{"filing":{"accession_number":"0001654954-26-006304","cik":"0000314227","ticker":"TOMZ","company_name":"TOMI Environmental Solutions, Inc.","form":"8-K","filing_date":"2026-06-29","report_date":null,"primary_document":"tomz_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/314227/000165495426006304/tomz_8k.htm"},"events":[{"id":14735,"run_id":13127,"accession_number":"0001654954-26-006304","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"summary":"TOMI Environmental Solutions entered into a definitive Agreement and Plan of Merger with Carbonium Core, Inc. on June 28, 2026, whereby TOMI will acquire Carbonium through a merger with a wholly owned subsidiary. Carbonium shareholders will receive approximately 19.99% common stock plus Series C Preferred Stock (convertible to ~90% ownership post-conversion), representing a material acquisition and change of control expected to close in Q3 2026.","company_name":"TOMI Environmental Solutions, Inc.","ticker":"TOMZ","filing_date":"2026-06-29","form":"8-K","submitted_at":null,"items":[{"id":12256,"accession_number":"0001654954-26-006304","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"TOMI Environmental Solutions entered into a definitive Agreement and Plan of Merger with Carbonium Core, Inc. on June 28, 2026, whereby TOMI will acquire Carbonium through a merger with a wholly owned subsidiary. The transaction involves issuance of 19.99% common stock plus Series C Preferred Stock (convertible to ~90% ownership post-conversion) to Carbonium shareholders, representing a material acquisition and change of control. This is a classic M\u0026A event disclosed under Item 1.01 with substantial strategic and financial implications for the registrant.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-29T21:09:40.754063+00:00","company_name":"","ticker":null,"filing_date":""},{"id":12257,"accession_number":"0001654954-26-006304","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"The filing discloses entry into a definitive merger agreement between TOMI Environmental Solutions and Carbonium Core, Inc., with Carbonium shareholders to receive approximately 90% ownership of the combined company post-closing. This is a material acquisition/change of control transaction expected to close in Q3 2026, transforming TOMI's business platform and strategic direction into the nuclear materials sector. The press release explicitly states this represents \"the beginning of an exciting new chapter\" and a fundamental business transformation.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-29T21:09:40.754063+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":12256,"accession_number":"0001654954-26-006304","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"TOMI Environmental Solutions entered into a definitive Agreement and Plan of Merger with Carbonium Core, Inc. on June 28, 2026, whereby TOMI will acquire Carbonium through a merger with a wholly owned subsidiary. The transaction involves issuance of 19.99% common stock plus Series C Preferred Stock (convertible to ~90% ownership post-conversion) to Carbonium shareholders, representing a material acquisition and change of control. This is a classic M\u0026A event disclosed under Item 1.01 with substantial strategic and financial implications for the registrant.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-29T21:09:40.754063+00:00","company_name":"TOMI Environmental Solutions, Inc.","ticker":"TOMZ","filing_date":"2026-06-29"},{"id":12257,"accession_number":"0001654954-26-006304","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"The filing discloses entry into a definitive merger agreement between TOMI Environmental Solutions and Carbonium Core, Inc., with Carbonium shareholders to receive approximately 90% ownership of the combined company post-closing. This is a material acquisition/change of control transaction expected to close in Q3 2026, transforming TOMI's business platform and strategic direction into the nuclear materials sector. The press release explicitly states this represents \"the beginning of an exciting new chapter\" and a fundamental business transformation.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-29T21:09:40.754063+00:00","company_name":"TOMI Environmental Solutions, Inc.","ticker":"TOMZ","filing_date":"2026-06-29"}]}
