accession_number":"0001493152-26-025446","anchor_item_number":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"The filing discloses entry into a Master Services Agreement with ARK Capital Markets LLC on May 20, 2026, under Item 1.01 (Entry into a Material Definitive Agreement). The agreement involves substantial compensation arrangements including a 1.00% annual management fee on treasury assets, 2.2 million warrants exercisable at $1.01, potential milestone bonuses up to $10 billion capitalization, and 2.2 million restricted shares plus $250,000 annual cash compensation for a strategic advisor role. While this is primarily a services agreement rather than a traditional M\u0026A transaction, the materiality, multi-year term (5+ years), and significant equity and cash consideration warrant classification as a material definitive agreement. The alternative classification of exec_compensation is less appropriate since the principal event is the entry into the agreement itself, not compensation to existing executives.","company_name":"Eightco Holdings Inc.","ticker":"ORBS","filing_date":"2026-05-27","form":"8-K","submitted_at":null,"items":null}],"classifications":[{"id":2045,"accession_number":"0001493152-26-025446","item_number":null,"item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"The filing discloses entry into a Master Services Agreement with ARK Capital Markets LLC on May 20, 2026, under Item 1.01 (Entry into a Material Definitive Agreement). The agreement involves substantial compensation arrangements including a 1.00% annual management fee on treasury assets, 2.2 million warrants exercisable at $1.01, potential milestone bonuses up to $10 billion capitalization, and 2.2 million restricted shares plus $250,000 annual cash compensation for a strategic advisor role. While this is primarily a services agreement rather than a traditional M\u0026A transaction, the materiality, multi-year term (5+ years), and significant equity and cash consideration warrant classification as a material definitive agreement. The alternative classification of exec_compensation is less appropriate since the principal event is the entry into the agreement itself, not compensation to existing executives.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-05-28T02:38:11.611136+00:00","company_name":"Eightco Holdings Inc.","ticker":"ORBS","filing_date":"2026-05-27"}]}
