US Material Events SEC 8-K Filings — March 03, 2026

03-03-2026

On March 2, 2026, Slam Corp., a shell company, experienced a change in control when Digital Investment Strategy, LLC acquired 100% of the equity interests in Slam Sponsor, LLC, gaining indirect control over the company's Class A ordinary shares, Class B ordinary shares, Private Placement Warrants, and board appointment rights. Concurrently, directors Alex Rodriguez (also CEO), Himanshu Gulati, Lisa Harrington, Reggie Hudlin, Julian Nemirovsky, and Alexandre Zyngier resigned, along with CEO Alex Rodriguez and CFO Ryan Bright, with no disagreements noted; new directors Maulin Shah (Executive Chairman), Joseph Buttram (CEO), Raoul Scott (CFO), Karen Snow, Michael Frisch, Kain Warwick, and Ryan Bright were appointed, bringing expertise in investment management, cryptocurrency, and DeFi. No changes to the company's operations or prior disclosures occurred.

• ·Resignations and appointments effective March 2, 2026; no arrangements likely to result in future change of control per Regulation S-K Item 403(c)
• ·New directors/officers have no material interest in transactions under Item 404(a); entered standard indemnification agreements
• ·Prior filings referenced include Form 10-K for year ended Dec 31, 2024, 10-Q for Q1 2025 ended Mar 31, 2025, and multiple 8-Ks through Jan 30, 2026

03-03-2026

Global Arena Holding, Inc. (Parent) and its wholly-owned subsidiary Global Election Services, Inc. (GE Services) entered into an Asset Purchase Agreement dated February 26, 2026, with GES Acquisition Corp. and Easterly CV VI LLC, to sell substantially all assets of their technology-enabled election services business (including fixed assets, contracts, IP, receivables, and goodwill), excluding cash and certain other items. Consideration consists of $2.4M cash payable to GE Services and 2,571,428 shares of GES Acquisition common stock issued to Parent, with GES Acquisition assuming only specified post-closing liabilities. No financial performance metrics or period-over-period comparisons are provided in the agreement.

• ·Assets exclude cash, cash equivalents, tax returns, insurance policies, and non-assumed contracts.
• ·Assumed Liabilities limited to post-Effective Time obligations under Assumed Contracts, IP, and Permits.
• ·Exhibits include Certificate of Designations for Series A Convertible Preferred Stock, Promissory Note, Employment Agreements, NDA/IP Rights Agreement, and Bill of Sale.

03-03-2026

Byrna Technologies Inc. announced the retirement of CEO and Director Bryan Ganz, effective immediately, with Conn Davis appointed as successor CEO and new Director following an extensive search; Ganz will advise for up to six months to ensure a smooth transition. TJ Kennedy was elected Board Chair, succeeding Herbert Hughes who remains a Director. The announcement highlights Ganz's transformational leadership since 2019, growing revenues from $0.25M annually to a record $118M last year at an 84% CAGR, with 775,000 launchers sold worldwide and expansion to over 1,500 dealers.

• ·Bryan Ganz joined Board in 2016, became CEO in 2019; led uplisting to Nasdaq and Russell 2000 inclusion.
• ·TJ Kennedy previously CEO of Wrap Technologies (non-lethal devices) and President of FirstNet.
• ·Conn Davis previously EVP Strategy and Corporate Development at MasterBrand, Inc.
• ·Company plans to release preliminary fiscal Q1 2026 results consistent with normal cadence.
• ·Forbes named Byrna the 10th Most Successful Small Cap company in America last year.

03-03-2026

PMGC Holdings Inc. (ELAB) consummated Secured Pre-Paid Purchase #4 on February 6, 2026, under its existing equity purchase facility, with an original principal of $8.1M and purchase price of $7.5M, funded via allocations including $6.3M to a new subsidiary's controlled deposit account, $0.65M to placement agent Univest Securities LLC, $5K in legal fees, and $0.5M to the Company. The Investor can require issuance of Purchase Shares at 88% of the lowest VWAP over the prior 10 trading days (or cash if below $0.32), subject to a 9.99% ownership cap, with Company prepayment option at 120% and default penalties including 15% increase and 18% interest. A portion of Purchase Shares worth $1.2M was registered via prospectus supplement filed February 17, 2026.

• ·Deposit Account Control Agreement (DACA) grants Investor first-position security interest and control over funds upon instruction.
• ·Events of Default include failure to pay, insolvency, bankruptcy, judgments over $1M, and breaches of covenants.
• ·Equity facility originated from Securities Purchase Agreement dated September 23, 2025 (disclosed in 8-K filed September 29, 2025).

03-03-2026

Select Medical Holdings Corporation (NYSE: SEM) entered a definitive merger agreement to be acquired by a consortium led by Robert A. Ortenzio, Martin F. Jackson, and WCAS for $16.50 per share in cash, representing an enterprise value of $3.9B and premiums of 18% over the unaffected share price and 25% over the 90-day VWAP as of November 24, 2025. The transaction, unanimously approved by a special committee of independent directors, is expected to close mid-2026 subject to majority non-consortium shareholder approval, HSR antitrust clearance, and other regulatory approvals, with initial rollover participants owning 11.8% agreeing to vote in favor. While offering a significant premium, the deal carries risks including failure to secure approvals, potential termination fees, business disruptions, and stock price decline if not consummated.

• ·As of Dec 31, 2025, Select Medical had operations in 39 states and the District of Columbia.
• ·Merger not subject to financing condition; existing debt expected to remain outstanding.
• ·Advisors include Goldman Sachs and Skadden Arps (Special Committee), J.P. Morgan and Wells Fargo (Consortium debt financing), Dechert LLP (Select Medical).

03-03-2026

On March 3, 2026, MarineMax, Inc. held its Annual Meeting where shareholders elected William Brett McGill, Odilon Almeida, and Daniel Schiappa as directors for three-year terms expiring in 2029, with vote tallies showing majority support but opposition ranging from 2.2M to 4.3M shares against each nominee. Shareholders also approved an advisory say-on-pay vote (13.8M for vs. 1.5M against), an amendment to the 2021 Stock-Based Compensation Plan increasing available shares by 415,000, and ratification of KPMG LLP as auditors for the fiscal year ending September 30, 2026 (19.5M for vs. 0.2M against). All proposals passed with the required majorities.

• ·Proposal 1 votes: William Brett McGill (13,942,834 For, 4,266,909 Against, 2,942 Abstain); Odilon Almeida (15,866,497 For, 2,300,069 Against, 46,119 Abstain); Daniel Schiappa (16,016,030 For, 2,190,405 Against, 6,250 Abstain).
• ·Proposal 2 (say-on-pay): 13,838,107 For, 1,536,192 Against, 2,838,386 Abstain.
• ·Proposal 3 (Plan amendment): 13,732,171 For, 1,627,312 Against, 2,853,202 Abstain.
• ·Proposal 4 (auditor ratification): 19,511,049 For, 205,500 Against, 904,493 Abstain.
• ·Definitive Proxy Statement filed January 21, 2026.

03-03-2026

Reinsurance Group of America, Incorporated completed the offering of $400 million aggregate principal amount of 6.375% Fixed-Rate Reset Subordinated Debentures due 2056 on March 3, 2026, receiving net proceeds of approximately $396 million after underwriting discounts for general corporate purposes, including refinancing debt obligations. The debentures are unsecured subordinated obligations, bearing fixed interest at 6.375% per annum until September 15, 2036, then resetting based on the Five-Year Treasury Rate plus 2.344%, with semi-annual payments starting September 15, 2026, and maturing on September 15, 2056. They rank junior to senior indebtedness but pari passu with certain existing subordinated debentures like RZB and RZC.

• ·Debentures issued pursuant to Base Indenture dated August 21, 2012, supplemented by Twelfth Supplemental Indenture dated March 3, 2026.
• ·Public offering price: 100% of principal amount.
• ·Redemption options include par during Par Call Periods (three months prior to Reset Dates), make-whole otherwise, 100% for Tax Event or Regulatory Capital Event, and 102% for Rating Agency Event.
• ·Underwriting Agreement dated February 24, 2026.

03-03-2026

Knightscope, Inc. (NASDAQ: KSCP) completed the acquisition of Event Risk LLC, a nationwide provider of armed/unarmed security guarding and executive protection services with consistent double-digit growth, positive EBITDA, and strong Fortune 1000 client relationships. The transaction combines Event Risk's licensed response capabilities with Knightscope's autonomous robotics and AI platforms to create a unified managed security service model, enabling participation in guarding-required RFPs and increasing deployment density/recurring revenue. No specific deal terms or financial impacts were disclosed beyond cash, stock, and contingent consideration.

• ·Lake Street Capital Markets, LLC served as exclusive advisor to Knightscope.
• ·Plans to present integrated security model at GSX conference in Atlanta, Georgia later in 2026.
• ·Intends to evaluate additional acquisitions to expand managed service capabilities.

03-03-2026

Flowco Holdings Inc. (NYSE: FLOC) completed its acquisition of Valiant Artificial Lift Solutions, LLC on March 3, 2026, for total consideration of approximately $200 million net of Valiant's cash, comprising $170 million in net cash funded by its ABL facility and 1.5 million shares of Class A common stock. The deal enhances Flowco's artificial lift portfolio with Valiant's ESP capabilities, enabling earlier well support and expanded presence in the Permian and other basins. CEO Joe Bob Edwards emphasized the cultural alignment and strategic synergies for delivering optimized solutions.

• ·Funded using available capacity under ABL facility
• ·Share amount originally determined based on 10-day volume-weighted average price as of January 30, 2026
• ·References Risk Factors in Form 10-K for fiscal year ended December 31, 2025

03-03-2026

Protagenic Therapeutics, Inc. appointed William (Bill) Nichols, Jr., age 51, as President effective February 3, 2026. Mr. Nichols brings senior commercial leadership experience from bluebird bio, Dova Pharmaceuticals (now Sobi), and Bristol-Myers Squibb. Compensation includes an annual base salary of $350,000, eligibility for a 40% target bonus, and an option grant equal to approximately 1.0% of the company's fully diluted shares.

• ·No arrangements or understandings with other persons for Mr. Nichols' selection as officer.
• ·No family relationships between Mr. Nichols and any directors or executive officers.
• ·No transactions involving Mr. Nichols requiring disclosure under Item 404(a) of Regulation S-K.

03-03-2026

Karyopharm Therapeutics Inc. entered into a Second Amendment to its Credit and Guaranty Agreement and a Forbearance Agreement on February 27, 2026, allowing deferral of certain principal and interest payments until September 2026 and maintaining a $10.0M minimum liquidity covenant through October 10, 2026, conditioned on raising at least $25.0M in equity proceeds by June 10, 2026. This aims to extend the liquidity runway beyond Q2 2026 and anticipated top-line data from the Phase 3 XPORT-EC-042 trial in mid-2026. However, the agreements do not waive defaults, effectiveness depends on the capital raise, and the filing notes substantial doubt about the company's ability to continue as a going concern.

• ·Prepayment premium of 5% extended through June 10, 2026, or to May 8, 2027 if Capital Raise Trigger met
• ·Forbearance on payment defaults under 2028 Notes and 2029 Notes until September 30, 2026
• ·Forbearance on liquidity covenant defaults until October 10, 2026
• ·Annual Report on Form 10-K for year ended December 31, 2025 filed February 13, 2026

03-03-2026

American Clean Resources Group, Inc. (ACRG) filed an 8-K on March 3, 2026, disclosing an event under Item 5.02 related to the departure of directors or certain officers, or election/appointment of directors or officers, effective March 2, 2026. No specific details on the individuals involved, reasons for departure, or any compensatory arrangements were provided in the filing metadata. No financial metrics, performance changes, or impacts were reported.

• ·Company CIK: 0000773717
• ·EIN: 840991764
• ·State of Incorporation: NV
• ·Fiscal Year End: December 31
• ·Business Address: 12567 West Cedar Drive, Suite 104, Lakewood, CO 80228-2039

03-03-2026

Leidos, Inc., a subsidiary of Leidos Holdings, Inc. (LDOS), issued $600M of 4.100% senior notes due 2029 and $800M of 5.000% senior notes due 2036, generating approximately $1,387M in net proceeds to fund a portion of the proposed acquisition of ENTRUST pursuant to the January 23, 2026 Stock Purchase Agreement. The notes are senior unsecured obligations guaranteed by Leidos Holdings, with interest payable semi-annually starting September 15, 2026, and include special mandatory redemption at 101% if the acquisition is not completed by August 14, 2026 or later extended date. The issuance is not conditioned on the acquisition closing.

• ·Notes issued under October 2020 Indenture supplemented by officers’ certificate dated March 2, 2026.
• ·Early redemption with make-whole premium before Feb 15, 2029 (2029 Notes) or Dec 15, 2035 (2036 Notes); par redemption thereafter.
• ·Change of control repurchase offer at 101% of principal.
• ·Acquisition Agreement dated January 23, 2026; End Date August 14, 2026.

03-03-2026

Chiron Real Estate LP (Issuer) and Chiron Real Estate Inc. (Parent), affiliates of Global Medical REIT Inc., entered into a Master Note and Guaranty Agreement dated March 2, 2026, with NYL Investors LLC and New York Life affiliates, establishing an uncommitted facility for issuing senior promissory notes in series with aggregate principal not exceeding the Available Facility Amount. Notes can be requested in minimum increments of $10M, with maturities and average lives up to 10 years, during an Issuance Period of up to three years. The facility provides flexible access to capital without current obligations or draws.

• ·Issuance Period extends until the earlier of the third anniversary of March 2, 2026, or other termination events.
• ·Individual Notes mature no more than 10 years from issuance date with average life no more than 10 years.
• ·Facility is explicitly uncommitted; New York Life has no obligation to purchase Notes or quote spreads.

03-03-2026

Wyndham Hotels & Resorts appointed Amit Sripathi as Chief Financial Officer effective immediately, succeeding interim CFO Kurt Albert, and named David Wilner as Chief Development Officer – North America, both reporting to President and CEO Geoff Ballotti. These leadership changes aim to drive FeePAR accretive net room growth and shareholder value, building on achievements like 20 consecutive quarters of organic net room growth. The company reaffirmed its full-year 2026 outlook originally provided in Q4 2025 earnings.

• ·Wyndham is the world’s largest hotel franchising company by number of franchised properties
• ·Filing date: March 03, 2026
• ·Sripathi joined Wyndham in 2021; Wilner has nearly 8 years at Wyndham and prior 20 years at La Quinta
• ·Outlook reaffirmed from Q4 2025 earnings released February 18, 2026

03-03-2026

Esperion Therapeutics (NASDAQ: ESPR) announced a definitive agreement to acquire Corstasis Therapeutics, adding Enbumyst™ (bumetanide nasal spray), the first FDA-approved nasal loop diuretic for edema in CHF, hepatic, and renal diseases, targeting a U.S. market exceeding $4B. The deal includes an upfront $75M cash payment, up to $180M in regulatory/commercial milestones, and low double-digit royalties on sales, expected to leverage Esperion’s cardiovascular infrastructure for double-digit revenue growth. Transaction closes in Q2 2026, subject to customary conditions, with no current financial declines noted but risks to consummation highlighted.

• ·FDA approval for Enbumyst: September 12, 2025
• ·Conference call: March 3, 2026 at 8:00 am ET
• ·Financed through existing credit facilities and Japanese royalties monetization
• ·Legal advisors: Gibson, Dunn & Crutcher LLP (Esperion), Arnold & Porter Kaye Scholer LLP (Corstasis)

03-03-2026

On March 3, 2026, TXNM Energy, Inc. entered into a Distribution Agreement with sales agents BofA Securities, Inc., MUFG Securities Americas Inc., and Scotia Capital (USA) Inc., and forward purchasers Bank of America, N.A., MUFG Securities EMEA plc, and The Bank of Nova Scotia, enabling the potential sale of up to $125 million of its common stock through at-the-market offerings. The agreement also allows for forward stock purchase transactions, with no obligation to make any sales and commissions up to 2% of gross sales price per share. The company expects net proceeds from physical settlements of forward agreements but may elect cash or net share settlements, potentially receiving no proceeds or owing amounts.

• ·Sales may be made on NYSE, through market makers, electronic networks, or privately negotiated transactions including blocks.
• ·Forward Agreements allow Forward Purchasers to borrow and sell shares to hedge; Company receives no proceeds from borrowed share sales.
• ·Registration Statement on Form S-3ASR effective February 28, 2025, supplemented by prospectus dated March 3, 2026.
• ·Agreement terminable by Company or counterparties upon prior written notice.

03-03-2026

The Cigna Group announced David M. Cordani will retire as CEO effective July 1, 2026, transitioning to Executive Chair, with President and COO Brian Evanko succeeding him as CEO and joining the Board. Under Cordani's nearly 17-year tenure, the company grew from serving 46 million customers with $18B annual revenue to 180 million customer relationships and $275B revenue, delivering over 750% total shareholder return. The company reaffirmed its 2026 financial outlook with no changes indicated.

• ·Brian Evanko has nearly 30 years with the company.
• ·David M. Cordani has served nearly 17 years as CEO.
• ·Leadership transition period through July 1, 2026.

03-03-2026

Pinterest announces a $1 billion strategic investment from Elliott Investment Management affiliates via convertible senior notes, with proceeds funding a $1 billion accelerated share repurchase (ASR) under a new $3.5 billion share repurchase program authorized by the Board. The company plans an additional $500 million in open-market repurchases via a 10b5-1 plan plus $473 million YTD under the prior program, totaling approximately $2 billion in near-term repurchases in H1 2026. Business highlights include record 2025 revenue, over 600 million MAU, and more than 80 billion monthly searches, with executives expressing confidence in undervalued shares and growth opportunities.

• ·Convertible notes: $1B principal, 1.75% annual interest, initial conversion price ~$22.72/share, mature March 1, 2031.
• ·ASR: $1B payment on March 5, 2026; expected completion by Q2 2026; final shares based on VWAP.
• ·Prior repurchase program authorized November 2024.

03-03-2026

Massimo Group (MAMO) appointed Crystal Mingqui Xu as Chief Financial Officer effective March 2, 2026, as announced on March 3, 2026. Ms. Xu, 46, brings over 23 years of experience in financial management, SEC reporting, and compliance from roles at Nasdaq-listed firms including Haoxi Health Technology Limited (HAO) and Ebang International Holdings Inc. (EBON). She will receive an annual base salary of $100,000, with eligibility for discretionary bonuses and company benefits.

• ·No family relationships between Ms. Xu and any director or executive officer.
• ·No related party transactions or arrangements requiring disclosure under Item 404(a) of Regulation S-K.
• ·Employment Agreement filed as Exhibit 10.1.

03-03-2026

Compass Diversified Holdings (CODI) elected Eugene Kim and Glenn Richter to its Board of Directors effective March 1, 2026, increasing the board size from seven to eight following Alexander S. Bhathal's resignation on February 28, 2026, due to other commitments. Kim, with over 25 years in private equity and investment banking, joins the Audit and Compensation Committees, while Richter, a former CFO of International Flavors & Fragrances Inc. and other major firms, joins the Audit and Nominating & Corporate Governance Committees. Company leadership expressed enthusiasm for their expertise in transactions, finance, operations, and transformations to support long-term value creation.

• ·Mr. Kim previously served as Managing Director at Compass Partners International and held roles at Goldman Sachs International and UBS/Warburg Dillon Read.
• ·Mr. Richter served as Senior Executive Vice President and CFO at TIAA, and CFO at RR Donnelley and Sears Roebuck & Co.
• ·Annual Report on Form 10-K for year ended December 31, 2025 filed with SEC on February 27, 2026.

03-03-2026

Hepion Pharmaceuticals, Inc. (OTCQB:HEPA) in-licensed a novel ctRNA biomarker assay from Cirna Diagnostics LLC for early diagnosis and surveillance of hepatocellular carcinoma (HCC) in high-risk cirrhosis patients, complementing its recently acquired mSEPT9 PCR-based assay as part of a strategic shift to liquid biopsy diagnostics. The ctRNA platform, validated across cohorts, offers earlier detection than DNA-based tests and potential expansion to other solid tumors. The global liquid biopsy market is valued at $10B, with the U.S. projected to reach nearly $9B by 2035, addressing current HCC surveillance that misses up to 75% of early-stage cancers.

• ·HCC represents 75-90% of liver cancer cases and is the sixth most common cancer worldwide, third deadliest globally.
• ·ctRNA assay detects mutant circulating tumor RNA for improved specificity in surveillance and early detection.

03-03-2026

SRx Health Solutions, Inc. secured limited waivers and consents from certain existing investors under prior Note and Series A financings to enable a new securities purchase agreement for Series B Preferred Stock and related warrants. The waivers permit the new offering without triggering participation rights from the July 2025 Note Financing ($7.65M principal notes) and October 2025 Series A Financing ($15.23M proceeds). Series B Preferred will rank pari passu with Series A Preferred regarding dividends and liquidation preferences.

• ·Waivers executed by Existing Investors as Required Holders under Series A Purchase Agreement.
• ·Form of Waiver filed as Exhibit 10.1.

03-03-2026

Emergent BioSolutions Inc. (NYSE: EBS) announced the appointment of John D. Fowler, Jr. to its board of directors effective March 1, 2026, with him serving on the Audit and Finance Committee. Mr. Fowler brings over three decades of leadership in healthcare and financial services, including senior roles at Wells Fargo Securities, Deutsche Bank, JPMorgan, and Salomon Brothers. The appointment aims to support the company's ongoing turnaround, transformation, and strategic priorities in global health preparedness.

• ·Mr. Fowler previously served as president of Large Scale Biology Corporation, founding partner of Bio-Strategic Directors, and managing partner of Baycrest Capital.
• ·Mr. Fowler earned a Juris Doctor from University of Virginia School of Law, MBA from University of Virginia Darden School of Business, and BA in History from University of Virginia.
• ·Company has been operating for over 25 years in public health protection.

03-03-2026

Trex Company, Inc. entered into a Forward Share Repurchase Transaction Confirmation with Wells Fargo Bank on February 26, 2026, initiating a $100M accelerated share repurchase (ASR) program, with a prepayment made on February 27, 2026, and initial delivery of approximately 1.9M shares valued at 80% of the prepayment amount. The final share count will be based on the volume-weighted average price from February 27 to May 21, 2026, with potential for additional shares or cash/share return depending on the forward price. The prepayment was funded via borrowings under the company's line of credit, complying with Rules 10b5-1(c) and 10b-18.

• ·Calculation period: February 27, 2026 to May 21, 2026, subject to acceleration from April 9, 2026 or early termination.
• ·Initial shares valued at approximately 80% of prepayment based on February 26, 2026 closing price.
• ·ASR includes customary adjustments for market disruptions, hedging issues, or stock price thresholds.

03-03-2026

RAPT Therapeutics, Inc. filed an 8-K on March 03, 2026, reporting completion of an acquisition/disposition (Item 2.01), notice of delisting (Item 3.01), changes in control (Item 5.01), director changes (Item 5.02), officer changes (Item 5.03), and attached Exhibit 3.1 as the Amended and Restated Certificate of Incorporation. The amendment drastically reduces authorized common stock to 1,000 shares at $0.0001 par value, signaling a likely merger or privatization event with no prior period data for comparison. This structure change accompanies delisting and control shifts, materially impacting public shareholders.

• ·Registered office: 251 Little Falls Drive, Wilmington, DE 19808
• ·Standard Delaware purpose clause for any lawful corporate activity

03-03-2026

Prairie Operating Co. (Nasdaq: PROP) announced leadership transitions, including the voluntary resignation of CEO and Chairman Edward Kovalik and the retirement of President and director Gary C. Hanna. The Board appointed director Richard N. Frommer as Interim President and CEO and Erik Thoresen as Chairman while initiating a search for a permanent CEO with a leading executive search firm. The changes are positioned as building on the company's operational foundation in the DJ Basin amid a search for permanent leadership.

• ·Richard N. Frommer served as director since November 2024; previously President and CEO of Great Western Petroleum (Feb 2013-Sep 2021) and SVP Rocky Mountain at Samson Resources (May 2002-Nov 2012).
• ·Erik Thoresen served as director since May 2023; partner at Boka Group since Nov 2022.
• ·Separation agreements entered with Edward Kovalik and Gary C. Hanna.

03-03-2026

Nucor Corporation (NYSE: NUE) announced that Daniel R. Needham, Executive Vice President of Commercial, will retire effective June 20, 2026, after nearly 26 years with the company, having joined in 2000 and advanced through roles including Controller at multiple Nucor Steel facilities and General Manager positions before promotions to Vice President in 2016 and Executive Vice President in 2021. Chair and CEO Leon Topalian commended Needham's leadership, cultural commitment, and contributions to Nucor's position in the North American steel industry. No successor was named in the announcement.

• ·Filing date: March 3, 2026
• ·Nucor Executive Offices: 1915 Rexford Road, Charlotte, North Carolina 28211
• ·Investor/Analyst contacts: Chris Jacobi (chris.jacobi@nucor.com), Paul Donnelly (paul.donnelly@nucor.com)
• ·Media contact: Katherine Miller (katherine.miller@nucor.com)

03-03-2026

On March 3, 2026, Duke Energy, through its subsidiary Florida Progress, LLC, completed the first closing of an indirect minority investment by Peninsula Power Holdings L.P. (an affiliate of Brookfield Super-Core Infrastructure Partners), issuing 9.2% membership interests for approximately $2.8 billion. Future closings include additional investments of $200 million by December 31, 2026, $500 million by June 30, 2027, $1.5 billion by December 31, 2027, and $1 billion by June 30, 2028, increasing the investor's ownership to 19.7%. An Amended and Restated LLC Operating Agreement was entered, granting the investor two board seats out of eleven and certain governance protections.

• ·Investment Agreement originally dated August 4, 2025
• ·LLC Agreement includes investor protections such as approval rights for major decisions and put rights for membership interests (subject to minimum ownership thresholds)
• ·Transfer restrictions and rights apply to both Investor and Progress Energy

03-03-2026

Moog Inc. entered into the Eighth Amended and Restated Loan Agreement dated February 26, 2026, amending and restating the prior Seventh Amended and Restated Loan Agreement from May 30, 2025, with HSBC Bank USA, National Association as Administrative Agent and multiple lenders including Bank of America, JPMorgan Chase, and others. The agreement provides Aggregate Term Loan Commitments of $250M, along with revolving credit facilities, swingline loans, and letters of credit. No changes to commitment amounts or negative covenant impacts are specified in the filing.

• ·Guarantors secure obligations with liens on personal property assets.
• ·Previous agreements include Seventh (May 30, 2025), Sixth (October 27, 2022), Fifth (October 15, 2019), and earlier versions back to 1998.

03-03-2026

Packaging Corporation of America announced that Director Paul T. Stecko will retire from the Board and not stand for reelection at the 2026 Annual Meeting, reducing the Board size from 10 to 9 directors, with no disagreements on company matters. Fabian C. Strauss, age 45, was promoted to Senior Vice President – Finance, Controller & Treasurer effective March 1, 2026, with an annual base salary of $455,000, serving as principal accounting officer. The company also approved new forms of equity award agreements for LTI grants and entered a post-retirement agreement with former EVP and CFO Robert Mundy, vesting his outstanding equity awards including 9,928 RSUs.

• ·Paul T. Stecko's retirement not due to any disagreement with PCA on operations, policies, or practices.
• ·Fabian C. Strauss joined PCA in January 2022; previously Chief Accounting Officer at EOS Energy Storage, Inc. (Nov 2020-Jan 2022).
• ·No family relationships or reportable transactions under Item 404(a) for Mr. Strauss.
• ·New equity agreements include revised vesting for retirement (age 55 + service = 70), death, or disability.
• ·Robert Mundy's retirement as Special Advisor effective March 1, 2026; subject to confidentiality, non-compete, non-solicit covenants.

03-03-2026

APEX Tech Acquisition Inc., a Cayman Islands-incorporated blank check company (SPAC), priced its initial public offering of 10,000,000 units at $10.00 per unit, raising $100M, announced on February 25, 2026. Units are set to trade on NYSE under 'TRADU' starting February 26, 2026, with closing expected February 27, 2026, subject to conditions. Underwriters, led by A.G.P./Alliance Global Partners, have a 45-day option to purchase up to 1,500,000 additional units for over-allotments.

• ·IPO registration statement (Form S-1, File No. 333-291936) declared effective February 25, 2026
• ·45-day underwriter option to cover over-allotments
• ·Company targeting merger, share exchange, asset acquisition, or similar business combination with unspecified industries

03-03-2026

Plains All American Pipeline, L.P. executed the Third Amendment to its Credit Agreement on February 26, 2026, replacing Plains Midstream Canada ULC (PMCULC) as a borrower with Plains Canada Liquid Pipelines ULC (PCLPULC), while releasing PMCULC from all obligations under the loan documents after full repayment of its outstanding loans. PCLPULC assumes borrower status with obligations guaranteed by the Company, and the amendment updates all references in the original agreement dated August 20, 2021. No changes to commitment amounts or other financial terms are specified.

• ·Original Credit Agreement dated August 20, 2021; First Amendment dated August 22, 2022; Second Amendment dated August 19, 2024.
• ·Conditions for effectiveness include executed counterparts, corporate certificates, legal opinions, KYC compliance, and full repayment of PMCULC obligations.

03-03-2026

On February 27, 2026, the Boards of Northpointe Bancshares, Inc. and its subsidiary Northpointe Bank received notices from directors R. Jeffrey Dean, Bruce L. Edger, and John M. Eggemeyer III of their intention to retire at the end of their current terms, expiring at the 2026 Annual Meeting of Stockholders, and they will not stand for reelection. Their decisions are not due to any disagreements with the Company on operations, policies, or practices. The Company expressed appreciation for their service, with Mr. Dean serving since 1999, Mr. Edger since 2005, and Mr. Eggemeyer since 2019.

• ·Mr. Dean serves on Audit Committee, Compensation Committee, and Corporate Governance and Nominating Committee.
• ·Mr. Edger serves on Compensation Committee and Corporate Governance and Nominating Committee.
• ·Mr. Eggemeyer serves on Audit Committee, Compensation Committee, and Corporate Governance and Nominating Committee.
• ·Directors will continue service through the 2026 Annual Meeting of Stockholders.

03-03-2026

China Pharma Holdings, Inc.'s (CPHI) wholly-owned subsidiary, Hainan Helpson Medical & Biotechnology Co., Ltd (Helpson), entered into a Technology Transfer Agreement on February 26, 2026, acquiring the Invention Patent for Prinsepia Utilis Esterol Sublingual Tablets and Method for Its Preparation (Patent No. 2018102273158) from Xiaoyan Zhang for $6.93M, payable in 12,600,000 restricted common shares at $0.55 per share. The agreement also includes technical services for product R&D, registration materials, and applications. Shares are issued under Regulation S exemption to a non-U.S. person.

• ·Patent No. 2018102273158, granted March 19, 2018, valid until March 19, 2038.
• ·Technical services include product R&D, registration materials preparation, and application filing.
• ·Issued under Regulation S exemption for offshore transaction to non-U.S. person.

03-03-2026

Evolus reported fourth quarter 2025 total net revenue of $90.3 million, up 14% YoY, and full-year 2025 revenue of $297.2 million, up 12% YoY for the sixth consecutive year of double-digit growth, with Q4 achieving GAAP operating income of $4.2 million. However, full-year GAAP operating loss was $32.7 million, a slight improvement from $34.4 million in 2024, while non-GAAP operating loss widened to $9.4 million from $0.3 million income, reflecting higher non-GAAP operating expenses of $209.7 million versus $185.0 million prior year. For 2026, the company guides revenue growth of 10-13% to $327-337 million but with non-GAAP operating expenses growing 0-3% to $210-216 million.

• ·U.S. account penetration above 55%; customer reorder rates approximately 71%.
• ·Evolysse™ and Estyme® expected to contribute 10-12% of 2026 revenue.
• ·Cash increased to $53.8M as of Dec 31, 2025 from $43.5M at Sep 30, 2025.
• ·Evolysse™ subject to 10% tariff, potential additional 5%; Jeuveau® not impacted by tariffs.
• ·2028 outlook: revenue $450-500M (15-19% 3-year CAGR), adjusted EBITDA margins 13-15%.

03-03-2026

Valuence Merger Corp. I, a SPAC, entered into a convertible promissory note with VMCA Sponsor, LLC for principal up to $1.5M, interest-free, to fund operations prior to an initial business combination. The note matures on the earlier of the business combination closing or liquidation, with repayment limited to funds outside the trust account if no combination occurs, and is convertible at the payee's option into warrants at $1.50 each. No drawdowns have been specified, and the agreement includes standard trust waivers and no-prepayment terms.

• ·Note dated February 27, 2026
• ·Drawdowns funded within 1 business day of request, up to $1.5M total outstanding
• ·Conversion warrants identical to those issued in private placement at IPO
• ·Governed by New York law; no personal liability for Maker's officers/directors
• ·Payee waives claims against trust account

03-03-2026

Ward W. Woods informed Alphatec Holdings, Inc. of his retirement from the Board of Directors, effective February 27, 2026, for personal reasons with no disagreements on operations, policies, or practices; he also served on the Compensation Committee. In connection with his departure, the company entered a Vesting Acceleration Agreement fully vesting his unvested restricted stock units granted on June 11, 2025. The Board reduced its size from eight to seven directors on February 26, 2026.

• ·Vesting Acceleration Agreement filed as Exhibit 10.1
• ·Event reported on February 25, 2026; filing dated March 3, 2026

03-03-2026

Transglobal Management Group, Inc. (formerly The Marquie Group, Inc.) entered into a Standby Equity Commitment Agreement with MacRab LLC on February 17, 2026, under which the investor committed to purchase up to $5M of the company's common stock at the company's discretion, priced at 85% of the average of the two lowest VWAPs over the five trading days following the clearing date, with a $0.001 minimum price per share and a 4.99% beneficial ownership cap. The company also entered a Registration Rights Agreement to register resale of the shares. No shares have been issued yet, and the agreements are filed as exhibits.

• ·Pricing based on average of the two lowest volume weighted average prices (VWAP) during the five trading days immediately following the applicable clearing date.
• ·Company controls timing and amount of sales, subject to agreement conditions.

03-03-2026

On February 13, 2026, the Board of Directors of Stoke Therapeutics, Inc. approved a discretionary bonus of $697,125 to Chief Executive Officer Ian F. Smith, based on strong clinical and financial performance following his appointment as interim CEO in March 2025 and permanent CEO in October 2025. The bonus represents his full target annual bonus amount for 2025, despite not participating in the annual bonus program, as corporate goals were achieved at 150% of target.

• ·Ian F. Smith appointed interim CEO in March 2025 and permanent CEO in October 2025
• ·Mr. Smith did not participate in the Company's 2025 annual bonus program

03-03-2026

Canton Strategic Holdings, Inc. entered into an amended and restated sales agreement on March 3, 2026, with Clear Street LLC and Virtu Americas LLC, establishing up to $300M in aggregate gross sales proceeds available for at-the-market offerings of its common stock, excluding shares sold under the prior agreement. This amends the original November 6, 2025, agreement following President Street Global LLC's termination on December 3, 2025, adding Virtu as a sales agent with commissions up to 3.00%. Offerings will use the effective Form S-3 registration statement filed January 9, 2026.

• ·Registration statement on Form S-3 (File No. 333-29264) filed January 9, 2026, declared effective January 16, 2026.
• ·President Street Global LLC provided termination notice under Original Sales Agreement on December 3, 2025.
• ·Securities registered: Common stock (CNTN) on Nasdaq Stock Market LLC.
• ·Emerging growth company status confirmed.

03-03-2026

Plains All American Pipeline, L.P. executed a Third Amendment to its Credit Agreement on February 26, 2026, replacing Plains Midstream Canada ULC (PMCULC) as a borrower with Plains Canada Liquid Pipelines ULC (PCLPULC), while releasing PMCULC from all obligations under the loan documents upon full payment of its outstanding loans and obligations. The amendment was agreed upon by the borrowers, Bank of America, N.A. as Administrative Agent, and multiple lenders including Citibank, N.A., JPMorgan Chase Bank, N.A., and Wells Fargo Bank. No financial terms, commitment amounts, or other quantitative changes to the credit facility were disclosed.

• ·Original Credit Agreement dated August 20, 2021
• ·First Amendment dated August 22, 2022
• ·Second Amendment dated August 19, 2024
• ·Amendment requires satisfaction of conditions including KYC documentation, legal opinions from Richard McGee, Vinson & Elkins LLP, and Cox Taylor, and payment of PMCULC's outstanding obligations

03-03-2026

Ultra Clean Holdings, Inc. (UCTT) entered into a call option transaction with a Dealer to hedge its issuance of $525M aggregate principal amount of 0.00% Convertible Senior Notes due 2031, with an option for up to an additional $75M. The transaction is confirmed under the 2002 ISDA Equity Derivatives Definitions, with an Indenture dated March 3, 2026, between UCTT and U.S. Bank Trust Company, National Association as trustee. Key option terms include a Strike Price of $84.7450, Cap Price of $104.0725, Free Convertibility Date of December 16, 2030, and Expiration Date of March 15, 2031.

• ·Offering Memorandum dated February 25, 2026
• ·Trade Date: [_____] (to be specified)
• ·Effective Date: Closing date of initial Convertible Notes issuance
• ·Exchange: Nasdaq Global Select Market (symbol UCTT)
• ·Option Style: European
• ·Settlement Method: Default Net Share Settlement

03-03-2026

On March 2, 2026, Covista Inc. (formerly Adtalem Global Education Inc.) amended its credit agreement to incur $510 million in new 2026 Term Loans maturing March 2, 2033, with interest rate margins reduced by 0.50% (Term SOFR + 2.25% with 0.75% floor or ABR + 1.25%). Proceeds refinanced existing term loans and fully redeemed $404.95 million in 5.50% Senior Secured Notes due 2028 at 100% of principal plus accrued interest, satisfying and discharging the related indenture. No declines or flat performance noted in this debt refinancing event.

• ·Redemption notice for Notes sent by Trustee on February 13, 2026.
• ·Original Credit Agreement dated August 12, 2021; Indenture dated March 1, 2021.
• ·2026 Term Loans mature on March 2, 2033.

03-03-2026

Black Rock Coffee Bar reported strong Q4 2025 results with total revenue of $53.6M, up 25.3% YoY, same store sales growth of 9.3%, and 12 new stores opened, driving operating income to $1.8M from a $0.1M loss and Adjusted EBITDA up 52.4% to $6.5M. For FY2025, revenue grew 24.5% to $200.3M with SSS up 10.1% and 32 new stores, but operating income declined sharply to $0.9M from $6.0M while net loss widened 130.1% to $16.5M amid higher SG&A expenses at 20.6% of revenue versus 15.7% prior year.

• ·Cash and cash equivalents $28.4M and total debt $26.7M as of Dec 31, 2025; repaid $30.1M under $50M term loan, leaving $19.9M outstanding.
• ·FY2026 outlook: 36 new store openings, total revenue $255-257M, mid-single digit SSS growth, Adjusted EBITDA $33.5-34.5M, CapEx $40-41M.
• ·Conference call on March 3, 2026 at 5:00 p.m. ET; replay available until March 17, 2026.

03-03-2026

On March 3, 2026, Lindblad Expeditions Holdings, Inc. acquired an additional 5% interest in its subsidiary Natural Habitat, Inc. from Ben Bressler, Founder and CEO of Natural Habitat, for $16.6 million, increasing the Company's ownership to 95%. Mr. Bressler retains a 5% noncontrolling interest subject to an existing put/call arrangement under the stockholders' agreement. No financial performance metrics or period comparisons were reported.

• ·Acquisition resulted from exercise of put right by Mr. Bressler pursuant to original stockholders' agreement from prior Natural Habitat acquisition.

03-03-2026

Arbutus Biopharma and Genevant Sciences announced a $2.25B global settlement with Moderna resolving patent infringement claims over LNP technology used in COVID-19 vaccines, including $950M upfront payment in July 2026 and $1.3B contingent on a favorable appellate ruling on Section 1498. Moderna consents to judgment of infringement and no invalidity on four patents, receiving a global non-exclusive license. However, the $1.3B payment remains uncertain pending the appeal, and Pfizer/BioNTech litigation continues despite a favorable Markman ruling in September 2025.

• ·Arbutus evaluating return of capital to shareholders for Q3 2026 in conjunction with upfront payment.
• ·Roivant hosting investor conference call on March 3, 2026 at 4:45 p.m. ET.
• ·Pfizer/BioNTech litigation ongoing in the US following favorable Markman ruling in September 2025.

03-03-2026

RLI Corp. entered into an Amended and Restated Credit Agreement with PNC Bank, National Association, effective February 26, 2026, which refinances the existing agreement dated March 30, 2023, and increases the revolving commitments, though specific commitment amounts are not disclosed. Pricing is tiered based on leverage ratio, with SOFR spreads from 1.375% (Level I, <=0.20x) to 1.875% (Level III, >0.30x) and commitment fees from 0.20% to 0.30%. No financial performance metrics or period-over-period comparisons are provided in the filing.

• ·Agreement amends and restates Existing Credit Agreement dated March 30, 2023.
• ·Pricing Dates begin for fiscal quarters ending on or after March 31, 2026.
• ·Subsidiaries listed in Schedule 3.08 (not detailed in excerpt).

03-03-2026

The J. M. Smucker Company finalized a Separation Agreement with John Brase, its former President and Chief Operating Officer, effective February 26, 2026, following his prior announcement as no longer an executive officer on February 10, 2026. The agreement provides severance benefits including a $1.185M lump sum (18 months base salary), $611,885 pro rata FY2026 incentive payment, vesting of select unvested restricted stock units, options, and pro-rated performance units, plus $196,000 in additional lump sums for medical insurance, relocation, and outplacement services, all payable April 17, 2026. Terms align with the company's Executive Severance Plan and include non-compete, non-solicitation, and confidentiality obligations.

• ·Vesting of unvested restricted stock awards granted June 15, 2023 (third tranche) and April 14, 2020 (full on Jan 27, 2028); remaining RSUs forfeited.
• ·Vesting of unvested option award from June 15, 2023 (third tranche); remaining options forfeited; vested options exercisable by May 10, 2026.
• ·Pro-rated vesting eligibility for performance units granted June 15, 2023 and August 13, 2024 (those with at least one full performance year); based on completed months and actual 3-year performance; remaining forfeited.
• ·Separation Agreement to be filed as exhibit to 10-K for period ending April 30, 2026.

03-03-2026

Champion Homes, Inc. (SKY) appointed Timothy Kingston as Chief Accounting Officer and principal accounting officer effective March 9, 2026, following Board action on March 2, 2026. Incumbent Timothy Burkhardt will step down as principal accounting officer on the effective date but continue as Vice President and Controller until his retirement on May 31, 2026, assisting in the transition. Mr. Kingston, aged 48 and a CPA with prior experience at Kellanova and Zimmer Biomet, will receive an annual base salary of $365,000, a target cash bonus of 50% of base salary, and long-term incentives at 85% of base salary starting fiscal 2027.

• ·Timothy Kingston previously served as Vice President, Assistant Corporate Controller at Kellanova (formerly Kellogg) from August 2020 to February 2026.
• ·No arrangements, family relationships, or material interests under Item 404(a) of Regulation S-K for Mr. Kingston.
• ·Filing signed by Laurel Krueger on March 3, 2026.

03-03-2026

On March 2, 2026, Group 1 Automotive, Inc. entered into a Second Amendment to Daryl Kenningham's Incentive Compensation Agreement, restructuring severance benefits to 1.5 times the sum of his base salary and target annual bonus, plus 18 months of COBRA coverage and a pro-rated bonus for qualifying terminations. Benefits increase to 2.0 times the sum and 24 months of COBRA if termination occurs within six months of a Corporate Change. Severance is payable in a lump sum on the first day of the seventh month following separation, subject to compliance with covenants and execution of a release.

• ·Severance benefits are Mr. Kenningham’s sole and exclusive remedy against the Company.
• ·Full Second Amendment to be filed in next Quarterly Report on Form 10-Q.

03-03-2026

Simmons First National Corporation and Simmons Bank amended the Executive Change in Control Severance Agreement for James M. Brogdon on February 27, 2026, increasing the termination compensation multiplier from 2 times to 3 times his Base Period Income (originally set in the July 30, 2021 agreement). This change enhances potential severance payout in a change-of-control scenario but increases potential costs to the company. The full amendment is attached as Exhibit 10.1.

• ·Agreement amendment filed under Items 5.02 and 9.01 of Form 8-K
• ·Common stock trades as SFNC on Nasdaq Global Select Market, par value $0.01 per share

03-03-2026

Star Equity Holdings, Inc., through its subsidiary Alliance Drilling Tools, LLC, completed a sale and leaseback transaction for property in Evanston, Wyoming, to Pasture Drive Holdings, LLC for $1.7M on February 27, 2026. The company entered into a 20-year triple net lease with initial monthly base rent of $12,390, guaranteed by the parent company, covering all property expenses. The company anticipates closing two additional sale and leaseback transactions in Texas and Utah.

• ·ADT Wyoming PSA originally dated December 16, 2025, with exhibits filed in prior 8-K on December 17, 2025.
• ·Lease term: 20 years from closing, with four optional 5-year extensions.
• ·Two additional sale and leaseback transactions in Texas and Utah anticipated to close per agreements filed December 17, 2025.

03-03-2026

Gaxos.ai Inc. (GXAI) acquired a 19.99% stake in America First Defense (AFD), a US-based defense technology company developing a detachable counter-drone system for neutralizing hostile UAVs via cyber attacks and a biomimetic soft robotics platform for low-detection operations. The acquisition provides Gaxos exposure to emerging US defense technologies targeting Department of Defense, Homeland Security, border security, and critical infrastructure markets. CEO Vadim Mats stated it positions Gaxos at the intersection of AI, defense innovation, and national security priorities with long-term commercial potential.

• ·Filing date: March 03, 2026
• ·SEC Items reported: 1.01 (Material Agreement Entry), 8.01, 9.01
• ·AFD targets: Department of War, Department of Homeland Security, border security, maritime security, municipal safety, critical infrastructure

03-03-2026

On February 25, 2026, the Compensation Committee of Target Hospitality Corp. adopted new forms of Executive Restricted Stock Unit (RSU) and Performance Stock Unit (PSU) Agreements under the 2019 Incentive Plan for awards to executive officers on or after that date, with terms substantially similar to prior versions. The Committee granted PSUs to three executives to motivate, incentivize, and retain them: Troy Schrenk (400,000 PSUs), Brendan Dowhaniuk (300,000 PSUs), and Heidi Lewis (175,000 PSUs). PSU vesting is based equally on Total Shareholder Return (TSR) and Adjusted EBITDA performance, ranging from 0% to 200% of target levels over the performance period.

• ·New RSU and PSU Agreements filed as Exhibits 10.1 and 10.2; specific PSU grant agreements as Exhibit 10.3.
• ·PSU Agreements similar to those filed in February 28, 2025 8-K (Exhibits 10.3, 10.4, 10.5, 10.6).

03-03-2026

On February 25, 2026, Babcock & Wilcox Enterprises, Inc. entered into the Tenth Amendment to its Credit Agreement originally dated January 18, 2024, which increases borrowing availability based on inventory and receivables, extends the maturity date to January 18, 2028, suspends the $3M PBGC Reserve (with re-imposition possible on January 1, 2027 if a $3M installment is not paid by September 15, 2026), modifies deposit account covenants, and releases BRC Group Holdings, Inc. as a guarantor. These changes improve liquidity and flexibility without any reported declines in terms. No prior period financial metrics are provided for comparison.

• ·Credit Agreement originally dated January 18, 2024
• ·Registrant address: 1200 EAST MARKET STREET, SUITE 650, AKRON, OHIO 44305
• ·Telephone: (330) 753-4511
• ·IRS Employer Identification No.: 47-2783641
• ·Commission File Number: 001-36876

03-03-2026

On February 26, 2026, the Compensation Committee of Anteris Technologies Global Corp. approved a one-time discretionary grant of restricted stock units (RSUs) valued at $500,000 to Chief Financial Officer Matthew McDonnell, effective March 4, 2026, under the company's Equity Incentive Plan. The RSUs vest one-third annually over three years, subject to continued employment, with accelerated vesting upon death, disability, or certain change in control events. This special award recognizes Mr. McDonnell's exemplary service and does not affect his target 2026 annual equity awards.

• ·RSUs to be determined by dividing $500,000 by the March 4, 2026 closing price of AVR common stock.
• ·Upon vesting, RSUs settle in CHESS depositary interests.
• ·Filing signed by Wayne Paterson on March 3, 2026.

03-03-2026

Vertiv Holdings Co completed a $2.1B senior unsecured notes offering across 10-, 20-, 30-, and 40-year tranches, raising $2.08B in net proceeds used with cash on hand to fully repay its existing secured term loan, and closed a new $2.5B senior unsecured revolving credit facility with a 5-year maturity, replacing the prior $800M asset-based facility. S&P and Moody’s each upgraded Vertiv’s debt ratings by one notch on February 12 and 19, 2026, achieving investment grade status (Baa3/BBB-/BBB- from Moody’s/S&P/Fitch). These transactions extend debt maturities, enhance liquidity, and provide financial flexibility, with no negative impacts on existing commitments, guarantees, or liens reported.

• ·Notes offering split across four tranches with 10-year, 20-year, 30-year, and 40-year maturities.
• ·Vertiv headquartered in Westerville, Ohio, does business in more than 130 countries.

03-03-2026

BuzzFeed Media Enterprises, Inc. and its subsidiaries secured consent from Sound Point Agency LLC (Administrative Agent) and Banner Commercial Funding (Cayman) L.P. (Lender) to amend their Credit Agreement by deferring a required $5 million principal loan repayment from February 20, 2026, to March 6, 2026. In consideration, BuzzFeed must pay a $20,000 extension fee by March 2, 2026, with non-payment triggering an immediate Event of Default. This amendment underscores liquidity pressures, as the company could not meet the original deadline.

• ·Credit Agreement originally dated May 23, 2025, with prior amendments on July 31, 2025 (Amendment No. 1) and August 25, 2025 (Amendment No. 2).
• ·Consent letter executed on February 20, 2026; effective upon receipt of executed counterparts and entry into Reporting Agent Engagement Letter.
• ·Governed by New York law; non-waiver of other Credit Agreement provisions.

03-03-2026

Pliant Therapeutics, Inc. entered into an Amendment to its Stockholder Rights Agreement on March 3, 2026, with Computershare Trust Company, N.A., extending the final expiration time of the Rights from 5:00 p.m., New York City time on March 11, 2026, to 5:00 p.m., New York City time on March 11, 2027. The extension is designed to deter open market accumulations that could lead to control without a premium or adequate board review, and was not in response to any specific takeover offer. The Rights may still be redeemed, exchanged, or terminated earlier per the original terms.

03-03-2026

Community West Bancshares announced the retirement of Executive Vice President and Chief Operating Officer Blaine C. Lauhon, effective December 31, 2026, concluding his over 40-year banking career, including nearly a decade with the Bank since joining in 2017 via the Folsom Lake Bank acquisition. CEO James J. Kim highlighted Lauhon's leadership in operations, technology, and transformative initiatives, expressing gratitude for his contributions to the Bank's long-term success. No successor was named in the announcement.

• ·Lauhon named Chief Operating Officer in December 2024, Chief Administrative Officer in April 2024, Chief Banking Officer in 2021, Executive Vice President and Market Executive in 2019, and Senior Vice President and Senior Credit Officer in 2017.
• ·Bank headquartered in Fresno, California, established in 1979, first Banking Center opened January 10, 1980.
• ·Full board: Daniel J. Doyle (Chairman), Robert H. Bartlein (Vice Chairman), James J. Kim, Martin E. Plourd, Andriana D. Majarian, Suzanne M. Chadwick, Daniel N. Cunningham, Tom L. Dobyns, F.T. “Tommy” Elliott IV, Robert J. Flautt, James W. Lokey, Steven D. McDonald, Dorothea D. Silva, William S. Smittcamp, Kirk B. Stovesand; Louis C. McMurray (Director Emeritus).

03-03-2026

Roivant Sciences announced a $2.25B global settlement between its subsidiary Genevant Sciences and Arbutus Biopharma with Moderna over LNP patent infringement in COVID-19 vaccines, featuring $950M upfront payment in July 2026 and $1.3B contingent on favorable Section 1498 appeal resolution. Roivant's board approved a $1B share repurchase program, including an additional $500M beyond the prior June 2025 authorization. However, litigation against Pfizer/BioNTech remains ongoing following a favorable September 2025 Markman ruling, with Comirnaty representing ~2/3 of global COVID-mRNA vaccine sales.

• ·Investor conference call scheduled for March 3, 2026, at 4:45 p.m. ET
• ·Settlement includes global non-exclusive license to Genevant’s LNP technology for SM-102-containing mRNA vaccines for infectious disease and covenant not to sue
• ·Moderna consented to judgment of infringement and no invalidity on four Genevant/Arbutus patents
• ·Pfizer/BioNTech litigation ongoing in the United States

03-03-2026

On February 25, 2026, the Compensation Committee of Firefly Aerospace Inc. adopted the Executive Severance Plan to standardize severance benefits for eligible executive officers and management employees upon qualifying terminations without Cause or for Good Reason. The plan provides lump sum payments equal to annual base salary (or 2x for CEO during Change in Control Protection Period), prorated or full target bonuses, and COBRA subsidies for 1 year (or 2 years for CEO in CIC), along with equity vesting acceleration. No specific financial amounts or performance metrics were disclosed.

• ·Requires at least 1 full year of continuous service for severance eligibility (waived during 24-month Change in Control Protection Period).
• ·Death or Disability termination provides annual base salary plus prorated target bonus (pre-June 30) or performance-based bonus (post-June 30), and 1 year COBRA.
• ·Equity vesting: 1-year acceleration for time-based RSUs outside CIC; full vesting of all unvested awards in CIC or death.
• ·Subject to general release of claims; no tax gross-up, with 280G Excise Tax best-net-after-tax reduction.

03-03-2026

Rogers Corporation announced the departure of Michael Webb, its Senior Vice President and Chief Administrative Officer, effective March 13, 2026. Mr. Webb will receive severance payments and benefits under the Company’s Executive Severance Plan, contingent on executing a general release of claims and complying with restrictive covenants including non-competition and non-solicitation. The 8-K filing, dated March 3, 2026, was signed by Laura Russell, Senior Vice President, Chief Financial Officer, and Treasurer.

• ·Event reported date: March 2, 2026
• ·Filing date: March 3, 2026

03-03-2026

Arq, Inc. entered into the Fourth Amendment to its Revolving Credit Agreement on February 27, 2026, with MidCap Funding IV Trust as agent, extending prior amendments to borrowing availability calculations and temporarily reducing the minimum liquidity covenant to $2.0M from December 10, 2025, through March 31, 2026, before increasing it to $5.0M thereafter. This provides short-term covenant relief amid ongoing amendments (previously on December 27, 2024; May 6, 2025; December 9, 2025; and January 28, 2026), suggesting potential liquidity pressures.

• ·Prior amendments to Revolving Credit Agreement dated Dec 27, 2024; May 6, 2025; Dec 9, 2025; Jan 28, 2026
• ·Agreement covers Arq, Inc. and certain subsidiaries as guarantors

03-03-2026

Jacobs Solutions Inc. completed a $1.3B senior notes offering on March 3, 2026, issuing $800M of 4.750% notes due 2031 and $500M of 5.375% notes due 2036, fully guaranteed by subsidiary Jacobs Engineering Group Inc. Proceeds will finance the acquisition of remaining shares in PA Consulting Group Limited, with interim use to repay revolving credit and term loan facilities; if the acquisition fails, proceeds will repay debt and support general corporate purposes. The notes rank as senior unsecured obligations with standard redemption and covenant terms, including a change of control repurchase at 101%.

• ·Interest payable semi-annually on March 3 and September 3, commencing September 3, 2026.
• ·Par Call Date: February 3, 2031 for 2031 Notes; December 3, 2035 for 2036 Notes.
• ·Indenture covenants limit secured indebtedness, sale-leaseback transactions, and mergers.
• ·Guarantees releasable if Guarantor's 2033/2028 notes ≤ $300M and related credit facility guarantees released.

03-03-2026

Rimini Street, Inc.'s Compensation Committee approved the 2026 Long-Term Incentive Plan effective March 2, 2026, granting PSUs, RSUs, and stock options to named executive officers with targeted grant values ranging from $300,000 to $2.64M for CEO Seth A. Ravin. PSUs are tied to 2026 Adjusted EBITDA and total revenue performance over a one-year period, with all awards vesting in three equal annual installments subject to continued service. No performance declines or flat metrics are reported, as this filing focuses solely on compensatory arrangements.

• ·PSUs earned based on average of Adjusted EBITDA and Total Revenue payout factors, ranging from 0% to 200% of target.
• ·Performance period for PSUs: January 1, 2026 to December 31, 2026.
• ·Vesting for PSUs, RSUs, and Stock Options: three equal annual installments on 1st, 2nd, and 3rd anniversaries of March 2, 2026.
• ·Stock Options for non-CEO NEOs are incentive stock options; Ravin received non-qualified options due to >10% ownership.

03-03-2026

NeOnc Technologies Holdings, Inc. (NTHI) entered into Securities Purchase Agreements to issue and sell up to 2,222,222 shares of common stock at $7.20 per share and warrants to purchase the same number at $9.00 exercise price. Closings raised $10M from 1,388,888 shares/warrants to one institutional investor, $621,804 from 86,361 shares/warrants to three investors, and $1.45M from 201,390 shares/warrants to four investors, with net proceeds for working capital. The company will file a resale registration statement within 10 days after its Form 10-K for the year ended December 31, 2025.

• ·First Securities Purchase Agreement dated January 29, 2026, terminated January 31, 2026.
• ·Second Securities Purchase Agreement dated February 24, 2026, terminated February 28, 2026.
• ·Securities issued pursuant to Section 4(a)(2) exemption under Securities Act.
• ·Exhibits include Form of Warrant (4.1) and Form of Securities Purchase Agreement (10.1).

03-03-2026

Babcock & Wilcox Enterprises, Inc. executed the Tenth Amendment to its Credit Agreement and Security Agreement with Axos Bank on February 25, 2026, amending the borrowing base to 90% of Eligible Trade Receivables, setting NOLV Percentage at 30.78%, extending the Maturity Date to January 18, 2028, and imposing strict cash management rules including 90-day transfers to Axos Bank and balance limits on accounts such as Canadian Project Accounts ($15M aggregate) and Chanute Operating Account ($5M). The amendment mandates redemption of December 2026 Unsecured Notes by November 30, 2026, following prior full repayment of February 2026 Unsecured Notes, while noting entity name changes including B. Riley Financial, Inc. to BRC Group Holdings, Inc. and dissolutions of SOFCO-EFS Holdings LLC and B&W PGG Luxembourg Canada Holdings.

• ·Unrestricted cash outside Axos Bank capped at $15M aggregate, with no more than $5M in non-controlled accounts, Canadian Project Accounts, or Chanute Operating Account.
• ·Within 90 days of February 25, 2026, transfer substantially all USD deposits from Canadian Project Accounts and Chanute Operating Account to Axos Bank.
• ·Notice of redemption for December 2026 Unsecured Notes required by October 30, 2026, with full satisfaction by November 30, 2026.
• ·Aggregate balance of Chanute Operating Account and Canadian Project Accounts not to exceed $15M at any time.

03-03-2026

Ring Energy, Inc. appointed Rocky Kwon as Chief Accounting Officer and principal accounting officer on March 1, 2026, alongside his ongoing roles as Vice President and Principal Financial Officer. This appointment coincides with Sundip 'Sonu' S. Johl starting as Executive Vice President and Chief Financial Officer on February 27, 2026, concluding Kwon's interim CFO tenure. The move ensures continuity in the finance leadership with an experienced internal promotee.

• ·Rocky Kwon has served as Vice President of Accounting and Assistant Treasurer since March 2025, Controller since July 2021, and Interim Chief Financial Officer since September 2025.
• ·Prior to joining Ring Energy, Rocky Kwon was Assistant Controller at Earthstone Energy, Inc.
• ·No family relationships between Mr. Kwon and any directors or executive officers; no related party transactions under Item 404(a) of Regulation S-K.

03-03-2026

On February 27, 2026, the Compensation Committee of CVRx, Inc.'s Board of Directors approved incremental performance stock units (PSUs) to all executive officers, valued at three-fourths of their fiscal 2026 annual long-term incentives, tied to a competitively sensitive cumulative revenue goal for the fiscal 2026-2027 performance period. The PSUs can vest between 50% at threshold performance and 200% at maximum, with 50% settling upon certification post-period and the remaining 50% on December 31, 2028, subject to continued employment. The awards aim to retain executives amid criticality of near-term revenue objectives.

• ·PSUs convert to time-based RSUs at greater of target or actual performance upon change in control.
• ·Vesting includes provisions for accelerated vesting on death, disability, termination without cause, or double-trigger change in control.
• ·Form of PSU Agreement filed as Exhibit 10.1.

03-03-2026

Energy Fuels Inc. announced on February 26, 2026, that current CEO Mark Chalmers will retire from his CEO and Director roles effective April 15, 2026, consistent with planned succession, and will serve as a consultant for two years thereafter. Concurrently, President Ross Bhappu will be appointed as President, CEO, and Director effective the same date. The transition is smooth with no disagreements noted, and Bhappu brings over 35 years of mining experience.

• ·Bhappu originally appointed President effective August 4, 2025; employment agreement dated July 30, 2025.
• ·Chalmers' resignation from Board not due to any disagreement with Company operations, policies, or practices.
• ·No family relationships or disclosable transactions under Item 404(a) for Bhappu.
• ·Filing date: March 3, 2026; earliest event date referenced: February 25, 2026.