secwatch / observer

Equity Issuances

Unregistered sales and modifications of equity under 8-K Items 3.02/3.03.

8-K items 3.02, 3.03 JSON
Haymaker Acquisition Corp. 4

Haymaker Acquisition Corp. 4 issued 6,162,009 shares of Company Class A Common Stock of common stock to certain of the PIPE Investors for aggregate total subscription amount of the PIPE Investment to $167.1 million.

“Subscription Agreements”) with an additional PIPE Investor for a commitment amount of $61.6 million, bringing the aggregate total subscription amount of the PIPE Investment to $167.1 million. Haymaker and the Company also agreed to afford the existing PIPE Investors the benefit of the additional rights set forth in the New Subscription Agreement. Immediately prior to”
Haymaker Acquisition Corp. 4

Haymaker Acquisition Corp. 4 issued 2,525,094 Pre-Funded Warrants of warrant to certain of the PIPE Investors for aggregate commitment amount of approximately $105.5 million.

“Company previously entered into subscription agreements (the “Original Subscription Agreements”) with certain PIPE Investors for an aggregate commitment amount of approximately $105.5 million in shares of Company Class A Common Stock and, in certain circumstances, Pre-Funded Warrants to purchase Company Class A Common Stock (the “PIPE Investment”). On March 27, 2026,”
Haymaker Acquisition Corp. 4

Haymaker Acquisition Corp. 4 issued 11,216,667 shares of Company Class A Common Stock of common stock to certain of the PIPE Investors for aggregate commitment amount of approximately $105.5 million.

“Company previously entered into subscription agreements (the “Original Subscription Agreements”) with certain PIPE Investors for an aggregate commitment amount of approximately $105.5 million in shares of Company Class A Common Stock and, in certain circumstances, Pre-Funded Warrants to purchase Company Class A Common Stock (the “PIPE Investment”). On March 27, 2026,”
NUAI New ERA Energy & Digital, Inc.

New ERA Energy & Digital, Inc. issued warrants to purchase 400,208 shares of warrant to Macquarie Equipment Capital Inc. for exercise price of approximately $5.00.

“the Company issued to the Lender warrants to purchase 400,208 shares of common stock of the Company, par value $0.0001 per share (the “Common Stock” and such warrants, the “Warrants”), with an exercise price of approximately $5.00”
NUAI New ERA Energy & Digital, Inc.

New ERA Energy & Digital, Inc. issued 1,000,520 shares of common stock to Macquarie Equipment Capital Inc. for approximately $5.00 per share.

“On April 13, 2026, the Company also sold 1,000,520 shares of the Company’s Common Stock at a price per share of approximately $5.00”
GLOO Gloo Holdings, Inc.

Gloo Holdings, Inc. issued approximately 1,464,286 shares of common stock to WDMarketdesk, LLC for part of the overall consideration for the acquisition of substantially all of the assets and certain liabilities of Enterprisemarketdesk.

“Pursuant to the Enterprisemarketdesk Agreement, the Company has agreed to issue shares of the Company’s Class A common stock at the closing of the Enterprisemarketdesk Transaction as part of the overall consideration, at a value per share equal to the volume-weighted average price (“VWAP”) of the Company’s Class A Common Stock for the 30-day period commencing 15 days prior to the Effective Date.”
RMIX Suncrete, Inc.

Suncrete, Inc. issued common stock.

“At the Shareholder Meeting, Haymaker's shareholders approved an Amended and Restated Certificate of Incorporation of the Company (the "Certificate of Incorporation") to replace the Company's current certificate of formation following the Business Combination”
RMIX Suncrete, Inc.

Suncrete, Inc. issued 26,000 shares of Series A Preferred Stock of preferred stock to Senior Preferred Unit holders.

“On April 8, 2026, the Exchange occurred immediately prior to the closing of the Acquisition Merger, and the Company issued 26,000 shares of Series A Preferred Stock to the Senior Preferred Unit holders”
RMIX Suncrete, Inc.

Suncrete, Inc. issued an aggregate of 6,162,009 shares of Company Class A Common Stock of common stock to certain of the PIPE Investors.

“At the Acquisition Merger Effective Time, the Company issued and sold to certain of the PIPE Investors in a private placement an aggregate of 6,162,009 shares of Company Class A Common Stock”
RMIX Suncrete, Inc.

Suncrete, Inc. issued 2,525,094 Pre-Funded Warrants of warrant to certain of the PIPE Investors.

“Immediately prior to the Acquisition Merger Effective Time, the Company issued and sold to certain of the PIPE Investors in a private placement an aggregate of 11,216,667 shares of Company Class A Common Stock and 2,525,094 Pre-Funded Warrants”
RMIX Suncrete, Inc.

Suncrete, Inc. issued an aggregate of 11,216,667 shares of Company Class A Common Stock of common stock to certain of the PIPE Investors.

“Immediately prior to the Acquisition Merger Effective Time, the Company issued and sold to certain of the PIPE Investors in a private placement an aggregate of 11,216,667 shares of Company Class A Common Stock”
BE Bloom Energy Corp

Bloom Energy Corp issued up to an aggregate of 3,531,073 shares of warrant to Oracle Corporation for exercise price of $113.28 per share.

“As previously disclosed in Bloom Energy Corporation’s (the “Company”) Current Report on Form 8-K filed on October 30, 2025, in connection with the partnership between the Company and Oracle Corporation (“Oracle”) to provide on-site solid state power for AI data centers, subject to the negotiation of a warrant mutually acceptable to the Company and Oracle, the Company agreed to issue to Oracle a warrant (the “Warrant”) to purchase up to an aggregate of 3,531,073 shares (the “Warrant Shares”) of Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), of the Company, with an exercise price of $113.28 per share, the closing price of the Class A Common Stock on the New York Stock Exchange on October 28, 2025. On April 9, 2026, the Company issued the Warrant to Oracle.”
ExchangeRight Income Fund

ExchangeRight Income Fund issued 15,229 of common stock to not specified for $418,000.

“Rule 506(c) of Regulation D promulgated thereunder. The following table details the shares sold: Number of Gross Share Class Shares Sold Proceeds Class D Common Shares 15,229 $ 418,000 Forward-Looking Statements Certain statements contained in this Current Report on Form 8-K other than historical facts may be considered “forward-looking statements,” and, as”
IMA ImageneBio, Inc.

ImageneBio, Inc. issued up to 5,770,335 Warrant Shares of warrant to certain institutional and accredited investors for purchase price of $5.199 per Warrant Share.

“pre-funded warrants to purchase up to 5,770,335 Warrant Shares at a purchase price of $5.199 per Warrant Share to the Investors for gross proceeds to the Company of approximately $30 million”
VEEE Twin Vee PowerCats, Co.

Twin Vee PowerCats, Co. issued common stock.

“certain rights of the Company’s stockholders were changed as a result of the Reincorporation.”
NWTG Newton Golf Company, Inc.

Newton Golf Company, Inc. issued 25,000 Warrant Shares of warrant to institutional investors for accompanying the Convertible Note at the Fourth Closing.

“The fourth closing occurred on April 9, 2026 (the “Fourth Closing”) at which the company issued, and the purchasers purchased, a Convertible Note with a principal amount of $250,000 and 25,000 Warrant Shares.”
NWTG Newton Golf Company, Inc.

Newton Golf Company, Inc. issued Convertible Note with a principal amount of $250,000 of convertible note to institutional investors for cash proceeds of $250,000.

“The fourth closing occurred on April 9, 2026 (the “Fourth Closing”) at which the company issued, and the purchasers purchased, a Convertible Note with a principal amount of $250,000 and 25,000 Warrant Shares.”
NWTG Newton Golf Company, Inc.

Newton Golf Company, Inc. issued 10,000 Warrant Shares of warrant to institutional investors for accompanying the Convertible Note at the Third Closing.

“The third closing occurred on April 9, 2026 (the “Third Closing”) at which the company issued, and the purchasers purchased, a Convertible Note with a principal amount of $100,000 and 10,000 Warrant Shares.”
NWTG Newton Golf Company, Inc.

Newton Golf Company, Inc. issued Convertible Note with a principal amount of $100,000 of convertible note to institutional investors for cash proceeds of $100,000.

“The third closing occurred on April 9, 2026 (the “Third Closing”) at which the company issued, and the purchasers purchased, a Convertible Note with a principal amount of $100,000 and 10,000 Warrant Shares.”
NWTG Newton Golf Company, Inc.

Newton Golf Company, Inc. issued 50,000 Warrant Shares of warrant to institutional investors for accompanying the Convertible Note at the Second Closing.

“The second closing occurred on April 7, 2026 (the “Second Closing”) at which the company issued, and the purchasers purchased, a Convertible Note with a principal amount of $500,000 and 50,000 Warrant Shares.”
NWTG Newton Golf Company, Inc.

Newton Golf Company, Inc. issued Convertible Note with a principal amount of $500,000 of convertible note to institutional investors for cash proceeds of $500,000.

“The second closing occurred on April 7, 2026 (the “Second Closing”) at which the company issued, and the purchasers purchased, a Convertible Note with a principal amount of $500,000 and 50,000 Warrant Shares.”
NWTG Newton Golf Company, Inc.

Newton Golf Company, Inc. issued Warrant to purchase 50,000 Shares of Common Stock of warrant to entities affiliate with, and controlled by Brett Hoge, one the Company’s directors for accompanying the Convertible Note at the First Closing.

“the first closing occurred on March 16, 2026 (the “First Closing”) at which the Company issued, and the purchasers purchased, a Convertible Note with a principal amount of $500,000 and a Warrant to purchase 50,000 Shares of Common Stock (the “Warrant Shares”).”
NWTG Newton Golf Company, Inc.

Newton Golf Company, Inc. issued Convertible Note with a principal amount of $500,000 of convertible note to entities affiliate with, and controlled by Brett Hoge, one the Company’s directors for cash proceeds of $500,000.

“the first closing occurred on March 16, 2026 (the “First Closing”) at which the Company issued, and the purchasers purchased, a Convertible Note with a principal amount of $500,000 and a Warrant to purchase 50,000 Shares of Common Stock (the “Warrant Shares”).”
Third Point Private Capital Partners

Third Point Private Capital Partners issued 1,600,000 Shares of common stock to the investor for an aggregate capital contribution of $40,000,000.

“the Fund issued 1,600,000 Shares to the investor in exchange for an aggregate capital contribution of $40,000,000”
PMI Picard Medical, Inc.

Picard Medical, Inc. issued 80,128 shares of the Company’s common stock of common stock to Quick Capital, LLC.

“the issuance and sale of a convertible promissory note in the principal face amount of $555,555.56 (the “Note”) and 80,128 shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), as origination shares (the “Origination Shares”).”
PMI Picard Medical, Inc.

Picard Medical, Inc. issued principal face amount of $555,555.56 of convertible note to Quick Capital, LLC for $490,000.00.

“issued with an original issue discount of $55,555.56, resulting in an aggregate funded amount of $500,000.00. The cash consideration delivered to the Company at the closing was $490,000.00, after giving effect to the original issue discount and $10,000.00 withheld and directed for the Buyer’s expenses. The Note bears a one-time interest charge of twelve percent, or”
VWAV VisionWave Holdings, Inc.

VisionWave Holdings, Inc. issued 3,500,000 shares of its common stock of common stock to the Seller (Dream America Marketing Services, Ltda.) for partial consideration for the Assigned IP.

“Pursuant to the Agreement described in Item 1.01 of this Current Report on Form 8-K, on April 10, 2026, the Company issued 3,500,000 shares of its common stock to the Seller as partial consideration for the Assigned IP.”
APCX AppTech Payments Corp.

AppTech Payments Corp. issued 500,000 shares of common stock per warrant of warrant to LendSpark Corporation and Manetto Hill Fund Series I, LLC for Each Investor purchased an 18% promissory note for $475,000 and received a warrant as part of the transaction.

“LLC (“Manetto,” and together with LendSpark, the “Investors”), pursuant to which each Investor agreed to purchase, and the Company agreed to issue and sell to such Investor, an 18% promissory note in the principal amount of $500,000 (each, a “Note” and collectively, the “Notes”) for a purchase price of $475,000 per Note (reflecting an original issue”
FCUV FOCUS UNIVERSAL INC.

FOCUS UNIVERSAL INC. issued warrant to private accredited investor.

“each Common Unit consisting of (i) one (1) share of common stock (or, in lieu thereof, one (1) Pre-Funded Warrant”
FCUV FOCUS UNIVERSAL INC.

FOCUS UNIVERSAL INC. issued 1,117,318 Common Units of unit to private accredited investor for $3.58 per unit.

“into this Item 3.02 . Pursuant to the terms and conditions of the Purchase Agreement, the Investor purchased an aggregate of 1,117,318 Common Units at a purchase price of $3.58 per unit (or Pre-Funded Units at a purchase price of $3.57999 per unit, equal to the Common Unit offering price minus the Pre-Funded Warrant exercise price of $0.00001), (the “”
CFTR-PA Cantor Fitzgerald Income Trust, Inc.

Cantor Fitzgerald Income Trust, Inc. issued 920,000 shares of preferred stock.

“On April 6, 2026, in connection with the Offering, the Company filed Articles Supplementary classifying 920,000 shares of the Company’s authorized but unissued preferred stock as "9.50% Series A Cumulative Redeemable Preferred Stock"”
PHGE BiomX Inc.

BiomX Inc. issued 1,300,000 shares of common stock of common stock to Water IO for acquisition.

“the Company issued 1,300,000 shares of common stock to Water IO in reliance upon Section 4(a)(2) of the Securities Act of 1933, as amended”
BENF Beneficient

Beneficient issued 875,214 shares of the Company's Series B-10 Resettable Convertible Preferred Stock of preferred stock to a customer for limited partner interest in an investment fund with a net asset value of $8.75 million.

“On April 8, 2026, Beneficient, a Nevada corporation (the “Company”), through one of its subsidiaries, funded the closing of a primary capital transaction pursuant to definitive agreements entered into on April 7, 2026 with a customer with respect to a limited partner interest in an investment fund with a net asset value of $8.75 million (the “Transaction”). Pursuant to the Transaction, the Company’s customized trust vehicles acquired a limited partner interest, and in exchange for such, the customer received 875,214 shares of the Company’s Series B-10 Resettable Convertible Preferred Stock”
SPIR Spire Global, Inc.

Spire Global, Inc. issued 5,000,000 shares of common stock to purchasers named therein for $14.00 per Share.

“On April 8, 2026, Spire Global, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with the purchasers named therein (the “Purchasers”), for the private placement (the “Private Placement”) of 5,000,000 shares (the “Shares”) of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), at a purchase price of $14.00 per Share.”
CXAI CXApp Inc.

CXApp Inc. issued 4,116,659 shares of common stock of common stock to Avondale Capital, LLC for $0.180453, $0.18045, $0.154427 and $0.154427 per share, respectively.

“March 26, 2025, by and between the Company and Avondale. The shares of common stock were issued on March 30, 2026, April 1, 2026, April 8, 2026 and April 10, 2026, at a price of $0.180453, $0.18045, $0.154427 and $0.154427 per share, respectively. The offer and sale of these shares of common stock was made in reliance on Section 4(a)(2) of the Securities Act of”
JTAI Jet.AI Inc.

Jet.AI Inc. issued common stock.

“On March 9, 2026, the Board unanimously approved a 1-for-200 reverse stock split of the Company’s issued and outstanding common stock (the “Reverse Stock Split”).”
AMOD ALPHA MODUS HOLDINGS, INC.

ALPHA MODUS HOLDINGS, INC. issued 109,588,265 shares of Class A common stock of common stock to family trust of the Company’s CEO, William Alessi for no additional consideration for the exchange.

“The Common Shares will be issued in reliance on the exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933, as amended, as the Common Shares will be issued in exchange for the Preferred Shares, there was no additional consideration for the exchange, and there was no remuneration for the solicitation of the exchange.”
VTS Vitesse Energy, Inc.

Vitesse Energy, Inc. issued 1,935,698 shares of common stock of common stock to a third party seller ("Seller").

“On April 8, 2026, Vitesse Energy, Inc. (the “Company”) issued 1,935,698 shares of common stock, par value $0.01 per share, of the Company (the “common stock”), to a third party seller (“Seller”) in exchange for certain non-operated oil and gas assets (the “Acquisition”).”
NUAI New ERA Energy & Digital, Inc.

New ERA Energy & Digital, Inc. issued 1,522,389 shares of common stock of common stock to Zachary Yi Zhou for pursuant to the previously reported Amended and Restated Promissory Note (the “ Note ”), dated as of April 6, 2026, by and between the Company and Mr. Zhou.

“On April 10, 2026, the Company issued 1,522,389 shares of common stock to Zachary Yi Zhou pursuant to the previously reported Amended and Restated Promissory Note (the “ Note ”), dated as of April 6, 2026, by and between the Company and Mr. Zhou.”
NUAI New ERA Energy & Digital, Inc.

New ERA Energy & Digital, Inc. issued 893,724 shares of common stock of common stock to SharonAI, Inc. for pursuant to the previously reported Membership Interest Purchase Agreement (the “ Purchase Agreement ”), dated January 16, 2026, by and between the Company and.

“On April 10, 2026, the Company issued 893,724 shares of common stock, par value $0.0001 per share (“ common stock ”), to SharonAI, Inc. (“ SharonAI ”) pursuant to the previously reported Membership Interest Purchase Agreement (the “ Purchase Agreement ”), dated January 16, 2026, by and between the Company and SharonAI, Inc.”
AACP Apogee Acquisition Corp

Apogee Acquisition Corp issued 470,000 units of unit to Apogee Acquisition Sponsor LLC for $10.00 per Private Placement Unit.

“On April 8, 2026, simultaneously with the consummation of the Offering, the Company consummated the private placement of 470,000 units to the Sponsor (the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating gross proceeds of $4,700,000”
ACGC ACP Holdings Acquisition Corp.

ACP Holdings Acquisition Corp. issued 435,000 units to the Sponsor and an aggregate of 50,000 units to the Representative of unit to Union Street Sponsor, LLC (the Sponsor) and Roth Capital Partners, LLC (the Representative) for $10.00 per Private Placement Unit, generating gross proceeds of $4,850,000.

“On April 8, 2026, simultaneously with the consummation of the Offering, the Company consummated the private placement of 435,000 units to the Sponsor and an aggregate of 50,000 units to the Representative (collectively, the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating gross proceeds of $4,850,000 (the “Private Placement”).”
PROP Prairie Operating Co.

Prairie Operating Co. issued 4,000,000 shares of Common Stock of warrant to Hudson Bay PH XIX LLC (High Trail) for Issued in connection with repurchase of Series F Convertible Preferred Stock and waiver of $3.0 million cash extension fee.

“reason, the Anniversary Warrants (as defined in the Series F Certificate of Designation) are not issued to High Trail, the Company will issue to High Trail a warrant to purchase 3,000,000 shares of Common Stock at an exercise price of $0.01 per share (subject to adjustment pursuant to the terms therein) in the form attached to the Letter Agreement (the “Second”
AREB AMERICAN REBEL HOLDINGS INC

AMERICAN REBEL HOLDINGS INC issued 3,218,299 shares of common stock of common stock to CEDE & Co..

“On April 6, 2026, in connection with the round lot share rounding associated with the reverse stock split, the Company issued 3,218,299 shares of common stock to CEDE & Co. for distribution to stockholders effected by the rounding.”
QNCX Quince Therapeutics, Inc.

Quince Therapeutics, Inc. issued common stock.

“every ten (10) shares of the Company’s issued and outstanding common stock will be automatically combined and converted into one (1) issued and outstanding share of common stock”
INSW International Seaways, Inc.

International Seaways, Inc. issued option.

“On April 9, 2026, International Seaways, Inc. (the “Company”) amended and restated the Amended and Restated Rights Agreement, dated as of April 11, 2023, by and between the Company and Computershare Trust Company, N.A., as rights agent, to extend the “Final Expiration Date” to April 8, 2029 and increase the “Purchase Price” from $50 to $95.”
LIMX Limitless X Holdings Inc.

Limitless X Holdings Inc. issued 550,000 shares of the Company’s Class B Convertible Preferred Stock of preferred stock to Jaspreet Mathur for full compensation for all bonus payments which are or may be owed to Mathur under his offer letter and as previously promised to him to acquire celebrity contra.

“The Company agreed to cause to be issued to Mathur a total of 550,000 shares of the Company’s Class B Convertible Preferred Stock (the “Class B Preferred Shares”).”
OSRH OSR Holdings, Inc.

OSR Holdings, Inc. issued convertible note to White Lion Capital, LLC, d/b/a White Lion GBM Innovation Fund for $1,055,555.55 principal amount; received $500,000 in cash and reduction of $2,019,290 of amounts outstanding under an existing warrant.

“On April 7, 2026, the Company entered into a Note Purchase Agreement (the “Note Purchase Agreement”) with White Lion, pursuant to which the Company agreed to issue a Senior Secured Convertible Promissory Note in the principal amount of $1,055,555.55 (the “Note”). In consideration for the issuance of the Note, the Company received (i) $500,000 in cash and (ii) a reduction of $2,019,290 of amounts outstanding under an existing warrant held by White Lion, resulting in such warrant having no remaining value and being effectively cancelled.”
MOBX MOBIX LABS, INC

MOBIX LABS, INC issued common stock.

“On April 2, 2026, Mobix Labs, Inc. (the “Company”) filed a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware (the “Certificate of Amendment”), which became effective at 4:00 p.m. Eastern Time on April 6, 2026, and implemented a one-for-ten (1:10) reverse stock split (the “Reverse Stock Split”) of the Company’s issued and outstanding shares of Class A Common Stock and Class B Common Stock, each with a par value $0.00001 per share (together, the “Common Stock”).”
AESI Atlas Energy Solutions Inc.

Atlas Energy Solutions Inc. issued $450 million aggregate principal amount of convertible note to Initial Purchasers (qualified institutional buyers).

“the disclosure set forth in Item 1.01 above under the caption “Indenture” is incorporated by reference into this Item 3.02. The Notes were issued to the Initial Purchasers in reliance upon Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), in transactions not involving any public offering. The Notes were resold by the Initial Purchasers to persons whom the Initial Purchasers reasonably believe are qualified institutional buyers pursuant to Rule 144A under the Securities Act.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.