Material Agreements

ITT INC. entered into Registration Rights Agreement with the Seller.

“Pursuant to the Purchase Agreement, at the Closing, ITT issued the Stock Consideration to the Seller. Item 1.01 Entry Into a Material Definitive Agreement. The information set forth in the Introductory Note of this Current Report on Form 8-K (this “Current Report”) is incorporated by reference into this Item 1.01.”

OMNICOM GROUP INC. entered into Euro Notes Underwriting Agreement with Citigroup Global Markets Limited, Deutsche Bank AG, London Branch, BNP PARIBAS, HSBC Bank plc, Danske Bank A/S and ING Bank N.V., Belgian Branch valued at €600 million (effective 2026-02-25).

“pursuant to an Underwriting Agreement, dated February 25, 2026 (the “Euro Notes Underwriting Agreement”), with Citigroup Global Markets Limited, Deutsche Bank AG, London Branch, BNP PARIBAS, HSBC Bank plc, Danske Bank A/S and ING Bank N.V., Belgian Branch.”

OMNICOM GROUP INC. amended First Supplemental Indenture with Deutsche Bank Trust Company Americas, as trustee (effective 2026-03-02).

“as amended and supplemented by the First Supplemental Indenture, dated as of March 2, 2026 (the “First Supplemental Indenture,” and together with the U.S. Notes Base Indenture, the “U.S. Notes Indenture”), between the Company and the Trustee.”

OMNICOM GROUP INC. entered into U.S. Notes Base Indenture with Deutsche Bank Trust Company Americas, as trustee (effective 2026-03-02).

“The U.S. Notes were issued pursuant to an Indenture, dated as of March 2, 2026 (the “U.S. Notes Base Indenture”), between the Company and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”), as amended and supplemented by the First Supplemental Indenture, dated as of March 2, 2026 (the “First Supplemental Indenture,” and together with the U.S. Notes Base Indenture, the “U.S. Notes Indenture”), between the Company and the Trustee.”

OMNICOM GROUP INC. entered into U.S. Notes Underwriting Agreement with Citigroup Global Markets Inc., Deutsche Bank Securities Inc., BofA Securities, Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters (effective 2026-02-25).

“pursuant to the Underwriting Agreement, dated February 25, 2026 (the “U.S. Notes Underwriting Agreement”), with Citigroup Global Markets Inc., Deutsche Bank Securities Inc., BofA Securities, Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters.”

LSI INDUSTRIES INC entered into Underwriting Agreement with Oppenheimer & Co. Inc. valued at $98.1 million net proceeds from 4,600,000 shares at $19.75 per share (effective 2026-02-26).

“On February 26, 2026, LSI Industries Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Oppenheimer & Co. Inc., as representative of the several underwriters named therein (collectively, the “Underwriters”), relating to the offering, issuance and sale of 4,600,000 shares of the Company’s common stock, no par value (the “Shares”).”

VISTA GOLD CORP entered into Underwriting Agreement with CIBC World Markets Inc., as sole bookrunner, and the underwriters signatory thereto valued at aggregate gross proceeds of approximately US$39 million (effective 2026-02-26).

“On February 26, 2026, Vista Gold Corp. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with CIBC World Markets Inc., as the sole bookrunner (the “Sole Bookrunner”), and the underwriters signatory to the Underwriting Agreement as set forth in Schedule 1 thereto (such underwriters, the “Co-Managers” and, collectively with the Sole Bookrunner, the “Underwriters”), providing for the issuance and sale by the Company (the “Offering”) of 15,600,000 common shares of the Company at a public offering price of US$2.50 per share for aggregate gross proceeds of approximately US$39 million.”

EACO CORP amended Change in Terms Agreement with Citizens Business Bank (effective 2026-02-15).

“On February 27, 2026, Bisco Industries, Inc. (“Bisco”), a wholly-owned subsidiary of EACO Corporation (”EACO,” together with Bisco, the “Company”), executed a Change in Terms Agreement dated as of February 15, 2026 (the “Amendment”) with Citizens Business Bank (the “Lender”) in connection with a revolving line of credit (Loan No. 155354101) in the principal amount of $20,000,000.”

PITNEY BOWES INC /DE/ entered into First Supplemental Indenture to 7.250% Senior Notes due 2029 with Truist Bank valued at $150,000,000 aggregate principal amount of 7.250% Senior Notes due 2029 (effective 2026-03-02).

“On March 2, 2026, Pitney Bowes Inc. (the “ Company ”) completed an offering (the “ Offering ”) of $150,000,000 aggregate principal amount of its 7.250% Senior Notes due 2029 (the “ Additional Notes ”).”

AES CORP entered into Agreement and Plan of Merger with Horizon Parent, L.P. and Horizon Merger Sub, Inc. valued at $15.00 in cash (effective 2026-03-01).

“On March 1, 2026, The AES Corporation (the “Company” or “AES”) entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among the Company, Horizon Parent, L.P., a Delaware limited partnership (“Parent”), and Horizon Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”).”

AIR INDUSTRIES GROUP amended Eleventh Amendment to Loan and Security Agreement with Webster Bank valued at Maturity date extended to September 30, 2026 (effective 2026-02-26).

“On February 26, 2026, we, Air Industries Group, entered into an Eleventh Amendment to our Loan and Security Agreement with Webster Bank ("Eleventh Amendment").”

AMAZON COM INC entered into Letter Agreement with OpenAI Group PBC valued at $35.0 billion (effective 2026-02-27).

“On February 27, 2026, Amazon.com NV Investment Holdings LLC (“Amazon Sub”), a wholly-owned subsidiary of Amazon.com, Inc. (the “Company”), entered into an equity commitment letter agreement (the “Letter Agreement”) with OpenAI Group PBC (“OpenAI”), pursuant to which Amazon Sub agreed to purchase shares of OpenAI’s Series C Preferred Stock (the “Commitment Shares”) with an aggregate purchase price of $35.0 billion (the “Commitment Amount”).”

Innovex International, Inc. entered into Underwriting Agreement with certain affiliates of Amberjack Capital Partners, L.P. and J.P. Morgan Securities LLC, as representative of the several underwriters (effective 2026-02-25).

“On February 25, 2026, Innovex International, Inc. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with certain affiliates of Amberjack Capital Partners, L.P. (the “Selling Stockholders”) and J.P. Morgan Securities LLC, as representative of the several underwriters listed on Schedule 1 thereto (the “Underwriters”), relating to the offer and sale by the Selling Stockholders of 5,750,000 shares of common stock, par value $0.01 per share, of the Company (the “Common Stock”), at a price to the public of $25.75 per share (the “Offering”).”

NETFLIX INC terminated senior unsecured delayed draw term loan credit agreement, dated as of December 19, 2025 (the "DDTL Credit Agreement") with unknown valued at Automatically terminated in accordance with its terms (effective 2026-02-27).

“Also on February 27, 2026, as a result of the termination of the Merger Agreement, the commitments under Netflix's previously disclosed (i) bridge commitment letter, dated as of December 4, 2025 (the "Debt Commitment Letter"), (ii) bridge facility incremental commitments agreement, dated as of January 19, 2026 (the "Incremental Commitments Agreement"), (iii) senior unsecured revolving credit agreement, dated as of December 19, 2025 (the "2025 RCF") and (iv) senior unsecured delayed draw term loan credit agreement, dated as of December 19, 2025 (the "DDTL Credit Agreement") were each automatically terminated in accordance with their terms.”

NETFLIX INC terminated senior unsecured revolving credit agreement, dated as of December 19, 2025 (the "2025 RCF") with unknown valued at Automatically terminated in accordance with its terms (effective 2026-02-27).

“Also on February 27, 2026, as a result of the termination of the Merger Agreement, the commitments under Netflix's previously disclosed (i) bridge commitment letter, dated as of December 4, 2025 (the "Debt Commitment Letter"), (ii) bridge facility incremental commitments agreement, dated as of January 19, 2026 (the "Incremental Commitments Agreement"), (iii) senior unsecured revolving credit agreement, dated as of December 19, 2025 (the "2025 RCF") and (iv) senior unsecured delayed draw term loan credit agreement, dated as of December 19, 2025 (the "DDTL Credit Agreement") were each automatically terminated in accordance with their terms.”

NETFLIX INC terminated bridge facility incremental commitments agreement, dated as of January 19, 2026 (the "Incremental Commitments Agreement") with unknown valued at Automatically terminated in accordance with its terms (effective 2026-02-27).

“Also on February 27, 2026, as a result of the termination of the Merger Agreement, the commitments under Netflix's previously disclosed (i) bridge commitment letter, dated as of December 4, 2025 (the "Debt Commitment Letter"), (ii) bridge facility incremental commitments agreement, dated as of January 19, 2026 (the "Incremental Commitments Agreement"), (iii) senior unsecured revolving credit agreement, dated as of December 19, 2025 (the "2025 RCF") and (iv) senior unsecured delayed draw term loan credit agreement, dated as of December 19, 2025 (the "DDTL Credit Agreement") were each automatically terminated in accordance with their terms.”

NETFLIX INC terminated bridge commitment letter, dated as of December 4, 2025 (the "Debt Commitment Letter") with unknown valued at Automatically terminated in accordance with its terms (effective 2026-02-27).

“Also on February 27, 2026, as a result of the termination of the Merger Agreement, the commitments under Netflix's previously disclosed (i) bridge commitment letter, dated as of December 4, 2025 (the "Debt Commitment Letter"), (ii) bridge facility incremental commitments agreement, dated as of January 19, 2026 (the "Incremental Commitments Agreement"), (iii) senior unsecured revolving credit agreement, dated as of December 19, 2025 (the "2025 RCF") and (iv) senior unsecured delayed draw term loan credit agreement, dated as of December 19, 2025 (the "DDTL Credit Agreement") were each automatically terminated in accordance with their terms.”

NETFLIX INC terminated Amended and Restated Agreement and Plan of Merger (the "Merger Agreement") with Warner Bros. Discovery, Inc. valued at Termination fee of $2,800,000,000 paid by PSKY on behalf of WBD (effective 2026-02-27).

“On February 27, 2026, WBD provided notice to Netflix that it had terminated the Merger Agreement in accordance with its terms in order to enter into an Agreement and Plan of Merger with PSKY in respect of such Company Superior Proposal. Concurrently with the termination of the Merger Agreement and entry into such agreement between WBD and PSKY, PSKY, on behalf of WBD, paid the $2,800,000,000 termination fee owed to Netflix in accordance with the terms of the Merger Agreement.”

WHIRLPOOL CORP /DE/ entered into Deposit Agreement with Computershare Inc. and Computershare Trust Company, N.A. (effective 2026-02-27).

“Also in connection with the Depositary Shares Offering, the Company entered into a deposit agreement (the “Deposit Agreement”), dated February 27, 2026, by and among the Company, Computershare Inc. and Computershare Trust Company, N.A., acting jointly as depositary (the “Depositary”), and the holders from time to time of the depositary receipts (the “Depositary Receipts”), a form of which is included therein (the “Form of Depositary Receipt”).”

WHIRLPOOL CORP /DE/ entered into Depositary Shares Underwriting Agreement with Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, Citigroup Global Markets Inc. and Scotia Capital (USA) Inc. (effective 2026-02-24).

“On February 24, 2026, the Company entered into an underwriting agreement (the “Depositary Shares Underwriting Agreement”) with the Representatives, as the representatives of the several underwriters named therein (the “Depositary Shares Underwriters”) and Scotia Capital (USA) Inc., as the qualified independent underwriter, relating to the upsized offering by the Company of 10,500,000 depositary shares (the “Depositary Shares”), each representing a 1/20th interest in a share of 8.50% Series A Mandatory Convertible Preferred Stock, liquidation preference $1,000.00 per share, par value $1.00 per share (the “Preferred Stock” and such offering, the “Depositary Shares Offering”) in a public offering pursuant to a registration statement on Form S-3 (File No. 333-293648), and a preliminary prospectus supplement and prospectus supplement related to the Depositary Shares Offering, each as previously filed with the Commission.”

WHIRLPOOL CORP /DE/ entered into Common Stock Underwriting Agreement with Wells Fargo Securities, LLC, J.P. Morgan Securities LLC and Citigroup Global Markets Inc. (effective 2026-02-24).

“On February 24, 2026, Whirlpool Corporation (the “Company”) entered into an underwriting agreement (the “Common Stock Underwriting Agreement”) with Wells Fargo Securities, LLC, J.P. Morgan Securities LLC and Citigroup Global Markets Inc., as the representatives (the “Representatives”) of the several underwriters named therein (the “Common Stock Underwriters”), relating to the upsized offering by the Company of 6,884,057 shares of common stock, par value $1.00 per share (the “Common Stock”) (such offering, the “Common Stock Offering”) in a public offering pursuant to a registration statement on Form S-3 (File No. 333-293648), and a preliminary prospectus supplement and prospectus supplement related to the Common Stock Offering, each as previously filed with the Securities and Exchange Commission (the “Commission”).”

BRAINSTORM CELL THERAPEUTICS INC. entered into Securities Purchase Agreement with an accredited investor valued at $1,000,000 (effective 2026-02-24).

“On February 24, 2026, Brainstorm Cell Therapeutics Inc. (the “ Company ”) entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with an accredited investor (the “ Investor ”), pursuant to which the Company agreed to sell, in a private placement, shares of its common stock, par value $0.00005 per share (the “ Common Stock ”), and, in lieu of shares as elected by an investor, pre-funded warrants to purchase Common Stock (the “ Pre-Funded Warrants ). The transaction will occur in up to eight closings. The aggregate subscription amount under the Purchase Agreement is $1,000,000, consisting of $125,000 at the first closing and an additional $875,000 on up to seven additional closings.”

APPLIED OPTOELECTRONICS, INC. entered into Lease Agreement with Blue Ridge Commerce Center West LLC valued at $3,078,560.00 (effective 2026-02-10).

“On February 23, 2026, Applied Optoelectronics, Inc. (the “Company”) entered into a Lease Agreement (the “Lease”) with Blue Ridge Commerce Center West LLC (the “Landlord”), effective as of February 10, 2026, pursuant to which the Company will lease approximately 153,928 rentable square feet of space (the “Premises”) in Building #3, located at 16851 Blue Ridge Commerce Dr., Houston, Texas 77489 (the “Building”).”

ARES CAPITAL CORP amended SMBC Funding Facility Amendment with Sumitomo Mitsui Banking Corporation valued at $1.6 billion (effective 2026-02-25).

“On February 25, 2026, Ares Capital Corporation (the “Registrant”) and Ares Capital JB Funding LLC, a wholly owned subsidiary of the Registrant (“ACJB LLC”), entered into Amendment No. 13 (the “SMBC Funding Facility Amendment”) to amend the Loan and Servicing Agreement, dated as of January 20, 2012, as amended (the “SMBC Funding Facility”), with Sumitomo Mitsui Banking Corporation and each of the other parties thereto.”

Bridgewater Bancshares Inc entered into Equity Distribution Agreement with Piper Sandler & Co. valued at up to $50,000,000 gross sale price of common stock (effective 2026-02-27).

“On February 27, 2026, Bridgewater Bancshares, Inc., a Minnesota corporation (the “Company”), and its wholly-owned subsidiary, Bridgewater Bank, a Minnesota state-chartered bank (the “Bank”), entered into an Equity Distribution Agreement (the “Agreement”) with Piper Sandler & Co., as distribution agent (the “Distribution Agent”), pursuant to which the Company may issue and sell from time to time through the Distribution Agent, shares of the Company's common stock, par value $0.01 per share (the “Common Stock”), having an aggregate gross sale price of up to $50,000,000 (the “Offering”).”

Larimar Therapeutics, Inc. entered into Underwriting Agreement with J.P. Morgan Securities LLC and Guggenheim Securities, LLC valued at 20,000,000 shares at $5.00 per share, option for additional 3,000,000 shares exercised, net proceeds (effective 2026-02-25).

“On February 25, 2026, Larimar Therapeutics, Inc. (the “ Company ”) entered into an underwriting agreement (the “ Underwriting Agreement ”) with J.P. Morgan Securities LLC and Guggenheim Securities, LLC, as representatives of the several underwriters named therein (the “ Underwriters ”), relating to the issuance and sale of an aggregate of 20,000,000 shares (the “ Firm Shares ”) of common stock, par value $0.001 per share (the “ Common Stock ”), of the Company at a public offering price of $5.00 per share (the “ Offering ”).”

GRAPHIC PACKAGING HOLDING CO amended Amendment No. 1 with Bank of America, N.A., as administrative agent (effective 2026-02-26).

“On February 26, 2026, Graphic Packaging Holding Company (the “Company”), Graphic Packaging International Partners, LLC (“GPIP”), Graphic Packaging International, LLC, the primary operating subsidiary of the Company (“GPIL”), and certain subsidiaries of GPIL entered into Amendment No. 1 (the “Amendment”) to the Fifth Amended and Restated Credit Agreement, dated June 3, 2024”

iBio, Inc. terminated At Market Issuance Sales Agreement with Chardan Capital Markets, LLC and Craig-Hallum Capital Group LLC valued at aggregate offering price of up to $7,350,000 (effective 2026-02-23).

“On February 23, 2026, the Company provided notice terminating the At Market Issuance Sales Agreement (the “Prior ATM Agreement”), dated July 3, 2024, between the Company and Chardan Capital Markets, LLC and Craig-Hallum Capital Group LLC.”

iBio, Inc. entered into Open Market Sale Agreement SM with Jefferies LLC valued at up to $100,000,000 (effective 2026-02-27).

“On February 27, 2026, iBio, Inc., a Delaware corporation (the “Company”), entered into an Open Market Sale Agreement SM (the “ATM Agreement”) with Jefferies LLC (“Jefferies”) providing for the sale by the Company of its shares of common stock”

Warner Bros. Discovery, Inc. entered into Agreement and Plan of Merger with Paramount Skydance Corporation (effective 2026-02-27).

“On February 27, 2026, Warner Bros. Discovery, Inc., a Delaware corporation (“WBD”), Paramount Skydance Corporation, a Delaware corporation (“PSKY”), and Prince Sub Inc., a Delaware corporation and wholly owned subsidiary of PSKY (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”)”

TANDEM DIABETES CARE INC entered into Indenture with U.S. Bank Trust Company, National Association valued at $300.0 million aggregate principal amount (effective 2026-02-27).

“On February 27, 2026, Tandem Diabetes Care, Inc. (the “Company”) completed its previously announced private offering (the “Offering”) of $300.0 million aggregate principal amount of 0.00% Convertible Senior Notes due 2032 (the “Notes”), including the exercise in full of the initial purchasers’ option to purchase up to an additional $35.0 million principal amount of Notes. The Notes were issued in accordance with an indenture, dated February 27, 2026 (the “Indenture”), between the Company and U.S. Bank Trust Company, National Association, as trustee.”

Presurance Holdings, Inc. entered into Redemption Agreement with Clarkston Companies, Inc. valued at $7.5 million (effective 2026-02-27).

“In accordance with the Redemption Agreement, on the Redemption Date, the Company repurchased and redeemed all of the Company’s Series B Preferred Stock from Clarkston in full for an aggregate redemption price of $7.5 million.”

PennantPark Floating Rate Capital Ltd. entered into Underwriting Agreement with Raymond James & Associates, Inc., as representative of the several underwriters valued at $200 million (effective 2026-02-25).

“On February 25, 2026, PennantPark Floating Rate Capital Ltd. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) by and among the Company, PennantPark Investment Advisers, LLC (the “Adviser”) and Raymond James & Associates, Inc., as representative of the several underwriters, in connection with the issuance and sale of $ 200 million aggregate principal amount of the Company’s 6.75% Notes due 2029”

PennantPark Floating Rate Capital Ltd. amended CLO Reset Transaction with Wilmington Trust, National Association valued at Refinancing and upsize of $356.5 million debt securitization; issuance of Replacement Notes and Clas (effective 2026-02-24).

“On February 24, 2026 (“ Closing Date ”), PennantPark CLO VIII, LLC (the “ Issuer ”), a wholly-owned and consolidated subsidiary of PennantPark Floating Rate Capital Ltd. (the “ Company ”), closed the refinancing and upsize of a four-year reinvestment period, twelve-year final maturity $ 356.5 million debt securitization in the form of a collateralized loan obligation (the “ CLO Reset Transaction ”).”

HA Sustainable Infrastructure Capital, Inc. entered into 7.125% Green Junior Subordinated Notes due 2056 valued at $600,000,000 (effective 2026-02-27).

“On February 27, 2026, HA Sustainable Infrastructure Capital, Inc., a Delaware corporation (the “Company”), issued $600,000,000 aggregate principal amount of its 7.125% Green Junior Subordinated Notes due 2056 (the “Notes”), under an indenture, dated as of June 24, 2025 (the “Base Indenture”), between the Company, Hannon Armstrong Sustainable Infrastructure, L.P., a Delaware limited partnership (the “Operating Partnership”), Hannon Armstrong Capital, LLC, a Maryland limited liability company (“HAC”), HAT Holdings I LLC, a Maryland limited liability company (“HAT I”), HAT Holdings II LLC, a Maryland limited liability company (“HAT II”), HAC Holdings I LLC, a Delaware limited liability company (“HAC Holdings I”) and HAC Holdings II LLC, a Delaware limited liability company (“HAC Holdings II,” and collectively with the Operating Partnership, HAC, HAT I, HAT II and HAC Holdings I, the “Guarantors”), as guarantors, and U.S. Bank Trust Company, National Association, as trustee, as amended and”

ADVANCED DRAINAGE SYSTEMS, INC. entered into Fourth Amendment with Bank of America, N.A., PNC Bank, National Association, Barclays Bank PLC (effective 2026-02-27).

“On February 27, 2026, the Company entered into a Fourth Amendment (the “Fourth Amendment”) to the Company’s Credit Agreement dated as of July 31, 2019 (as amended by the First Amendment to Credit Agreement, dated as of September 24, 2019, the Second Amendment to Credit Agreement, dated as of May 26, 2022, the Third Amendment to Credit Agreement, dated as of November 26, 2025 and as further amended, restated, amended and restated, supplemented or otherwise modified prior to the date hereof the “Existing Credit Agreement”, and as amended by the Fourth Amendment, the “Credit Agreement”), with Bank of America, N.A. as administrative agent under the Term Facility, PNC Bank, National Association as administrative agent under the Revolving Facility and as Successor Administrative Agent (as defined in the Fourth Amendment), Barclays Bank PLC, as Predecessor Administrative Agent (as defined in the Fourth Amendment), and the several financial institutions from time to time party thereto as lende”

ADVANCED DRAINAGE SYSTEMS, INC. entered into Indenture with U.S. Bank Trust Company, National Association valued at $500.0 million (effective 2026-02-27).

“On February 27, 2026, Advanced Drainage Systems, Inc. (the “Company”) issued $500.0 million aggregate principal amount of its 5.375% senior notes due 2034 (the “Notes”) pursuant to an Indenture, dated February 27, 2026 (the “Indenture”), among the Company, the guarantors party thereto (as defined below, the “Guarantors”) and U.S. Bank Trust Company, National Association, as Trustee (the “Trustee”).”

American Healthcare REIT, Inc. entered into ATM Equity Offering Sales Agreement with BofA Securities, Inc., Barclays Capital Inc., Citigroup Global Markets Inc., Citizens JMP Securities, LLC, Credit Agricole Securities (USA) Inc., Fifth Third Securities, Inc., KeyBanc Capital Markets Inc., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, Regions Securities LLC and Truist Securiti valued at up to $1.75 billion (effective 2026-02-27).

“On February 27, 2026, we and American Healthcare REIT Holdings, LP, or our Operating Partnership, entered into an ATM Equity Offering Sales Agreement, or the Sales Agreement, with BofA Securities, Inc., Barclays Capital Inc., Citigroup Global Markets Inc., Citizens JMP Securities, LLC, Credit Agricole Securities (USA) Inc., Fifth Third Securities, Inc., KeyBanc Capital Markets Inc., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, Regions Securities LLC and Truist Securities, Inc., or each, an Agent, and, collectively, the Agents, and the Forward Purchasers (as defined below), providing for the offer and sale of shares of our common stock, $0.01 par value per share, or Common Stock, having an aggregate gross sales price of up to $1.75 billion”

WYNDHAM HOTELS & RESORTS, INC. entered into Seventh Supplemental Indenture with J.P. Morgan Securities LLC and certain other initial purchasers valued at $650,000,000 aggregate principal amount of 5.625% senior notes due 2033 (effective 2026-02-27).

“On February 27, 2026, Wyndham Hotels & Resorts, Inc. (the “Company”), the guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), entered into the Seventh Supplemental Indenture (the “Seventh Supplemental Indenture”) to the Indenture, dated April 13, 2018 (the “Base Indenture” and, together with the Seventh Supplemental Indenture, the “Indenture”), in connection with the issuance and sale of $650,000,000 aggregate principal amount of 5.625% senior notes due 2033 (the “Notes”) to J.P. Morgan Securities LLC and certain other initial purchasers (collectively, the “Initial Purchasers”) (the “Offering”).”

MBX Biosciences, Inc. entered into Lease Agreement with 5 Burlington Woods, LLC valued at approximately $3.4 million (effective 2026-02-24).

“On February 24, 2026, MBX Biosciences, Inc. (the “Company”) entered into a lease agreement (the “Lease Agreement”) with 5 Burlington Woods, LLC ("5 Burlington Woods") to lease approximately 13,642 square feet of new office and laboratory space in Burlington, MA”

Limitless X Holdings Inc. entered into Exchange Agreements with EM1 Capital, LLC, Amarose, Inc., Limitless Performance Inc (effective 2026-02-23).

“Effective February 23, 2026, Limitless X Holdings Inc. (the “Company”), entered into Exchange Agreements (each, an “Exchange Agreement” and collectively, the “Exchange Agreements”) with certain holders of the Company’s Class C Convertible Preferred Stock, par value $0.0001 per share (the “Class C Stock”), pursuant to which such holders agreed to exchange all of their shares of Class C Stock for shares of the Company’s Series D 15% Cumulative Redeemable Perpetual Preferred Stock, par value $0.0001 per share (the “Series D Stock”)”

Nuburu, Inc. entered into Contractual Joint Venture Agreement with Maddox Defense Incorporated (effective 2026-02-26).

“On February 26, 2026, Nuburu, Inc. and Nuburu Defense, LLC (jointly, the “Company”) entered into a Contractual Joint Venture Agreement (the “Agreement”), with Maddox Defense Incorporated (“Maddox”), pursuant to which the Company and Maddox have established a contractual joint venture for the development of a modular, containerized, mobile additive manufacturing platform capable of producing drone components, pods, mission-critical structural parts and related components for defense and security applications (the “Program” or the “Product”).”

Ginkgo Bioworks Holdings, Inc. entered into Stock Purchase Agreement with Tower Biosecurity, Inc. (effective 2026-02-26).

“On February 26, 2026, Ginkgo Bioworks, Inc. (the “Seller”), a wholly owned subsidiary Ginkgo Bioworks Holdings, Inc. (the “Company”), entered into a Stock Purchase Agreement (the “Purchase Agreement”) with Tower Biosecurity, Inc. (the “Purchaser”) and Ginkgo Biosecurity, LLC (“Biosecurity”).”

HPS Corporate Lending Fund entered into Commitment Increase Agreement with Truist Bank, U.S. Bank National Association, Sumitomo Mitsui Banking Corporation, Royal Bank of Canada, BNP Paribas valued at Increase of aggregate commitments from $2,250,000,000 to $2,650,000,000 (effective 2026-02-27).

“if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 1.01. Entry into a Material Definitive Agreement On February 27, 2026, HPS Corporate Lending Fund (the “ Fund ”) entered into a Commitment Increase Agreement (the “ Commitment Increase Agreement ”) among the Fund, Truist Bank, as the assuming lender (the “ Assuming Lender ”), and U.S. Bank National Association, Sumitomo Mitsui Banking Corporation, Royal Bank of Canada and BNP Paribas, as the increasing lenders (together, the “ Increasing Lenders ”), JPMorgan Chase Bank, N.A., as administrative agent and as issuing bank, and the issuing banks party thereto, pursuant to the Fund’s Senior Secured Revolving Credit Agreement, dated as of June 23, 2022, among the Fund, as borrower, the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as administrative agent and as coll”

Healthcare Triangle, Inc. entered into Placement Agency Agreement with D. Boral Capital LLC (effective 2026-02-26).

“In connection with the Offering, the Company also entered into a placement agency agreement (the “Placement Agency Agreement”) with D. Boral Capital LLC (the “Placement Agent”), pursuant to which the Company paid the Placement Agent (i) a cash fee equal to 7% of the aggregate gross proceeds of the Offering, and (ii) reimbursed the Placement Agent for certain expenses and legal fees.”

Healthcare Triangle, Inc. entered into Purchase Agreement with certain institutional investors valued at approximately $3.95 million (effective 2026-02-26).

“On February 26, 2026, Healthcare Triangle, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with certain institutional investors (the “Purchasers”), pursuant to which the Company agreed to issue and sell to the Purchasers in a registered direct offering (A) an aggregate of 421,553 shares (the “Shares”) of common stock, par value $0.00001 per share (the “Common Stock”), of the Company, at an offering price of $5.81 per share, and (B) 260,000 pre-funded warrants (the “Pre-Funded Warrants”) in lieu of shares of Common Stock, at an offering price of $5.80999 (such registered direct offering, the “Offering”) for aggregate gross proceeds of approximately $3.95 million, before deducting Offering expenses payable by the Company, including the Placement Agent’s commissions and fees.”

Intuitive Machines, Inc. entered into Securities Purchase Agreement with certain institutional investors or their affiliates (collectively, the "Investors") led by global institutional investors valued at $175 million (effective 2026-02-25).

“On February 27, 2026 (the “ Closing Date ”), Intuitive Machines, Inc. (the “ Company ”), a Delaware corporation, completed the previously announced issuance and sale of shares of the Company’s Class A common stock, par value $0.0001 per share (the “ Common Stock ”) at a price of $15.12 per share for an aggregate purchase price of $175 million to certain institutional investors or their affiliates (collectively, the “ Investors ”) led by global institutional investors pursuant to the terms of the Securities Purchase Agreement, dated as of February 25, 2026 (the “ Purchase Agreement ”).”

KORE Group Holdings, Inc. entered into Agreement and Plan of Merger with KONA Parent, L.P. and KONA Merger Sub Co. valued at $9.25 per share in cash (effective 2026-02-26).

“On February 26, 2026, KORE Group Holdings, Inc. (“KORE” or the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with KONA Parent, L.P., a Delaware limited partnership (“Parent”), and KONA Merger Sub Co., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which, subject to the terms and conditions thereof, Merger Sub will merge with and into the Company (the “Merger”) with the Company continuing as the surviving corporation and a wholly owned subsidiary of Parent.”

Fold Holdings, Inc. terminated Investor Note with a certain holder named therein valued at approximately $27.5 million in cash ($20 million principal plus $7.5 million multiple) (effective 2026-02-27).

“Subsequent to the closing of the Purchase Agreement, as described above, on February 27, 2026, the Company extinguished the Convertible Note (the "Investor Note") dated December 24, 2024, as amended from time to time, issued by the Company to a certain holder named therein, and terminated the related Securities Purchase Agreement and other transaction documents with the holder pursuant to which such note was purchased.”

Fold Holdings, Inc. terminated March 2025 Note with SATS Credit Fund L.P. valued at approximately $46.3 million face value, convertible into 3.7 million shares at $12.50 per share, col (effective 2026-02-26).

“On February 25, 2026, the Company returned the 500 bitcoin held as collateral pursuant to the March 2025 Note, and on February 26, 2026, upon mutual consent of the parties, the March 2025 Note was extinguished and the related Securities Purchase Agreement was terminated.”