{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-25-337040","form_type":"8-K","ticker":"PRHI","cik":"0001502292","company_name":"Presurance Holdings, Inc.","filed_at":"2025-12-30T23:59:59+00:00","discovered_at":"2026-05-14T18:02:39.574091+00:00","generated_at":"2026-05-16T11:59:00.646280+00:00","sec_items":["1.01","3.02","3.03","5.03","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"Presurance Holdings raises $8M via 15% Series C Preferred Stock sale to board affiliate","bullets":["Sold 1,600 shares of Series C Preferred at $5,000/share to Clarkston Companies (affiliate of director Jeffrey Hakala) for gross proceeds of $8M.","Preferred stock carries 15.0% annual dividend, matures April 2, 2027, and ranks senior to common stock.","Proceeds will be used for working capital and general corporate purposes.","Issuance was exempt from registration under Section 4(a)(2) of the Securities Act; Certificate of Designation filed with Michigan.","Company has the optional right to redeem the shares at the issue price upon 10 days' notice any time before maturity."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-25-337040","json":"https://secwatch.observer/filing/0001193125-25-337040.json","markdown":"https://secwatch.observer/filing/0001193125-25-337040.md","text":"https://secwatch.observer/filing/0001193125-25-337040.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1502292/000119312525337040/0001193125-25-337040-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1502292/000119312525337040/prhi-20251223.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T11:59:00.646280+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":"7271caa462416d22fdadf3141a136ef606221115","claim":"Presurance Holdings, Inc.: Filed Certificate of Designation creating Series C Preferred Stock, designating dividend, preferences, rights, and other terms (effective 2025-12-23).","evidence_excerpt":"On December 23, 2025, the Company filed the Certificate of Designation of Series C Preferred Stock (the “Certificate of Designation”) to the Company’s Second Amended and Restated Articles of Incorporation with the Secretary of State of the State of Michigan, effective as of such date, designating one thousand six hundred (1,600) shares of Series C Preferred Stock (the “Shares”) out of the authorized but unissued shares of the Company’s preferred stock as “Series C Preferred Stock,” and designating the dividend, preferences, rights, voting power, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of such shares.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1502292/000119312525337040/0001193125-25-337040-index.htm","confidence":0.9},{"claim_id":"deede82dc755d28c5e0b2fad536486db2b679502","claim":"Presurance Holdings, Inc. entered into Securities Purchase Agreement with Clarkston Companies, Inc. valued at eight million dollars ($8,000,000) (effective 2025-12-23).","evidence_excerpt":"On December 23, 2025 (the \"Initial Issue Date\"), Presurance Holdings, Inc. (the \"Company\") sold one thousand six hundred (1,600) shares of its newly designated Series C Preferred Stock, no par value (the \"Series C Preferred Stock\" or the \"Securities\"), to Clarkston Companies, Inc. (the \"Purchaser\"), an entity affiliated with Jeffrey Hakala, a member of the Board of Directors of the Company, for an aggregate purchase price of eight million dollars ($8,000,000). The sale of the Securities was consummated on the Initial Issue Date pursuant to a Securities Purchase Agreement (the \"Agreement\") by and between the Company and the Purchaser.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1502292/000119312525337040/0001193125-25-337040-index.htm","confidence":0.95}],"comparable_filings":[{"accession":"0001185185-26-002273","ticker":"DGAC","company_name":"DISCIPLINED GROWTH ACQUISITION Corp","filed_at":"2026-06-01T20:15:34+00:00","headline":"Disciplined Growth Acquisition Corp. closes $150M IPO on NYSE","event_type":"other_material","sec_items":["1.01","3.02","5.02","5.03","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: governance_change, material_agreement","same SEC item: 1.01, 3.02, 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001185185-26-002273","json":"https://secwatch.observer/filing/0001185185-26-002273.json","markdown":"https://secwatch.observer/filing/0001185185-26-002273.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/0001185185-26-002273-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/dgac8k052926.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 23, 2025, the Company filed the Certificate of Designation of Series C Preferred Stock (the “Certificate of Designation”) to the Company’s Second Amended and Restated Articles of Incorporation with the Secretary of State of the State of Michigan, effective as of such date, designating one thousand six hundred (1,600) shares of Series C Preferred Stock (the “Shares”) out of the authorized but unissued shares of the Company’s preferred stock as “Series C Preferred Stock,” and designating the dividend, preferences, rights, voting power, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of such shares.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1502292/000119312525337040/0001193125-25-337040-index.htm","comparable_excerpt":"On May 26, 2026, in connection with the IPO, the Company filed its amended and restated memorandum and articles of association (the “Amended and Restated Memorandum and Articles of Association”) with the Cayman Islands Registrar of Companies, which was effective on May 26, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/0001185185-26-002273-index.htm"}},{"accession":"0001104659-26-066610","ticker":"BNBX","company_name":"BNB PLUS CORP.","filed_at":"2026-05-27T12:15:32+00:00","headline":"BNB Plus Corp. raises up to $5M in convertible preferred equity private placement and warrant inducement","event_type":"other_material","sec_items":["1.01","5.03","3.02","3.03","7.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: governance_change","same SEC item: 1.01, 3.02, 3.03, 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-066610","json":"https://secwatch.observer/filing/0001104659-26-066610.json","markdown":"https://secwatch.observer/filing/0001104659-26-066610.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/744452/000110465926066610/0001104659-26-066610-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/744452/000110465926066610/tm2615620d1_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 23, 2025, the Company filed the Certificate of Designation of Series C Preferred Stock (the “Certificate of Designation”) to the Company’s Second Amended and Restated Articles of Incorporation with the Secretary of State of the State of Michigan, effective as of such date, designating one thousand six hundred (1,600) shares of Series C Preferred Stock (the “Shares”) out of the authorized but unissued shares of the Company’s preferred stock as “Series C Preferred Stock,” and designating the dividend, preferences, rights, voting power, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of such shares.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1502292/000119312525337040/0001193125-25-337040-index.htm","comparable_excerpt":"In connection with the Offering, the Company’s Board of Directors (the “Board”) approved a certificate of designation (the “Series B-1 Certificate of Designation”) fixing the voting powers, designations, preferences and rights and the qualifications, limitations or restrictions of Series B-1 Convertible Preferred Stock, par value $0.001 per share (the “Series B-1 Preferred Stock”), a newly created series of preferred stock of the Company, which became effective upon its filing with the Secretary of State of the State of Delaware on May 26, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/744452/000110465926066610/0001104659-26-066610-index.htm"}},{"accession":"0001437749-26-018930","ticker":"CPSH","company_name":"CPS TECHNOLOGIES CORP/DE/","filed_at":"2026-06-01T13:35:50+00:00","headline":"CPS Technologies closes $9.6M registered direct offering of 1.2M shares at $8.00/share","event_type":"other_material","sec_items":["1.01","5.03","8.01","9.01"],"materiality_score":0.6,"calibrated_materiality_score":0.6,"match_reasons":["same fact type: governance_change, material_agreement","same SEC item: 1.01, 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001437749-26-018930","json":"https://secwatch.observer/filing/0001437749-26-018930.json","markdown":"https://secwatch.observer/filing/0001437749-26-018930.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/814676/000143774926018930/0001437749-26-018930-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/814676/000143774926018930/cpsh20260528_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 23, 2025, the Company filed the Certificate of Designation of Series C Preferred Stock (the “Certificate of Designation”) to the Company’s Second Amended and Restated Articles of Incorporation with the Secretary of State of the State of Michigan, effective as of such date, designating one thousand six hundred (1,600) shares of Series C Preferred Stock (the “Shares”) out of the authorized but unissued shares of the Company’s preferred stock as “Series C Preferred Stock,” and designating the dividend, preferences, rights, voting power, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of such shares.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1502292/000119312525337040/0001193125-25-337040-index.htm","comparable_excerpt":"On May 27, 2026, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Amendment”) of the Company’s Restated Certificate of Incorporation, effective as of the same date. The Amendment increased the number of shares of common stock, $0.01 par value per share (the “Common Stock”), that the Company is authorized to issue from 20,000,000 to 25,000,000.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/814676/000143774926018930/0001437749-26-018930-index.htm"}},{"accession":"0001193125-26-249692","ticker":"ELOX","company_name":"Eloxx Pharmaceuticals, Inc.","filed_at":"2026-06-01T11:00:19+00:00","headline":"Eloxx Pharma: 1-for-11 reverse stock split effective May 29; appoints two independent directors","event_type":"other_material","sec_items":["3.02","3.03","5.03","5.02","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: governance_change","same SEC item: 3.02, 3.03, 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-249692","json":"https://secwatch.observer/filing/0001193125-26-249692.json","markdown":"https://secwatch.observer/filing/0001193125-26-249692.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1035354/000119312526249692/0001193125-26-249692-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1035354/000119312526249692/d261568d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 23, 2025, the Company filed the Certificate of Designation of Series C Preferred Stock (the “Certificate of Designation”) to the Company’s Second Amended and Restated Articles of Incorporation with the Secretary of State of the State of Michigan, effective as of such date, designating one thousand six hundred (1,600) shares of Series C Preferred Stock (the “Shares”) out of the authorized but unissued shares of the Company’s preferred stock as “Series C Preferred Stock,” and designating the dividend, preferences, rights, voting power, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of such shares.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1502292/000119312525337040/0001193125-25-337040-index.htm","comparable_excerpt":"On May 29, 2026, the Company filed with the Secretary of State of the State of Delaware (the \"Delaware Secretary of State\") a Certificate of Amendment to its Certificate of Incorporation (the \"Certificate of Amendment\") to effect the Reverse Stock Split and Authorized Share Reduction.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1035354/000119312526249692/0001193125-26-249692-index.htm"}},{"accession":"0001104659-26-068521","ticker":"FDXF","company_name":"FedEx Freight Holding Company, Inc.","filed_at":"2026-06-01T10:46:03+00:00","headline":"FedEx Freight completes spin-off from FedEx; $600M drawn, new board and executives appointed","event_type":"other_material","sec_items":["1.01","2.03","3.03","5.03","5.01","5.02","5.05","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: governance_change","same SEC item: 1.01, 3.03, 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-068521","json":"https://secwatch.observer/filing/0001104659-26-068521.json","markdown":"https://secwatch.observer/filing/0001104659-26-068521.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2082247/000110465926068521/0001104659-26-068521-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2082247/000110465926068521/tm2615735d2_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 23, 2025, the Company filed the Certificate of Designation of Series C Preferred Stock (the “Certificate of Designation”) to the Company’s Second Amended and Restated Articles of Incorporation with the Secretary of State of the State of Michigan, effective as of such date, designating one thousand six hundred (1,600) shares of Series C Preferred Stock (the “Shares”) out of the authorized but unissued shares of the Company’s preferred stock as “Series C Preferred Stock,” and designating the dividend, preferences, rights, voting power, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of such shares.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1502292/000119312525337040/0001193125-25-337040-index.htm","comparable_excerpt":"As of 9:30 a.m., Eastern Time, on May 27, 2026, the certificate of incorporation of the Company was amended by the certificate of amendment to the certificate of incorporation of the Company (the “Certificate of Amendment”), which, among other things, (i) created and authorized 500,000,000 shares of the Company’s common stock, par value $0.10 per share (the “Common Stock”), and (ii) converted the total number of shares of the Common Stock issued and outstanding into a number of validly issued, fully paid, and non-assessable shares of the Common Stock authorized for issuance pursuant to the Certificate of Amendment equal to 149,505,248.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2082247/000110465926068521/0001104659-26-068521-index.htm"}},{"accession":"0001213900-26-061493","ticker":"OHAC","company_name":"Oceanhawk Acquisition Corp.","filed_at":"2026-05-27T20:01:23+00:00","headline":"Oceanhawk Acquisition Corp. closes upsized $160M IPO of 16M units at $10/unit","event_type":"other_material","sec_items":["1.01","3.02","5.02","5.03","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: governance_change","same SEC item: 1.01, 3.02, 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-061493","json":"https://secwatch.observer/filing/0001213900-26-061493.json","markdown":"https://secwatch.observer/filing/0001213900-26-061493.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2090787/000121390026061493/0001213900-26-061493-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2090787/000121390026061493/ea0292099-8k_oceanhawk.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 23, 2025, the Company filed the Certificate of Designation of Series C Preferred Stock (the “Certificate of Designation”) to the Company’s Second Amended and Restated Articles of Incorporation with the Secretary of State of the State of Michigan, effective as of such date, designating one thousand six hundred (1,600) shares of Series C Preferred Stock (the “Shares”) out of the authorized but unissued shares of the Company’s preferred stock as “Series C Preferred Stock,” and designating the dividend, preferences, rights, voting power, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of such shares.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1502292/000119312525337040/0001193125-25-337040-index.htm","comparable_excerpt":"On May 20, 2026, the Company filed its Amended and Restated Memorandum and Articles of Association in the Cayman Islands.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2090787/000121390026061493/0001213900-26-061493-index.htm"}},{"accession":"0001213900-26-061250","ticker":"LRHC","company_name":"La Rosa Holdings Corp.","filed_at":"2026-05-27T12:30:26+00:00","headline":"La Rosa Holdings raises $250K via Series D Preferred; additional $250K optional","event_type":"other_material","sec_items":["1.01","3.02","5.03","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: governance_change","same SEC item: 1.01, 3.02, 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-061250","json":"https://secwatch.observer/filing/0001213900-26-061250.json","markdown":"https://secwatch.observer/filing/0001213900-26-061250.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1879403/000121390026061250/0001213900-26-061250-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1879403/000121390026061250/ea0292267-8k_larosa.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 23, 2025, the Company filed the Certificate of Designation of Series C Preferred Stock (the “Certificate of Designation”) to the Company’s Second Amended and Restated Articles of Incorporation with the Secretary of State of the State of Michigan, effective as of such date, designating one thousand six hundred (1,600) shares of Series C Preferred Stock (the “Shares”) out of the authorized but unissued shares of the Company’s preferred stock as “Series C Preferred Stock,” and designating the dividend, preferences, rights, voting power, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of such shares.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1502292/000119312525337040/0001193125-25-337040-index.htm","comparable_excerpt":"On May 27, 2026, in connection with the SPA the Board of Directors of the Company approved and the Company filed the Certificate of Designation with the Secretary of State of the State of Nevada.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1879403/000121390026061250/0001213900-26-061250-index.htm"}},{"accession":"0001213900-26-061109","ticker":"BRKH","company_name":"BurTech Acquisition Corp II","filed_at":"2026-05-26T21:20:22+00:00","headline":"Burtech Acquisition Corp II closes $80M IPO; units begin trading on Nasdaq","event_type":"other_material","sec_items":["1.01","3.02","5.02","5.03","8.01","9.01"],"materiality_score":0.55,"calibrated_materiality_score":0.55,"match_reasons":["same fact type: governance_change","same SEC item: 1.01, 3.02, 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-061109","json":"https://secwatch.observer/filing/0001213900-26-061109.json","markdown":"https://secwatch.observer/filing/0001213900-26-061109.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2098707/000121390026061109/0001213900-26-061109-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2098707/000121390026061109/ea0292100-8k_burtech2.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On December 23, 2025, the Company filed the Certificate of Designation of Series C Preferred Stock (the “Certificate of Designation”) to the Company’s Second Amended and Restated Articles of Incorporation with the Secretary of State of the State of Michigan, effective as of such date, designating one thousand six hundred (1,600) shares of Series C Preferred Stock (the “Shares”) out of the authorized but unissued shares of the Company’s preferred stock as “Series C Preferred Stock,” and designating the dividend, preferences, rights, voting power, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of such shares.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1502292/000119312525337040/0001193125-25-337040-index.htm","comparable_excerpt":"On May 21, 2026, and in connection with the IPO, the Company adopted and filed its Amended and Restated Memorandum and Articles of Association.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2098707/000121390026061109/0001213900-26-061109-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}