US Corporate Distress Financial Stress SEC Filings — February 26, 2026

27-02-2026

Tandem Diabetes Care, Inc. (NASDAQ: TNDM) announced a proposed private placement of $200M aggregate principal amount of Convertible Senior Notes due 2032 to qualified institutional buyers under Rule 144A, with an option for initial purchasers to buy up to an additional $30M within 13 days of issuance. Net proceeds will fund capped call transactions to offset potential dilution and general corporate purposes, including acquisitions, strategic investments, working capital, and capital expenditures. The offering is subject to market conditions, with terms like interest rate and conversion rate to be set at pricing; forward-looking statements highlight risks such as market changes and failure to close.

• ·Notes are general unsecured obligations accruing semiannual interest; conversion at Tandem's election into cash, shares, or combination.
• ·Capped call transactions with option counterparties to cover shares underlying the notes, subject to cap.
• ·Notes and conversion shares unregistered under Securities Act; no offer/sale without exemption.
• ·Announcement date: February 23, 2026; SEC filing date: February 27, 2026.
• ·Maturity: 2032; hedge modifications possible by counterparties through maturity.

27-02-2026

Mitesco, Inc. disclosed via 8-K the execution of a Senior Secured Original Issue Discount Convertible Promissory Note by its subsidiary Amaze Holdings, Inc. to C/M Capital Master Fund, LP, pursuant to a Securities Purchase Agreement, with maturity 18 months from issuance and no interest accruing absent default. The note is secured by a first-priority lien on assets via a Security Agreement and fully guaranteed by subsidiaries, ranking senior to other indebtedness except pari passu with other notes issued under the same agreement. Events of default include payment failures, breaches, bankruptcy, and judgments exceeding $50,000, triggering 10% default interest.

• ·Maturity Date: 18 months from Original Issuance Date
• ·No interest accrues unless Event of Default (then 10% p.a., compounding monthly on 360-day year)
• ·Holder participation right in subsequent financings up to 100% Pro Rata Portion at 10% discount
• ·Cure periods: 10 days for certain breaches
• ·Proceedings undismissed for 45 or 30 days trigger default
• ·Hypothetical exchange example: $100,000 Note portion for Common Stock at 20% effective discount ($4.00 vs $5.00/share)

27-02-2026

Wyndham Hotels & Resorts, Inc. entered into a Seventh Supplemental Indenture on February 27, 2026, to issue $650M aggregate principal amount of 5.625% senior notes due 2033. Net proceeds were used to repay all outstanding borrowings under its term loan A and revolving credit facility, related fees, and for general corporate purposes. The notes are senior unsecured obligations, equal in right of payment to existing senior debt like the 4.375% notes due 2028, and guaranteed by certain domestic subsidiaries.

• ·Interest payable semi-annually in arrears on March 1 and September 1, commencing September 1, 2026.
• ·Optional redemption prior to March 1, 2029 at make-whole price or up to 40% of principal with equity offering proceeds; thereafter at 102.813% (2029), 101.406% (2030), and 100.000% (2031+).
• ·Change of Control Triggering Event requires repurchase offer at 101% of principal.
• ·Covenants restrict incurrence of liens-secured debt and sale-leaseback transactions.
• ·Notes effectively subordinated to secured credit facilities and structurally to non-guarantor subsidiaries' obligations.

27-02-2026

On February 26, 2026, Jupiter Neurosciences, Inc. received Nasdaq notices for non-compliance with the Minimum Bid Price Requirement (closing bid price < $1.00 for 30 consecutive business days from January 13 to February 25, 2026) and the MVLS Requirement (market value of listed securities below $35M for the same period), both critical for continued listing on Nasdaq Capital Market. However, the Company has 180 calendar days until August 25, 2026, to regain compliance by meeting $1.00 bid for 10+ consecutive business days and $35M MVLS for 10 consecutive days, with trading continuing uninterrupted under ticker JUNS. The Company plans to monitor and may pursue options like a reverse stock split, though success is uncertain.

• ·Nasdaq may require bid price maintenance beyond 10 days, up to 20 consecutive business days.
• ·Eligibility for second 180-day compliance period requires meeting MVLS and other initial listing standards (except bid price) and notifying intent to cure, potentially via reverse stock split.
• ·Designated disclosure channels: website https://jupiterneurosciences.com, X @jupiterneuro, Instagram @Nugevia.
• ·Address: 1001 North US HWY 1, Suite 504, Jupiter, FL 33477; Phone: (561) 406-6154.

27-02-2026

AIR Industries Group filed an 8-K on February 27, 2026, disclosing under Item 1.01 entry into a material definitive agreement. Item 9.01 includes financial statements and exhibits. No specific details on the agreement's terms, parties, value, financial impact, or any quantitative metrics are provided.

27-02-2026

Datavault AI Inc. filed an 8-K on February 27, 2026 (AccNo: 0001104659-26-020936), reporting under Item 3.01 a Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. No financial metrics, transaction values, guidance changes, or operational details were disclosed. This represents a material negative development with no mentioned positives or offsets.

27-02-2026

Limitless X Holdings Inc. filed a Form 8-K on February 27, 2026, disclosing under Item 1.01 entry into a material definitive agreement and under Item 2.03 the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement. Item 9.01 provides financial statements and exhibits. No specific details such as transaction value, parties, terms, financial metrics, or impacts are disclosed.

27-02-2026

Ultra Clean Holdings, Inc. filed a Form 8-K on February 27, 2026, reporting entry into a material definitive agreement under Item 1.01, other events under Item 8.01, and financial statements and exhibits under Item 9.01. No specific details on the agreement, transaction size, events, financial impacts, or quantitative metrics are disclosed. This is a multi-item filing with no period-over-period comparisons, guidance, or named entities beyond the filer provided.

27-02-2026

Ginkgo Bioworks Holdings, Inc. filed an 8-K on 2026-02-27 disclosing entry into a Material Definitive Agreement under Item 1.01. The filing also reports Financial Statements and Exhibits under Item 9.01. No specific details on the agreement terms, transaction value, parties involved, financial impacts, or other metrics are disclosed.

27-02-2026

FrontView REIT, Inc. filed a Form 8-K on February 27, 2026, disclosing multiple material events under Items 1.01 (Entry into a Material Definitive Agreement), 3.02 (Unregistered Sales of Equity Securities), 3.03 (Material Modifications to Rights of Security Holders), 5.03 (Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year), and 9.01 (Financial Statements and Exhibits). This is a multi-item filing with no specific transaction values, share counts, or financial metrics disclosed in the provided information. No positive or negative performance metrics are mentioned.

27-02-2026

Matador Resources Co filed an 8-K on 2026-02-27 disclosing entry into a material definitive agreement under Item 1.01, other events under Item 8.01, and financial statements and exhibits under Item 9.01. This is a multi-item filing with no specific details on the agreement, events, or exhibits provided. No quantitative metrics, positive or negative changes, or financial impacts are disclosed.

• ·Filing Accession Number: 0001104659-26-020877
• ·Filing Size: 500 KB
• ·Sector: NOT_DISCLOSED

27-02-2026

Graphic Packaging Holding Co filed an 8-K on 2026-02-27 disclosing entry into a material definitive agreement under Item 1.01 and creation of a direct financial obligation or off-balance sheet arrangement under Item 2.03, accompanied by financial statements and exhibits under Item 9.01. This is a multi-item filing with no specific details on transaction terms, size, parties, or financial impacts provided in the available information. No quantitative metrics, positive or negative performance indicators, or period-over-period comparisons are mentioned.

27-02-2026

The company filed an 8-K on February 27, 2026, disclosing entry into a new Material Definitive Agreement under Item 1.01 and termination of a prior Material Definitive Agreement under Item 1.02, alongside other events in Item 8.01 and financial statements/exhibits in Item 9.01. No specific details on the nature, parties, terms, or financial impacts of the agreements are disclosed. This appears to be a replacement or amendment of a prior agreement, but without further context, the net impact remains unclear.

27-02-2026

Larimar Therapeutics, Inc. filed an 8-K on February 27, 2026, reporting under Item 1.01 entry into a material definitive agreement and under Item 9.01 financial statements and exhibits. No details on the agreement, transaction value, financial impacts, or quantitative metrics are disclosed in the provided filing summary. No positive or negative metrics, period-over-period comparisons, or strategic context are mentioned.

27-02-2026

KORE Group Holdings, Inc. filed an 8-K on February 27, 2026, reporting under Item 1.01 entry into a material definitive agreement, under Item 8.01 other events, and under Item 9.01 financial statements and exhibits. No specific details on the nature of the agreement, events, transaction value, financial metrics, or impacts are disclosed in the provided filing summary. All quantitative data, parties involved, and outcomes remain NOT_DISCLOSED.

27-02-2026

MBX Biosciences, Inc. filed an 8-K on February 27, 2026, reporting under Item 1.01 entry into a material definitive agreement and under Item 5.02 departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers. Item 9.01 discloses financial statements and exhibits. No specific details, numerical values, transaction sizes, personnel names, or financial impacts are provided in the filing summary.

27-02-2026

Amazon.com Inc filed an 8-K on February 27, 2026, disclosing under Item 1.01 entry into a Material Definitive Agreement, Item 7.01 Regulation FD Disclosure, Item 8.01 Other Events, and Item 9.01 Financial Statements and Exhibits. This is a multi-item filing with the core event being a material definitive agreement, though specific details, transaction value, parties, and impacts are NOT_DISCLOSED. No financial metrics, guidance changes, or quantitative impacts are provided in the filing summary.

27-02-2026

Enzon Pharmaceuticals, Inc. filed a Form 8-K on 2026-02-27 reporting entry into a material definitive agreement under Item 1.01 (potential strategic positive) but also material modifications to rights of security holders under Item 3.03 (potential negative for shareholders), alongside Regulation FD disclosure (Item 7.01) and financial statements/exhibits (Item 9.01). This is a multi-item filing with no specific transaction details, dollar values, or financial metrics disclosed. No positive or negative quantitative changes are mentioned.

27-02-2026

reAlpha Tech Corp. filed an 8-K on 2026-02-27 disclosing a Notice of Delisting or Failure to Satisfy a Continued Listing Rule under Item 3.01, alongside Departure of Directors or Certain Officers under Item 5.02, Regulation FD Disclosure under Item 7.01, and Financial Statements and Exhibits under Item 9.01. This multi-item filing signals a major negative development with delisting, which typically impairs liquidity and investor access, compounded by potential leadership changes. No quantitative financial metrics, transaction values, or period-over-period comparisons are disclosed.

27-02-2026

FG Nexus Inc. filed an 8-K on February 27, 2026, disclosing material modifications to rights of security holders under Item 3.03 and amendments to articles of incorporation or bylaws (or change in fiscal year) under Item 5.03. Item 9.01 references financial statements and exhibits. No specific details, financial impacts, or quantitative metrics on these changes are disclosed in the provided information.

27-02-2026

Envoy Medical, Inc. filed an 8-K on 2026-02-27 disclosing under Item 3.01 a notice of delisting or failure to satisfy a continued listing rule or standard, including transfer of listing. Item 8.01 reports other events, and Item 9.01 includes financial statements and exhibits. No financial metrics, transaction values, or period-over-period comparisons are disclosed.

• ·Multi-item 8-K filing (Items 3.01, 8.01, 9.01)
• ·Filed on 2026-02-27 with AccNo: 0001213900-26-021116

27-02-2026

Presurance Holdings, Inc. closed its Rights Offering on February 27, 2026, issuing 4,284,640 shares of common stock upon exercise of subscription rights at $1.00 per share and an additional 9,715,360 shares to Clarkston Companies, Inc. under the backstop commitment. The company received $14M in gross proceeds, which are being used to redeem its Series B Preferred Stock including all accrued dividends, and for general corporate purposes. Unexercised rights expired on February 24, 2026, with no negative impacts reported.

• ·Backstop Agreement dated February 3, 2026
• ·Previous 8-K filed January 28, 2026
• ·S-1 registration (File No. 333-292735) effective February 6, 2026
• ·Subscription deadline: 5:00 p.m. ET on February 24, 2026

27-02-2026

Sphere 3D Corp. (NASDAQ: ANY) received notice from Nasdaq on February 26, 2026, confirming it has regained compliance with Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share. This resolves the deficiency initially notified on March 6, 2025. No further actions or ongoing issues related to this rule are mentioned.

• ·Registrant's principal executive offices: 243 Tresser Blvd, 17th Floor, Stamford, Connecticut, United States 06901
• ·Telephone number: (647) 952 5049
• ·IRS Employer Identification No.: 98-1220792
• ·Commission File Number: 001-36532

27-02-2026

Fold Holdings, Inc. (NASDAQ: FLD) announced the extinguishment of $66.3 million in convertible note obligations through strategic capital transactions, simplifying its capital structure by eliminating all convertible notes and their restrictive covenants. The company released 521 bitcoin from collateral and reduced potential share dilution by an estimated 8.0 to 10.0 million shares. This positions Fold for growth, including the launch of the Fold Credit Card and expansion into enterprise services.

• ·Transactions restore operational and financing flexibility by removing consent requirements and execution friction from prior notes.
• ·Bitcoin treasury can now support operational expenses, credit card warehouse/reserve requirements, or future financing.

27-02-2026

Indaptus Therapeutics, Inc. amended its Amended and Restated Certificate of Incorporation, effective February 27, 2026, to increase authorized capital stock to 1 billion shares of common stock ($0.01 par value) and 5 million shares of undesignated preferred stock ($0.01 par value). The amendment also permits stockholder actions by written consent without a meeting, subject to preferred stock rights, as approved by stockholders. No financial impacts or operational changes are disclosed.

• ·Original incorporation date: February 24, 2021
• ·Amendment adopted per Section 242 of Delaware General Corporation Law

27-02-2026

CIMG Inc. announced on February 27, 2026, that it received a letter from Nasdaq on February 23, 2026, stating the Nasdaq Hearings Panel will consider the company's failure to timely file its Form 10-Q for the period ended December 31, 2025, as an additional basis for potential delisting under Nasdaq Listing Rule 5250(c)(1) during the monitor period. The company is working diligently to complete and file the overdue 10-Q, with no immediate impact on the trading of its common stock under the symbol 'IMG' on The Nasdaq Capital Market. This development heightens delisting risks amid ongoing compliance issues.

• ·Company website: http://www.ccmg.tech
• ·IR contact: ir@ccmg.tech, +852 70106695

27-02-2026

Aviat Networks, Inc. entered into Amendment No. 2 to its Amended and Restated Tax Benefit Preservation Plan with Computershare Inc. on February 27, 2026, extending the plan's final expiration date to March 3, 2029, subject to stockholder ratification at the 2026 annual meeting. The amendment protects the company's Tax Benefits, including net operating losses, which the Board views as valuable assets. If not approved, the plan will terminate upon certification of the voting results.

• ·Original Plan dated August 27, 2020; previously amended February 28, 2023
• ·Filing incorporates Exhibit 4.1: Amendment No. 2

27-02-2026

Birchtech Corp. priced an underwritten public offering of 6,250,000 shares at $2.40 per share for gross proceeds of $15M, with a 30-day underwriter option for up to 937,500 additional shares; the offering is expected to close on or about February 27, 2026. Concurrently, the company's common stock was approved for listing on NYSE American, beginning trading under symbol BCHT on February 26, 2026, terminating OTCQB trading while remaining on TSX. Net proceeds, combined with existing cash, will support operating expenses, working capital, and general corporate purposes.

• ·Registration statement on Form S-1 (File No. 333-292701) became effective on February 17, 2026.
• ·Offering managed by joint book-running managers Lake Street Capital Markets, LLC and Huntington Securities, Inc.

27-02-2026

Lisata Therapeutics, Inc. and Kuva Labs Inc. executed an Amendment to their Binding Term Sheet, effective February 27, 2026, extending the term of the original agreement dated January 20, 2026, from February 28, 2026, to March 7, 2026. No other terms of the Term Sheet were modified, and it remains in full force and effect.

• ·Amendment executed in counterparts.
• ·Original Term Sheet dated January 20, 2026.

27-02-2026

IMAC Holdings, Inc. entered into a secured promissory note on February 26, 2026, with a principal amount of $175,000 issued for a purchase price of $125,000, representing a steep 28.6% discount indicative of distressed financing. The note matures upon written demand by the lender and includes standard events of default such as bankruptcy, with no prepayment penalties. No other financial metrics or performance comparisons were disclosed.

• ·Note is secured and includes customary representations, warranties, covenants, and events of default.
• ·Maturity date: upon holder's written demand.

27-02-2026

PRIMEENERGY RESOURCES CORPORATION entered into the Fifth Amendment to its Fourth Amended and Restated Credit Agreement effective February 24, 2026, reaffirming the Borrowing Base at $115M, providing continued liquidity at stable levels. However, the amendment increases Applicable Margins across the Borrowing Base Utilization Grid (e.g., 2.75% SOFR and 1.75% ABR for <25% utilization, up to 3.75% SOFR and 2.75% ABR for >90%), raising borrowing costs, and sets Term SOFR Adjustment to 0.0%. Certain covenant thresholds in Section 8.20 were relaxed from 25% to 30%, while post-closing obligations require mortgages covering 90% of Borrowing Base Value and title information on 85% within 45 days.

• ·Amendment serves as Scheduled Redetermination for December 1, 2025.
• ·Post-closing delivery of Mortgages/Mortgage amendments and title information due within 45 days of February 24, 2026.
• ·Lender Applicable Percentages: Citibank and Fifth Third Bank at 26.521739130% each; others at 15.652173913% each.

27-02-2026

On February 25, 2026, PennantPark Floating Rate Capital Ltd. entered into an underwriting agreement with Raymond James & Associates, Inc., as representative of the several underwriters, and PennantPark Investment Advisers, LLC, for the issuance and sale of $200 million aggregate principal amount of 6.75% Notes due 2029. The offering is made pursuant to the company's effective shelf registration statement on Form N-2 (Registration No. 333-279726), supplemented by prospectuses dated February 25, 2026. No period-over-period financial comparisons are provided in the filing.

• ·Underwriting Agreement filed as Exhibit 1.1
• ·Shelf registration statement: Form N-2 (Registration No. 333-279726)
• ·Preliminary prospectus supplement and final prospectus supplement both dated February 25, 2026

27-02-2026

Advanced Drainage Systems, Inc. entered into a Fourth Amendment to its Credit Agreement on February 27, 2026, refinancing in full its existing term loans with new 2026 Refinancing Term Loans equal to the outstanding principal and replacing existing revolving commitments with new 2026 Refinancing Revolving Commitments plus incremental commitments to achieve a total revolving facility of $750M. The amendment also includes $192M in new 2026 Incremental Term Loans and replaces Barclays Bank PLC with PNC Bank, National Association as administrative agent. No performance declines noted, but the transactions increase overall debt capacity.

• ·Refinancing matches aggregate principal of existing term loans and revolving commitments outstanding prior to amendment.
• ·Bank of America, N.A. designated as Term Administrative Agent.
• ·PNC Capital Markets LLC, Bank of America, N.A., and others act as joint lead arrangers and bookrunners.

27-02-2026

Brainstorm Cell Therapeutics Inc. entered into a Securities Purchase Agreement dated February 24, 2026, with an unidentified Purchaser to issue and sell unregistered securities pursuant to Section 4(a)(2) and Regulation D exemptions. Net proceeds are designated for working capital purposes, with covenants including share reservation, listing efforts on Trading Markets, and standard indemnification for the Purchaser. No specific pricing, share counts, or dilution impacts were disclosed in the agreement excerpt.

• ·SEC 8-K filed February 27, 2026, covering Items 1.01 (Material Definitive Agreement), 3.02 (Unregistered Sales of Equity Securities), 5.02 (Director/Officer Changes), and 9.01 (Exhibits)
• ·Securities include Shares, Warrants, and Prefunded Warrant Shares
• ·Purchaser identity confidential except as required by law
• ·Prohibitions on use of proceeds for redemptions, litigation settlements, or FCPA/OFAC violations

27-02-2026

Ares Capital Corporation, acting as servicer and transferor for borrower Ares Capital JB Funding LLC, entered into Amendment No. 13 to its Loan and Servicing Agreement on February 25, 2026, increasing the maximum facility amount from $1.3B to $1.6B USD with lenders SMBC, Citizens Bank, N.A., and Sumitomo Mitsui Trust Bank, Limited, New York Branch. The amendment confirms no Events of Default, Unmatured Events of Default, or Servicer Termination Events are occurring. This expands borrowing capacity under the revolving credit facility originally dated January 20, 2012.

• ·Amendment effectiveness conditioned on payment of outstanding fees, delivery of executed signatures, opinions of counsel, and Borrower's payment of Administrative Agent's legal fees.
• ·Original Loan and Servicing Agreement dated January 20, 2012; prior amendments include No. 12 on July 25, 2025, No. 11 on December 6, 2024.

27-02-2026

Gentherm Incorporated and its subsidiaries entered into the First Amendment to the Second Amended and Restated Credit Agreement on February 24, 2026, amending provisions of the original June 10, 2022 agreement and adding a new Pari Passu Intercreditor Agreement exhibit. The amendment facilitates releases of certain borrowers and guarantors, including Gentherm Enterprises GmbH, Gentherm Licensing GmbH, Gentherm Licensing Limited Partnership (via mergers/dissolution), Gentherm Holding (Malta) Limited, Gentherm Automotive Systems (Malta) Limited (planned liquidation), and Gentherm Properties I, LLC (dissolved), with remaining obligations assumed by other loan parties. No changes to overall borrowing capacity or financial terms were specified.

• ·Original Credit Agreement dated June 10, 2022.
• ·Maltese Release letter agreement dated October 10, 2025.
• ·Administrative Agent to execute release documents at Company's expense.

27-02-2026

GE HealthCare Technologies Inc. entered into a 364-day revolving credit agreement dated February 26, 2026, providing a $500M revolving credit facility to enhance liquidity. JPMorgan Chase Bank, N.A. serves as administrative agent, with Citibank, N.A., BofA Securities, Inc., BNP Paribas Securities Corp., Goldman Sachs Bank USA, and Morgan Stanley Senior Funding, Inc. as joint bookrunners and lead arrangers. No performance metrics or comparisons are provided in the filing.

• ·Facility includes ABR Loans denominated in Dollars and Term Benchmark Borrowings in Agreed Currencies (Dollars, Euros, Sterling).
• ·Availability Period: from Closing Date to earlier of Final Maturity Date or termination of Commitments.

27-02-2026

Binah Capital Group, Inc. amended the terms of its Series B Junior Convertible Preferred Stock via an Amended Certificate of Designation, allowing dividends payable in cash (with up to 50% in additional shares if no senior default under the Credit Agreement with Byline Bank exists). The Compensation Committee granted CEO Craig Gould 94,828 fully vested restricted shares of common stock valued at $220,000 and approved $350,000 annual incentive bonuses each for Gould and David Shane for FY 2025; it also amended Shane's employment agreement to extend the initial term to five years. No declines or flat performance noted in disclosed metrics.

• ·Series B Subscription Agreement dated September 4, 2024; original Certificate of Designation filed November 14, 2024
• ·Credit Agreement with Byline Bank dated December 23, 2024
• ·Executive employment agreements dated August 14, 2024 (Gould and Shane)
• ·Subordination agreement entered February 26, 2026
• ·Warrants exercisable at $11.50 per share

27-02-2026

HA Sustainable Infrastructure Capital, Inc. issued $600M aggregate principal amount of 7.125% Green Junior Subordinated Notes due 2056 on February 27, 2026, under an amended indenture with guarantees from several subsidiaries. Net proceeds will repay portions of revolving credit facility borrowings, commercial paper, or 8.00% Senior Notes due 2027, with ultimate allocation to eligible green projects within two years. The notes feature a fixed 7.125% rate until November 15, 2031, then reset at Five-year U.S. Treasury Rate plus 3.478% (floor 7.125%), but are junior subordinated with deferrable interest payments.

• ·Interest payments semi-annually on May 15 and November 15, commencing May 15, 2026.
• ·Notes subordinate to senior indebtedness and effectively junior to secured debt and subsidiary liabilities.
• ·Redemption options include 101% for Change of Control, 100% after specified dates or Tax Event, and 102% for Rating Agency Event.

27-02-2026

Whirlpool Corporation announced concurrent public offerings of common stock and depositary shares (each 1/20th interest in Series A Mandatory Convertible Preferred Stock), anticipating $800M in aggregate proceeds to repay revolving credit facility debt and fund general corporate purposes, including strategic investments in vertical integration and automation. The Preferred Stock carries a $1,000 liquidation preference per share and automatically converts into common stock around February 15, 2029. In 2025, Whirlpool reported approximately $16B in annual net sales (close to 90% in the Americas), 41,000 employees, and 35 manufacturing and technology research centers.

• ·Underwriters grant 30-day overallotment option for additional Common Stock and Depositary Shares.
• ·Depositary Shares to be listed on NYSE under symbol 'WHR.PRA'.
• ·Announcement dated February 23, 2026; automatic conversion of Preferred Stock on or about February 15, 2029.

27-02-2026

Ensysce Biosciences, Inc. received a Nasdaq deficiency notice on February 25, 2026, stating non-compliance with Listing Rule 5550(a)(2) as the common stock bid price closed below $1.00 for 30 consecutive business days. The company has 180 calendar days until August 24, 2026, to regain compliance by achieving a minimum bid price of $1.00 for at least 10 consecutive business days, with no immediate impact on trading under symbol ENSC. Failure to comply could lead to delisting, impairing liquidity, capital raising, and stock value.

• ·Company intends to monitor bid price and evaluate options like reverse stock split if needed
• ·Possible second 180-day compliance period if initial period fails and other standards met
• ·Delisting appeal possible to Nasdaq hearings panel, but no assurance of success

27-02-2026

Royal Caribbean Cruises Ltd. completed a $2.5B senior notes offering, consisting of $1.25B 4.750% Notes due 2033 and $1.25B 5.250% Notes due 2038, generating net proceeds of approximately $2.471B. The company intends to use the proceeds primarily to refinance senior notes maturing in 2026 and for repaying other existing indebtedness, including term loans. No performance declines or flat metrics are reported in this debt issuance filing.

• ·Underwriting agreement dated February 12, 2026.
• ·2033 Notes interest accrues at 4.750% per annum, payable semi-annually on May 15 and November 15, beginning November 15, 2026; matures May 15, 2033.
• ·2038 Notes interest accrues at 5.250% per annum, payable semi-annually on February 27 and August 27, beginning August 27, 2026; matures February 27, 2038.
• ·Issued pursuant to Base Indenture dated July 31, 2006, supplemented by Fifth Supplemental Indenture dated February 27, 2026.

27-02-2026

On February 25, 2026, affiliates of Amberjack Capital Partners, L.P. (Selling Stockholders) entered into an Underwriting Agreement with J.P. Morgan Securities LLC and others to sell 5,750,000 shares of Innovex International, Inc. (INVX) common stock at $25.75 per share, with the full 30-day option for 862,500 additional shares exercised, totaling 6,612,500 shares sold. The Company repurchased 575,000 of these shares from the Underwriters for approximately $14.1 million under its existing share repurchase program, leaving $76.6 million remaining in authorization; the Company received no proceeds from the stockholder sale.

• ·Underwriting Agreement dated February 25, 2026; Offering closed February 27, 2026
• ·Pursuant to effective S-3 shelf registration (File No. 333-282178, effective October 1, 2024)
• ·Share Repurchase approved by independent committee of the Board

27-02-2026

Tenon Medical, Inc. received a Nasdaq notification letter on February 25, 2026, stating that its common stock (TNON) failed to maintain a minimum $1.00 closing bid price for 30 consecutive business days from January 9 to February 24, 2026, violating Listing Rule 5550(a)(2). The company has an initial 180-day compliance period until August 24, 2026, to achieve $1.00 for 10 consecutive business days, with potential for a second 180-day extension if other listing standards are met. While listing remains intact with no immediate delisting, failure to comply risks suspension and transfer from The Nasdaq Capital Market.

• ·Securities registered: Common Stock (TNON) and Warrants (TNONW) on Nasdaq.
• ·Company is an emerging growth company.
• ·Nasdaq requires public announcement under Listing Rule 5810(b).

27-02-2026

Hashdex Nasdaq Crypto Index US ETF filed an 8-K disclosing Amendment #1 to its Authorized Participant Agreement with Virtu Americas LLC and sponsor Hashdex Asset Management Ltd., dated February 24, 2026. The amendment replaces the Procedures Handbook in full, updates the agreement summary, adds Section 16 for optional in-kind transactions using digital assets for Creation Unit creations/redemptions (minimum 10,000 Shares), and addresses regulatory changes, fees, taxes, and settlement procedures. No financial impacts or performance metrics are disclosed.

• ·Original Authorized Participant Agreement dated January 14, 2025.
• ·SEC Registration Statement No.: 333-280990.
• ·Purchase Order cut-off time: 3:00 P.M. Eastern.
• ·Standard settlement: T+1 business day following purchase order date.

27-02-2026

Energy Vault Holdings, Inc. issued an additional $10M in 5.250% Convertible Senior Notes due 2031 (Option Notes) to initial purchasers Jefferies LLC, Cantor Fitzgerald & Co., and Citigroup Global Markets Inc., bringing the total notes outstanding to $150M following the initial $140M issuance on February 17, 2026. The company entered into additional capped call transactions to reduce potential dilution upon conversion, with a cap price of $8.12 per share (100% premium over the February 11, 2026 closing price of $4.06). Proceeds from the initial notes were used to repay $45M in senior unsecured convertible debentures to YA II PN, Ltd. on February 19, 2026.

• ·Notes sold in transaction exempt from Securities Act registration requirements
• ·Additional Capped Call Transactions cover shares initially underlying the Option Notes, subject to customary adjustments
• ·Company does not intend to file registration statement for resale of Notes or shares issuable upon conversion
• ·Purchase Agreement dated February 11, 2026

27-02-2026

Intuitive Machines, Inc. entered into a Registration Rights Agreement dated February 27, 2026, with investors party to a Securities Purchase Agreement dated February 25, 2026, providing for the registration of resale of Registrable Securities (shares issued thereunder). The Company is required to file a Registration Statement with the SEC no later than April 1, 2026, and use commercially reasonable efforts to have it effective within 30-60 days, maintaining effectiveness for up to five years from the Closing Date, subject to limited suspension periods. No financial metrics or performance data are disclosed in the agreement.

• ·Effectiveness targets: 30 days post-filing if no SEC review, 60 days if reviewed
• ·Allowed Delays: up to 45 consecutive days or 60 total calendar days in any one-year period, not more than two per year
• ·Effectiveness Period: until no Registrable Securities remain or fifth anniversary of Closing Date

27-02-2026

Applied Optoelectronics, Inc. (AAOI) entered into a Texas Net Lease agreement dated February 10, 2026, with Blue Ridge Commerce Center West LLC for 153,928 rentable square feet of premises (Building #3) at Blue Ridge Commerce Center, 16851 Blue Ridge Commerce Dr., Houston, TX, representing 100% of the building and 11.40% of the project. The 130-month lease term commences on or around February 10, 2026, with 5 months of base rent abatement followed by escalating monthly base rent from $66,189 ($0.43/RSF) in months 6-10 to $186,732 ($1.21/RSF) in months 121-130, initial estimated monthly operating expenses of $30,786, prepaid rent of $163,164 applied to month 11, and a $2M security deposit. The premises will be used for general distribution, office, warehouse, and light manufacturing/assembly of PCBs, PCBA, and semiconductors.

• ·Commencement Date: Earlier of Tenant occupancy for business or February 10, 2026
• ·Effective Date: February 10, 2026
• ·Tenant Notice Address (pre-Commencement): 13139 Jess Pirtle, Sugar Land, TX 77478
• ·Landlord Notice Address: c/o George R. Farish II, Trammell Crow Company, 2800 Post Oak Blvd., Suite 400, Houston, TX 77056

27-02-2026

iBio, Inc. entered into a new Open Market Sale Agreement (ATM Agreement) with Jefferies LLC on February 27, 2026, enabling at-the-market offerings of up to $100M in common stock pursuant to a new S-3 shelf registration (File No. 333-293864). This follows the termination on February 23, 2026, of a prior ATM Agreement dated July 3, 2024, with Chardan Capital Markets, LLC and Craig-Hallum Capital Group LLC, which had an aggregate offering limit of $7.35M under S-3 File No. 333-280680. The new facility provides significantly expanded fundraising capacity compared to the prior smaller program.

• ·New ATM sales methods include at-the-market offerings on Nasdaq, block transactions, or privately negotiated transactions.
• ·Jefferies entitled to customary indemnification and no obligation to sell specific volumes.
• ·ATM terminates upon sale of all shares or as permitted by parties.

27-02-2026

WESCO Distribution, a wholly-owned subsidiary of WESCO International, completed a $1.5B senior notes offering on February 27, 2026, consisting of $650M 5.250% notes due April 15, 2031, and $850M 5.500% notes due April 15, 2034, issued at 100% of principal with net proceeds of approximately $1.48B. The proceeds will be used to redeem all outstanding 7.250% senior notes due 2028 on or after June 15, 2026, and repay a portion of the ABL Facility, effectively refinancing higher-rate debt at lower rates of 5.25-5.50%. No declines or flat metrics reported in this debt issuance event.

• ·Notes accrue interest semi-annually starting October 15, 2026, on April 15 and October 15.
• ·Issuer may redeem 5-Year Notes with make-whole premium prior to April 15, 2028, and up to 35% with equity proceeds; similar terms for 8-Year Notes prior to April 15, 2029.
• ·Change of control requires offer to repurchase at 101% of principal.
• ·Indenture covenants limit liens, restricted payments, sale-leasebacks, and mergers; some terminate upon investment grade ratings.

27-02-2026

VisionWave Holdings, Inc. entered into a letter agreement dated February 26, 2026, with YA II PN, Ltd. to issue a $20M promissory note (net of 15% discount) and a warrant for 1,333,333 common shares exercisable for 5 years, under the existing SEPA with $49M remaining commitment after a prior $5M prepaid advance. The funding comes with strict covenants prohibiting related party payments, new indebtedness beyond permitted limits ($250k), variable rate transactions, and liens, while requiring subsidiary guaranties and future registration of warrant shares within 90 days of closing. This provides liquidity but introduces dilution risk and operational restrictions.

• ·SEPA originally dated July 25, 2025, amended January 19, 2025.
• ·Registration Statement for 10.2M SEPA shares declared effective February 17, 2026; no amendment required for new note or warrant shares.
• ·Warrant Registration Statement due within 90 days after Closing Date; demand registration within 45 days of notice.
• ·Prohibitions include prepayments to Evie Autonomous LTD and deferred underwriting commissions from Bannix Acquisition Corp. IPO.

27-02-2026

Healthcare Triangle, Inc. (Nasdaq: HCTI) announced definitive agreements for a registered direct offering of 681,553 shares of common stock (or prefunded warrants) at $5.81 per share, priced at-the-market under Nasdaq rules, expecting gross proceeds of approximately $3.959 million before fees. The closing is anticipated on or about February 27, 2026, with D. Boral Capital, LLC as sole placement agent. No period-over-period comparisons are provided, as this is a one-time financing event involving share dilution.

• ·Shelf registration statement on Form S-3 (File No. 333-276382) declared effective by SEC on January 31, 2024.
• ·Press release dated February 26, 2026; SEC 8-K filing dated February 27, 2026.
• ·Company based in Pleasanton, California.

27-02-2026

Kinetic Seas Inc. (KSEZ) issued a $148,500 promissory note to Labrys Fund II, L.P. on February 23, 2026, for a $135,000 purchase price plus $13,500 OID and prepaid 8% interest of $11,880, maturing in 12 months. The note is convertible into common stock after 180 days at 85% of the lowest closing bid price over the prior 10 trading days, subject to a 4.99% beneficial ownership limit (adjustable to 9.99%). The company must reserve at least 10 million shares for potential conversions, posing dilution risk to existing shareholders.

• ·Default interest accrues at the lesser of 22% per annum or maximum permitted by law on overdue amounts.
• ·Holder may deduct $1,750 from each conversion amount to cover fees.
• ·Conversion rights begin 180 calendar days after Issue Date (approximately August 22, 2026).

27-02-2026

Nuburu, Inc. and Nuburu Defense, LLC entered into a Contractual Joint Venture Agreement with Maddox Defense Incorporated on February 26, 2026, to develop a modular, containerized mobile additive manufacturing platform for drone components and defense applications. Phase I requires the Company to fund up to $4M in development costs, with a 10% governance allocation to the Company. Phase II involves forming NewCo owned 60% by the Company and 40% by Maddox for exclusive commercialization, with profits initially allocated to repay the Company.

• ·Agreement initial term: 5 years, with automatic renewal for 1-year terms unless 90 days' non-renewal notice.
• ·Phase I supervised by Steering Committee (2 reps each party; majority approval required).
• ·NewCo board: 5 members (3 appointed by Company, 2 by Maddox).

27-02-2026

Odyssey Marine Exploration Inc. entered into an Amended and Restated Joint Venture Agreement dated February 27, 2026, with Capital Latinoamericano (CapLat) and affiliates including Oceanica Resources, Oceánica Resources México (ORM), Phosagmex (JV entity), and Exploraciones Oceánicas (ExO) to advance a fertilizer production project extracting phosphate ore from Mexico's EEZ in the Gulf of Ulloa. The agreement amends the original December 23, 2024 JV agreement (amended June 5, 2025) and highlights progress such as JV entity formation, initial contributions, court-ordered reinstatement of mining concessions, exclusivity agreements with dredging and processing providers, substantial completion of the MIA application, and development of business plans. No financial metrics or declines reported.

• ·Concessions: 'Don Diego Reducción' (244813/240744), 'Don Diego Norte' (242994), 'Don Diego Sur' (242995)
• ·Original JV Agreement: December 23, 2024 (amended June 5, 2025)
• ·Assignment Agreement between ExO and Phosagmex: June 5, 2025
• ·Tax Assessment: Ruling Letter 500-36-07-03-01-2022-10636 dated September 8, 2022

27-02-2026

On February 27, 2026, Bridgewater Bancshares, Inc. and its subsidiary Bridgewater Bank entered into an Equity Distribution Agreement with Piper Sandler & Co. to issue and sell up to $50 million of common stock through at-the-market offerings. The agreement allows sales via various methods, with the company paying a 2.5% commission on gross sales prices; there is no obligation to sell any shares, and either party may terminate at any time. Net proceeds, if any, will support general corporate purposes such as subsidiary investments, working capital, capital expenditures, stock repurchases, debt repayment, or acquisitions.

• ·Sales under the agreement will be made pursuant to shelf registration statement Form S-3 (No. 333-284662), effective February 10, 2025, with prospectus supplement filed February 27, 2026.
• ·Agreement includes customary representations, warranties, covenants, indemnification, and expense reimbursements.

27-02-2026

American Healthcare REIT, Inc. entered into a new ATM Equity Offering Sales Agreement on February 27, 2026, for the offer and sale of up to $1.75B in common stock through multiple agents, terminating a prior ATM program from August 8, 2025, under which $230.1M remained unsold. Proceeds, if any, will be contributed to the Operating Partnership for general corporate purposes including debt repayment and investments. Sales depend on market conditions and company determinations, with agent commissions not exceeding 2.0%.

• ·Sales Agreement includes provisions for forward sale agreements with Forward Purchasers, allowing physical, cash, or net share settlement.
• ·Prospectus supplement dated February 27, 2026, under shelf registration Form S-3 (No. 333-281488) filed August 12, 2024.
• ·Legal opinion provided by Venable LLP (Exhibit 5.1).