{"filing":{"accession_number":"0001493152-26-027496","cik":"0001879848","ticker":"PEVM","company_name":"PHOENIX MOTOR INC.","form":"8-K","filing_date":"2026-06-05","report_date":null,"primary_document":"form8-k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1879848/000149315226027496/form8-k.htm"},"events":[{"id":6599,"run_id":5777,"accession_number":"0001493152-26-027496","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"summary":"Phoenix Motor entered into a $4 million term loan facility with Concrete Jungle Ltd. on June 1, 2026, secured by substantially all company assets and accompanied by a warrant for 80,896 shares and a 49% equity option in PhoenixEV. The transaction includes concurrent settlement of $3.8 million in JJA obligations and transfer of four electric buses, representing a material financing transaction that restructures the company's capital structure.","company_name":"PHOENIX MOTOR INC.","ticker":"PEVM","filing_date":"2026-06-05","form":"8-K","submitted_at":null,"items":[{"id":4813,"accession_number":"0001493152-26-027496","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"Phoenix Motor entered into a $4 million term loan facility (evidenced by a $5 million discount note) with Concrete Jungle Ltd. on June 1, 2026, secured by substantially all company assets and accompanied by a warrant for 80,896 shares and a 49% equity option in PhoenixEV. This represents a material financing transaction that restructures the company's capital structure and includes significant dilutive equity components and governance rights for the lender. The concurrent settlement of $3.8 million in JJA obligations and transfer of four electric buses further demonstrates the material nature of this financing event.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T20:18:34.537069+00:00","company_name":"","ticker":null,"filing_date":""},{"id":4814,"accession_number":"0001493152-26-027496","item_number":"2.03","item_title":"Creation of a Direct Financial","event_type":"covenant_breach","event_domain":"financial","is_material":true,"confidence":0.35,"reasoning":"This Item 2.03 discloses creation of a direct financial obligation under a term loan agreement and senior secured note ($5M face, $4M draw, 10% interest, maturing May 31, 2027) secured by substantially all company assets. While the disclosure itself describes a new debt obligation rather than a breach, the structure and timing suggest potential financial stress; however, the prose does not explicitly state a covenant violation or triggering event that accelerates obligations. The low confidence reflects ambiguity about whether this is a routine debt issuance or a distressed financing that should be classified as covenant_breach or other_material.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T20:18:34.537069+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":6600,"run_id":5777,"accession_number":"0001493152-26-027496","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"Phoenix Motor issued an unregistered warrant to purchase 80,896 shares of common stock at $3.00 per share in connection with the loan agreement, relying on Section 4(a)(2) and Regulation D exemptions. This dilutive issuance materially affects shareholder ownership and potential dilution.","company_name":"PHOENIX MOTOR INC.","ticker":"PEVM","filing_date":"2026-06-05","form":"8-K","submitted_at":null,"items":[{"id":4815,"accession_number":"0001493152-26-027496","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":"Phoenix Motor issued an unregistered warrant to purchase 80,896 shares of common stock at $3.00 per share in connection with a loan agreement, relying on Section 4(a)(2) and Regulation D exemptions. This is a classic dilutive issuance—equity securities issued without registration—that would materially affect shareholder ownership and the total mix of information available to investors regarding potential dilution.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T20:18:34.537069+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":4813,"accession_number":"0001493152-26-027496","item_number":"1.01","item_title":"Entry into a Material Definitive","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"Phoenix Motor entered into a $4 million term loan facility (evidenced by a $5 million discount note) with Concrete Jungle Ltd. on June 1, 2026, secured by substantially all company assets and accompanied by a warrant for 80,896 shares and a 49% equity option in PhoenixEV. This represents a material financing transaction that restructures the company's capital structure and includes significant dilutive equity components and governance rights for the lender. The concurrent settlement of $3.8 million in JJA obligations and transfer of four electric buses further demonstrates the material nature of this financing event.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T20:18:34.537069+00:00","company_name":"PHOENIX MOTOR INC.","ticker":"PEVM","filing_date":"2026-06-05"},{"id":4814,"accession_number":"0001493152-26-027496","item_number":"2.03","item_title":"Creation of a Direct Financial","event_type":"covenant_breach","event_domain":"financial","is_material":true,"confidence":0.35,"reasoning":"This Item 2.03 discloses creation of a direct financial obligation under a term loan agreement and senior secured note ($5M face, $4M draw, 10% interest, maturing May 31, 2027) secured by substantially all company assets. While the disclosure itself describes a new debt obligation rather than a breach, the structure and timing suggest potential financial stress; however, the prose does not explicitly state a covenant violation or triggering event that accelerates obligations. The low confidence reflects ambiguity about whether this is a routine debt issuance or a distressed financing that should be classified as covenant_breach or other_material.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T20:18:34.537069+00:00","company_name":"PHOENIX MOTOR INC.","ticker":"PEVM","filing_date":"2026-06-05"},{"id":4815,"accession_number":"0001493152-26-027496","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":"Phoenix Motor issued an unregistered warrant to purchase 80,896 shares of common stock at $3.00 per share in connection with a loan agreement, relying on Section 4(a)(2) and Regulation D exemptions. This is a classic dilutive issuance—equity securities issued without registration—that would materially affect shareholder ownership and the total mix of information available to investors regarding potential dilution.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-05T20:18:34.537069+00:00","company_name":"PHOENIX MOTOR INC.","ticker":"PEVM","filing_date":"2026-06-05"}]}