---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-075861"
form_type: "8-K"
ticker: "DRTTF"
cik: "0001340476"
company_name: "DIRTT ENVIRONMENTAL SOLUTIONS LTD"
filed_at: "2023-03-21T23:59:59+00:00"
generated_at: "2026-06-17T22:06:32.656081+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# DIRTT to issue 3.9M shares to settle $1.56M debt with activist shareholder 22NW

## Summary
- DIRTT acknowledges $1,559,898 debt to 22NW for expenses from April 2022 contested director election.
- Debt to be settled by issuing 3,899,745 common shares at $0.40/share, subject to shareholder and TSX/Nasdaq approval.
- 22NW currently holds ~19.5% of DIRTT (19,234,034 shares); issuance would further increase their stake.
- Board Chair says reimbursement appropriate as 22NW was prevailing party; share issuance strengthens balance sheet.

## SEC filing metadata
- accession: 0001193125-23-075861
- form_type: 8-K
- ticker: DRTTF
- cik: 0001340476
- company_name: DIRTT ENVIRONMENTAL SOLUTIONS LTD
- filed_at: 2023-03-21T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 3.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1340476/000119312523075861/0001193125-23-075861-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1340476/000119312523075861/d469250d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-075861
- JSON: https://secwatch.observer/filing/0001193125-23-075861.json
- Plain text: https://secwatch.observer/filing/0001193125-23-075861.txt

## Key facts
- Material Agreements
  DIRTT ENVIRONMENTAL SOLUTIONS LTD entered into Share Issuance Agreement with 22NW valued at $0.40 per Common Share (effective 2023-03-15).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: 22NW
  - Value: $0.40 per Common Share
  - Effective: 2023-03-15
  source text: Also on March 15, 2023, in connection with the entry into the Debt Settlement Agreement, the Company entered into a share issuance agreement with 22NW (the “Share Issuance Agreement”), pursuant to which the Company agreed to repay the Debt with the issuance of 3,899,745 common shares of the Company (“Common Shares”) to 22NW at a deemed price of $0.40 per Common Share
  evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312523075861/0001193125-23-075861-index.htm
- Material Agreements
  DIRTT ENVIRONMENTAL SOLUTIONS LTD entered into Debt Settlement Agreement with 22NW Fund, LP and Aron English valued at $1,559,898 (effective 2023-03-15).
  - Action: entry
  - Agreement: settlement
  - Counterparty: 22NW Fund, LP and Aron English
  - Value: $1,559,898
  - Effective: 2023-03-15
  source text: On March 15, 2023, DIRTT Environmental Solutions Ltd. (the “Company”) entered into a debt settlement agreement (the “Debt Settlement Agreement”) with 22NW Fund, LP and Aron English (collectively, “22NW”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1340476/000119312523075861/0001193125-23-075861-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.