8-K filed May 7, 2024, 7:59 PM ET CIK 0001823000

M&A confidence high sentiment neutral materiality 0.85

CONX completes $26.75M property buy from EchoStar, issues $200M preferred, delists Nasdaq

CONX Corp.

Acquired Littleton, CO commercial real estate for $26.75M from EchoStar affiliate; triple-net leaseback with 10-year term at $228.5K/month.
Issued 17.39M shares of Series A Convertible Preferred at $11.50/share to Charles Ergen family trust for $200M.
Tender offer bought back 1.94M Class A shares at $10.598 each; 99% of Class A now held by nXgen and affiliates.
Class B common converted to Class A; no shares outstanding. Stock no longer listed on Nasdaq; OTC listing application pending.
Preferred stock mandatorily converts to Class A when VWAP >= $11.50 for 20 of 30 trading days; otherwise redeemable after 5 years at $11.50.

item 2.01 item 5.06 item 9.01 item 3.02 item 3.03 item 5.03

Machine-readable event card

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accession: 0001104659-24-058132
form_type: 8-K
ticker: null
cik: 0001823000
company_name: CONX Corp.
filed_at: 2024-05-07T23:59:59+00:00
discovered_at: 2026-05-14T18:03:20.405396+00:00
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Source-grounded claims

94f960f45b5ad2bce0eb26d83ee37a5b5f056571

CONX Corp.: Filed a Certificate of Designation setting forth terms of Preferred Stock (effective 2024-05-01).

On May 1, 2024, the Company filed the Certificate of Designation with the Secretary of State of Nevada setting forth the terms, rights, obligations and preferences of the Preferred Stock.

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

dee459b07548c6281fdadb3593fb62289c6806b6

CONX Corp.: Company ceased being a shell company as a result of the Transaction.

As a result of the Transaction, the Company ceased being a shell company.

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

e3e9ddcedefe9df41b3e440a9f60d51720288ae0

CONX Corp. completed an acquisition involving EchoStar Real Estate Holding L.L.C. for $26.75 million (closed 2024-05-01).

On May 1, 2024 (the “Closing Date”), CONX Corp. (the “Company” or “CONX”), completed its previously announced purchase from EchoStar Real Estate Holding L.L.C. (“Seller”), a subsidiary of EchoStar Corporation (“EchoStar”), of that certain commercial real estate property (the “Property”) in Littleton, Colorado, comprising the corporate headquarters of DISH Wireless, for a purchase price of $26.75 million (the “Transaction”), pursuant to the terms of the purchase and sale agreement

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

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same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.02, 3.03, 5.03, 5.06, 9.01 same event type: m_and_a similar materiality

This filing

On May 1, 2024, the Company filed the Certificate of Designation with the Secretary of State of Nevada setting forth the terms, rights, obligations and preferences of the Preferred Stock.

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As a result of the Business Combination, the Company ceased being a shell company.

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Chiron Real Estate Inc. June 2, 2026, 4:30 PM ET m_and_a Items 1.01, 2.01, 2.03, 3.02, 3.03, 5.03, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.02, 3.03, 5.03, 9.01 same event type: m_and_a similar materiality

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On May 1, 2024, the Company filed the Certificate of Designation with the Secretary of State of Nevada setting forth the terms, rights, obligations and preferences of the Preferred Stock.

Comparable filing

On May 28, 2026, the Company filed Articles Supplementary with the Maryland State Department of Assessments and Taxation to designate 1,000,000 shares of the Company’s authorized preferred stock as shares of Series C Convertible Preferred Stock

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ESAB Corp June 2, 2026, 6:41 AM ET m_and_a Items 2.01, 3.02, 5.03, 3.03, 7.01, 8.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.02, 3.03, 5.03, 9.01 same event type: m_and_a similar materiality

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On May 1, 2024, the Company filed the Certificate of Designation with the Secretary of State of Nevada setting forth the terms, rights, obligations and preferences of the Preferred Stock.

Comparable filing

On June 1, 2026, the Company filed the Certificate of Designations with the Delaware Secretary of State to establish the preferences, limitations and relative rights of its 6.50% Series A Mandatory Convertible Preferred Stock (the “ Series A Mandatory Convertible Preferred Stock ”), which became effective upon filing.

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Matternet, Inc. May 29, 2026, 5:21 PM ET m_and_a Items 1.01, 2.01, 3.02, 3.03, 4.01, 5.01, 5.02, 5.03, 5.06, 9.01

same fact type: governance_change same SEC item: 2.01, 3.02, 3.03, 5.03, 5.06, 9.01 same event type: m_and_a similar materiality

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On May 1, 2024, the Company filed the Certificate of Designation with the Secretary of State of Nevada setting forth the terms, rights, obligations and preferences of the Preferred Stock.

Comparable filing

At the Effective Time, we amended and restated our certificate of incorporation.

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OCEANFIRST FINANCIAL CORP June 1, 2026, 5:19 PM ET m_and_a Items 1.01, 3.02, 2.01, 2.03, 3.03, 5.02, 5.03, 7.01, 9.01

same fact type: ma_transaction same SEC item: 2.01, 3.02, 3.03, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

On May 1, 2024 (the “Closing Date”), CONX Corp. (the “Company” or “CONX”), completed its previously announced purchase from EchoStar Real Estate Holding L.L.C. (“Seller”), a subsidiary of EchoStar Corporation (“EchoStar”), of that certain commercial real estate property (the “Property”) in Littleton, Colorado, comprising the corporate headquarters of DISH Wireless, for a purchase price of $26.75 million (the “Transaction”), pursuant to the terms of the purchase and sale agreement

Comparable filing

of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).

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AMWD

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AMERICAN WOODMARK CORP May 28, 2026, 9:17 AM ET m_and_a Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 7.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.03, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

On May 1, 2024, the Company filed the Certificate of Designation with the Secretary of State of Nevada setting forth the terms, rights, obligations and preferences of the Preferred Stock.

Comparable filing

the Articles of Incorporation and Bylaws of American Woodmark were each amended and restated in their entirety to be the same as the Articles of Incorporation and Bylaws of Merger Sub as in effect immediately prior to the Effective Time, except that references to Merger Sub’s name were replaced with references to American Woodmark’s name.

Filing page SEC filing

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OLENOX INDUSTRIES INC. May 28, 2026, 8:30 AM ET m_and_a Items 1.01, 5.03, 2.01, 2.03, 3.02, 7.01, 8.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

On May 1, 2024, the Company filed the Certificate of Designation with the Secretary of State of Nevada setting forth the terms, rights, obligations and preferences of the Preferred Stock.

Comparable filing

On May 26, 2026, in connection with the closing of the Acquisition, the Company filed a Certificate of Designation of Series D Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Delaware, establishing the rights, preferences, privileges and restrictions of the Series D Preferred Stock.

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Veris Residential, L.P. May 27, 2026, 4:44 PM ET m_and_a Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.03, 5.03, 9.01 same event type: m_and_a similar materiality

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On May 1, 2024, the Company filed the Certificate of Designation with the Secretary of State of Nevada setting forth the terms, rights, obligations and preferences of the Preferred Stock.

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Pursuant to the Merger Agreement, following the consummation of the Merger, the Company ceased to exist and Merger Sub I continued as the Surviving Entity. As of the Effective Time, (i) the certificate of formation of Merger Sub I in effect immediately prior to the consummation of the Merger became the certificate of formation of the Surviving Entity, and (ii) the limited liability company agreement of Merger Sub I in effect immediately prior to the consummation of the Merger became the limited liability company agreement of the Surviving Entity.

Filing page SEC filing

Source: SEC EDGAR

accession 0001104659-24-058132

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