{"schema_version":"secwatch.filing_event.v1","accession":"0000709283-25-000091","form_type":"8-K","ticker":"QMCO","cik":"0000709283","company_name":"QUANTUM CORP /DE/","filed_at":"2025-12-18T23:59:59+00:00","discovered_at":"2026-05-14T18:02:41.956569+00:00","generated_at":"2026-05-16T12:50:08.458250+00:00","sec_items":["1.01","2.03","3.02","5.07","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"Quantum closes $54.7M convertible note exchange; potential dilution up to 36.9%","bullets":["Issued $54.7M senior secured convertible notes to Dialectic at 10% PIK interest, maturing Dec 18, 2028.","Initial conversion price $10/share; subject to quarterly reset with floor of $4.00 or 30-day VWAP.","Full conversion plus warrant exercise would equal ~36.9% of outstanding common stock.","Shareholders approved debt exchange and other proposals at Dec 16, 2025 annual meeting.","Minimum liquidity covenant: $3.75M (Q1 2026) rising to $7.5M (Q4 2026) and thereafter."],"urls":{"canonical":"https://secwatch.observer/filing/0000709283-25-000091","json":"https://secwatch.observer/filing/0000709283-25-000091.json","markdown":"https://secwatch.observer/filing/0000709283-25-000091.md","text":"https://secwatch.observer/filing/0000709283-25-000091.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/709283/000070928325000091/0000709283-25-000091-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/709283/000070928325000091/qtm-20251216.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T12:50:08.458250+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"8700485972312fbb03def11c10e4ab38b7ac3147","claim":"QUANTUM CORP /DE/ incurred convertible notes of $54,718,114 with Dialectic Technology SPV LLC at 10.00% per annum maturing December 18, 2028.","evidence_excerpt":"On December 18, 2025, the Company closed the transactions contemplated by the Transaction Agreement (the “Closing”), including its issuance to Dialectic, on a dollar-for-dollar basis, senior secured convertible notes in an aggregate principal amount of $54,718,114 (the “Convertible Notes”)","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/709283/000070928325000091/0000709283-25-000091-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"convertible notes"},{"label":"Principal","value":"$54,718,114"},{"label":"Counterparty","value":"Dialectic Technology SPV LLC"},{"label":"Rate","value":"10.00% per annum"},{"label":"Maturity","value":"December 18, 2028"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"c91a74c9086102f4deb374901e33b7cada2c6dac","claim":"QUANTUM CORP /DE/ issued convertible note to Dialectic Technology SPV LLC for exchange for amounts then outstanding and owing under term loans.","evidence_excerpt":"On December 18, 2025, the Company closed the transactions contemplated by the Transaction Agreement (the “Closing”), including its issuance to Dialectic, on a dollar-for-dollar basis, senior secured convertible notes in an aggregate principal amount of $54,718,114 (the “Convertible Notes”) in exchange (the “Debt Exchange”) for the amounts then outstanding and owing by the Company to Dialectic under certain term loans held by Dialectic (including principal, any prepayment penalties and exit fees, but excluding any accrued and unpaid interest thereon, the “Term Loans”).","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/709283/000070928325000091/0000709283-25-000091-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"convertible note"},{"label":"Purchaser","value":"Dialectic Technology SPV LLC"},{"label":"Consideration","value":"exchange for amounts then outstanding and owing under term loans"}],"fact_type":"equity_issuance"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}