{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-26-042091","form_type":"8-K","ticker":"FGMC","cik":"0001906364","company_name":"FG Merger II Corp.","filed_at":"2026-04-10T23:59:59+00:00","discovered_at":"2026-05-14T18:02:33.267301+00:00","generated_at":"2026-05-15T06:43:09.684301+00:00","sec_items":["1.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"FGMC and BOXABL amend merger agreement: deadline extended to July 31, 2026; lock-up provision tied to $20 stock price","bullets":["Agreement end date extended from March 31, 2026 to July 31, 2026.","Lock-up on sponsor shares automatically expires if Acquiror Common Stock trades at or above $20.00 any time (including intraday).","Clarifies Acquiror Securities includes 8,295,800 rights for 829,580 shares of common stock.","New termination right: if a written request goes unanswered for 5 business days, either party may terminate the merger agreement."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-042091","json":"https://secwatch.observer/filing/0001104659-26-042091.json","markdown":"https://secwatch.observer/filing/0001104659-26-042091.md","text":"https://secwatch.observer/filing/0001104659-26-042091.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1906364/000110465926042091/0001104659-26-042091-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1906364/000110465926042091/tm2611529d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T06:43:09.684301+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":"388e8bcdf818431fc4a825edd1fe4e8e6f197cea","claim":"FG Merger II Corp. amended Amendment with BOXABL Inc., FG Merger Sub II Inc. (effective 2026-04-06).","evidence_excerpt":"On April 6, 2026, FG Merger II Corp. (“ FGMC ”), entered into an Amendment (the “ Amendment ”) to that certain Agreement and Plan of Merger, dated as of August 4, 2025 (as amended on November 3, 2025, the “ Merger Agreement ”), by and among FGMC, BOXABL Inc., (“ BOXABL ”) and FG Merger Sub II Inc. (“ Merger Sub ” and together with BOXABL and FGMC, the “ Parties ”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1906364/000110465926042091/0001104659-26-042091-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001213900-26-063827","ticker":"LOKV","company_name":"Live Oak Acquisition Corp. V","filed_at":"2026-06-02T13:09:00+00:00","headline":"Live Oak enters forward purchase agreement to reduce redemptions for Teamshares merger","event_type":"m_and_a","sec_items":["1.01","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-063827","json":"https://secwatch.observer/filing/0001213900-26-063827.json","markdown":"https://secwatch.observer/filing/0001213900-26-063827.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2048951/000121390026063827/0001213900-26-063827-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2048951/000121390026063827/ea0293178-8ka425_liveoak5.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On April 6, 2026, FG Merger II Corp. (“ FGMC ”), entered into an Amendment (the “ Amendment ”) to that certain Agreement and Plan of Merger, dated as of August 4, 2025 (as amended on November 3, 2025, the “ Merger Agreement ”), by and among FGMC, BOXABL Inc., (“ BOXABL ”) and FG Merger Sub II Inc. (“ Merger Sub ” and together with BOXABL and FGMC, the “ Parties ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1906364/000110465926042091/0001104659-26-042091-index.htm","comparable_excerpt":"On June 1, 2026, Live Oak Acquisition Corp. V, a Cayman Island exempted company (“ Live Oak ”), and a fund sub-advised by JBA Asset Management LLC (“ Seller ” or “ FPA Investor ”) entered into an agreement (the “ Forward Purchase Agreement ”) for an OTC Prepaid Share Forward Transaction-Optional Early Termination","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2048951/000121390026063827/0001213900-26-063827-index.htm"}},{"accession":"0001493152-26-026559","ticker":"WINV","company_name":"WinVest Acquisition Corp.","filed_at":"2026-06-01T15:20:55+00:00","headline":"WinVest amends business combination agreement to add ADS structure and share restructuring","event_type":"m_and_a","sec_items":["1.01","9.01"],"materiality_score":0.55,"calibrated_materiality_score":0.55,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-026559","json":"https://secwatch.observer/filing/0001493152-26-026559.json","markdown":"https://secwatch.observer/filing/0001493152-26-026559.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1854463/000149315226026559/0001493152-26-026559-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1854463/000149315226026559/form8-k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On April 6, 2026, FG Merger II Corp. (“ FGMC ”), entered into an Amendment (the “ Amendment ”) to that certain Agreement and Plan of Merger, dated as of August 4, 2025 (as amended on November 3, 2025, the “ Merger Agreement ”), by and among FGMC, BOXABL Inc., (“ BOXABL ”) and FG Merger Sub II Inc. (“ Merger Sub ” and together with BOXABL and FGMC, the “ Parties ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1906364/000110465926042091/0001104659-26-042091-index.htm","comparable_excerpt":"On May 26, 2026, SPAC, Pubco, the Company, SPAC Merger Sub, and Company Merger Sub entered into that certain Amended and Restated Business Combination Agreement (the “Restated Business Combination Agreement”), pursuant to which the Original Business Combination Agreement was amended and restated in its entirety","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1854463/000149315226026559/0001493152-26-026559-index.htm"}},{"accession":"0001193125-26-211817","ticker":"GIG","company_name":"GigCapital7 Corp.","filed_at":"2026-05-07T23:59:59+00:00","headline":"GigCapital7 enters additional non-redemption and forward purchase agreements for Hadron Energy merger","event_type":"m_and_a","sec_items":["1.01","8.01","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-211817","json":"https://secwatch.observer/filing/0001193125-26-211817.json","markdown":"https://secwatch.observer/filing/0001193125-26-211817.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2023730/000119312526211817/0001193125-26-211817-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2023730/000119312526211817/d152235d8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On April 6, 2026, FG Merger II Corp. (“ FGMC ”), entered into an Amendment (the “ Amendment ”) to that certain Agreement and Plan of Merger, dated as of August 4, 2025 (as amended on November 3, 2025, the “ Merger Agreement ”), by and among FGMC, BOXABL Inc., (“ BOXABL ”) and FG Merger Sub II Inc. (“ Merger Sub ” and together with BOXABL and FGMC, the “ Parties ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1906364/000110465926042091/0001104659-26-042091-index.htm","comparable_excerpt":"On May 6, 2026, GigCapital7 and Target entered into a forward stock purchase agreement (the “ Forward Purchase Agreement ”) with certain investors (together, the “ Seller ”) for an OTC Equity Prepaid Forward Transaction.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2023730/000119312526211817/0001193125-26-211817-index.htm"}},{"accession":"0001193125-26-251719","ticker":"BURU","company_name":"Nuburu, Inc.","filed_at":"2026-06-01T21:10:15+00:00","headline":"Nuburu agrees to acquire 70% stake in Tekne S.p.A. for up to €29.7M plus earn-out","event_type":"m_and_a","sec_items":["1.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251719","json":"https://secwatch.observer/filing/0001193125-26-251719.json","markdown":"https://secwatch.observer/filing/0001193125-26-251719.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1814215/000119312526251719/0001193125-26-251719-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1814215/000119312526251719/buru-20260526.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On April 6, 2026, FG Merger II Corp. (“ FGMC ”), entered into an Amendment (the “ Amendment ”) to that certain Agreement and Plan of Merger, dated as of August 4, 2025 (as amended on November 3, 2025, the “ Merger Agreement ”), by and among FGMC, BOXABL Inc., (“ BOXABL ”) and FG Merger Sub II Inc. (“ Merger Sub ” and together with BOXABL and FGMC, the “ Parties ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1906364/000110465926042091/0001104659-26-042091-index.htm","comparable_excerpt":"On May 26, 2026, Nuburu, Inc. (the “Company”) and its subsidiary, Nuburu Defense, LLC (“Nuburu Defense”), entered into an Investment Agreement (the “Agreement”) with Tekne S.p.A. (“Tekne”) and Ambrogio D’Arrezzo, Carlo Ulacco, and Andrea Lodi, the shareholders of Tekne (collectively, the “Shareholders”) pursuant to which the Company agreed to contribute additional financial resources to Tekne and purchase shares of Tekne from the Shareholders in exchange for obtaining a 70% equity interest in Tekne.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1814215/000119312526251719/0001193125-26-251719-index.htm"}},{"accession":"0000107140-26-000034","ticker":"WLY","company_name":"JOHN WILEY & SONS, INC.","filed_at":"2026-06-02T12:30:39+00:00","headline":"Wiley acquires Emerald Publishing for $452M; adds ~500 journals, expected accretive in year one","event_type":"m_and_a","sec_items":["1.01","2.01","7.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0000107140-26-000034","json":"https://secwatch.observer/filing/0000107140-26-000034.json","markdown":"https://secwatch.observer/filing/0000107140-26-000034.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/107140/000010714026000034/0000107140-26-000034-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/107140/000010714026000034/jwa-20260601.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On April 6, 2026, FG Merger II Corp. (“ FGMC ”), entered into an Amendment (the “ Amendment ”) to that certain Agreement and Plan of Merger, dated as of August 4, 2025 (as amended on November 3, 2025, the “ Merger Agreement ”), by and among FGMC, BOXABL Inc., (“ BOXABL ”) and FG Merger Sub II Inc. (“ Merger Sub ” and together with BOXABL and FGMC, the “ Parties ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1906364/000110465926042091/0001104659-26-042091-index.htm","comparable_excerpt":"entered into an Equity Purchase Agreement (the \"Purchase Agreement\") with CIG Emerald Midco LLC, a Delaware limited liability company (the \"Seller\"), and CIG Emerald Holding LLC, a Delaware limited liability company (\"Emerald Holding\"), pursuant to which Buyer acquired from the Seller all of the issued and outstanding equity securities of Emerald Holding (the \"Transaction\") in exchange for GBP £337.5 million (approximately $452 million)","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/107140/000010714026000034/0000107140-26-000034-index.htm"}},{"accession":"0001193125-26-252474","ticker":"TVTX","company_name":"Travere Therapeutics, Inc.","filed_at":"2026-06-02T11:05:07+00:00","headline":"Travere licenses Everest's BTK inhibitor with $112.5M upfront, up to $1.03B milestones","event_type":"m_and_a","sec_items":["1.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-252474","json":"https://secwatch.observer/filing/0001193125-26-252474.json","markdown":"https://secwatch.observer/filing/0001193125-26-252474.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1438533/000119312526252474/0001193125-26-252474-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1438533/000119312526252474/d107618d8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On April 6, 2026, FG Merger II Corp. (“ FGMC ”), entered into an Amendment (the “ Amendment ”) to that certain Agreement and Plan of Merger, dated as of August 4, 2025 (as amended on November 3, 2025, the “ Merger Agreement ”), by and among FGMC, BOXABL Inc., (“ BOXABL ”) and FG Merger Sub II Inc. (“ Merger Sub ” and together with BOXABL and FGMC, the “ Parties ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1906364/000110465926042091/0001104659-26-042091-index.htm","comparable_excerpt":"On June 1, 2026, Travere Therapeutics, Inc. (the “Company”) entered into a license and collaboration agreement (the “Agreement”) with Everest Medicines (Singapore) Pte. Ltd. (“Everest”), pursuant to which Everest grants an exclusive license to the Company for the development and commercialization of civorebrutinib","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1438533/000119312526252474/0001193125-26-252474-index.htm"}},{"accession":"0001193125-26-252459","ticker":"ARXS","company_name":"Arxis, Inc.","filed_at":"2026-06-02T11:00:16+00:00","headline":"Arxis agrees to acquire Omnetics in ~$770M all-stock deal; closes MagCanica acquisition","event_type":"m_and_a","sec_items":["1.01","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-252459","json":"https://secwatch.observer/filing/0001193125-26-252459.json","markdown":"https://secwatch.observer/filing/0001193125-26-252459.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2093536/000119312526252459/0001193125-26-252459-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2093536/000119312526252459/arxs-20260529.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On April 6, 2026, FG Merger II Corp. (“ FGMC ”), entered into an Amendment (the “ Amendment ”) to that certain Agreement and Plan of Merger, dated as of August 4, 2025 (as amended on November 3, 2025, the “ Merger Agreement ”), by and among FGMC, BOXABL Inc., (“ BOXABL ”) and FG Merger Sub II Inc. (“ Merger Sub ” and together with BOXABL and FGMC, the “ Parties ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1906364/000110465926042091/0001104659-26-042091-index.htm","comparable_excerpt":"On May 29, 2026, Arxis, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Orion Merger Sub, Inc., a Minnesota corporation and a wholly owned subsidiary of Arxis (the “Merger Sub”), Omnetics Connector Corporation, a Minnesota corporation (“Omnetics”), and Gary Jacobs, President of Omnetics, in his capacity as shareholder representative (the “Shareholder Representative”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2093536/000119312526252459/0001193125-26-252459-index.htm"}},{"accession":"0001773751-26-000091","ticker":"HIMS","company_name":"Hims & Hers Health, Inc.","filed_at":"2026-06-02T10:02:26+00:00","headline":"Hims & Hers completes acquisition of Eucalyptus; reaffirms 2030 targets of $6.5B revenue","event_type":"m_and_a","sec_items":["1.01","2.03","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0001773751-26-000091","json":"https://secwatch.observer/filing/0001773751-26-000091.json","markdown":"https://secwatch.observer/filing/0001773751-26-000091.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1773751/000177375126000091/0001773751-26-000091-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1773751/000177375126000091/hims-20260529.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On April 6, 2026, FG Merger II Corp. (“ FGMC ”), entered into an Amendment (the “ Amendment ”) to that certain Agreement and Plan of Merger, dated as of August 4, 2025 (as amended on November 3, 2025, the “ Merger Agreement ”), by and among FGMC, BOXABL Inc., (“ BOXABL ”) and FG Merger Sub II Inc. (“ Merger Sub ” and together with BOXABL and FGMC, the “ Parties ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1906364/000110465926042091/0001104659-26-042091-index.htm","comparable_excerpt":"On May 29, 2026, Hims & Hers Health, Inc. (the “ Company ”), as borrower, entered into Amendment No. 3 (the “ Amendment ”) to the Revolving Credit and Guaranty Agreement, dated as of February 18, 2025 (as amended by that certain Amendment No. 1 to the Revolving Credit and Guaranty Agreement, dated as of June 25, 2025, that certain Amendment No. 2 to the Revolving Credit and Guaranty Agreement, dated as of May 7, 2026, and as amended by this Amendment, the “ Credit Agreement ”), by among the Company, the subsidiary borrowers and the guarantors from time to time party thereto, the lenders and issuing banks party thereto and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1773751/000177375126000091/0001773751-26-000091-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}