secwatch / observer
8-K filed April 14, 2026, 7:59 PM ET ticker RPAY CIK 0001720592
other material confidence high sentiment neutral materiality 0.75

Repay Holdings adopts stockholder rights plan with 12.5% trigger due to rapid stock accumulation

Repay Holdings Corp

item 1.01item 3.03item 5.03item 7.01item 9.01

Machine-readable event card

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JSON Markdown Plain text

Source-grounded claims

26c5b048289825bf68b37b07833dea4c53543147

Repay Holdings Corp: Adopted Certificate of Designation for Series A Junior Participating Preferred Stock in connection with stockholder rights plan (effective 2026-04-14).

In connection with the adoption of the Rights Agreement, the Company has adopted a Certificate of Designation of Series A Junior Participating Preferred Stock (the “Certificate of Designation”). The Certificate of Designation was filed with the Secretary of State of the State of Delaware on April 14, 2026.

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

Comparable filings

CWEN

Clearway Energy eliminates Class A stock; converts all shares to reduced-vote Class C

Clearway Energy, Inc. May 1, 2026, 7:59 PM ET other_material Items 1.01, 3.03, 5.03, 5.07, 7.01, 9.01

same fact type: governance_change same SEC item: 1.01, 3.03, 5.03, 7.01, 9.01 same event type: other_material similar materiality

This filing

In connection with the adoption of the Rights Agreement, the Company has adopted a Certificate of Designation of Series A Junior Participating Preferred Stock (the “Certificate of Designation”). The Certificate of Designation was filed with the Secretary of State of the State of Delaware on April 14, 2026.

Comparable filing

Following the Class A Conversion, on May 1, 2026, the Company filed with the Delaware Secretary of State a certificate of retirement pursuant to Section 243 of the DGCL (the “Certificate of Retirement”) to retire all shares of Class A common stock converted in the Class A Conversion, which also had the effect of amending the Amended Charter to (i) reduce the total number of authorized shares of Class A common stock from 34,613,853 to zero, (ii) reduce the total number of authorized shares of capital stock of the Company from 2,544,613,853 to 2,510,000,000 and (iii) eliminate from the Amended Charter all references to the Class A common stock (collectively, the “Class A Retirement”).

Filing page SEC filing

PSEC

Prospect Capital enters $400M at-the-market preferred stock offering; reclassifies 16M common shares

PROSPECT CAPITAL CORP May 8, 2026, 7:59 PM ET other_material Items 1.01, 3.03, 5.03, 9.01

same fact type: governance_change same SEC item: 1.01, 3.03, 5.03, 9.01 same event type: other_material similar materiality

This filing

In connection with the adoption of the Rights Agreement, the Company has adopted a Certificate of Designation of Series A Junior Participating Preferred Stock (the “Certificate of Designation”). The Certificate of Designation was filed with the Secretary of State of the State of Delaware on April 14, 2026.

Comparable filing

On May 8, 2026, in connection with the Offering, the Company filed Articles Supplementary (the “Articles Supplementary”) with the State Department of Assessments and Taxation of Maryland (“SDAT”), reclassifying and designating 16,000,000 authorized and unissued shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), into shares of Series A Preferred Stock.

Filing page SEC filing

CUK

Carnival completes DLC unification and redomiciliation to Bermuda; Carnival plc now a subsidiary

CARNIVAL PLC May 7, 2026, 7:59 PM ET other_material Items 1.02, 2.01, 3.01, 3.02, 3.03, 5.01, 5.03, 7.01, 9.01

same fact type: governance_change same SEC item: 3.03, 5.03, 7.01, 9.01 same event type: other_material similar materiality

This filing

In connection with the adoption of the Rights Agreement, the Company has adopted a Certificate of Designation of Series A Junior Participating Preferred Stock (the “Certificate of Designation”). The Certificate of Designation was filed with the Secretary of State of the State of Delaware on April 14, 2026.

Comparable filing

In addition, Carnival Corporation also migrated its jurisdiction of incorporation from the Republic of Panama to Bermuda and changed its name to "Carnival Corporation Ltd." (the "Redomiciliation" and, together with the DLC Unification, the "DLC Unification and Redomiciliation Transactions").

Filing page SEC filing

TRCK

Track Group completes $10.3M PIPE and $21M term loan, reduces net debt 63%

Track Group, Inc. May 4, 2026, 7:59 PM ET other_material Items 1.01, 5.02, 2.03, 3.02, 5.03, 7.01, 9.01

same fact type: governance_change same SEC item: 1.01, 5.03, 7.01, 9.01 same event type: other_material similar materiality

This filing

In connection with the adoption of the Rights Agreement, the Company has adopted a Certificate of Designation of Series A Junior Participating Preferred Stock (the “Certificate of Designation”). The Certificate of Designation was filed with the Secretary of State of the State of Delaware on April 14, 2026.

Comparable filing

The Certificate of Amendment increased the total number of shares of Common Stock authorized for issuance thereunder from 30,000,000 shares to 60,000,000 shares, effective April 30, 2026.

Filing page SEC filing

BAFN

BayFirst raises $80M in PIPE, reports Q1 loss of $5.7M, names new bank CEO

BayFirst Financial Corp. April 30, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 5.03, 2.02, 5.02, 7.01, 8.01, 9.01

same fact type: governance_change same SEC item: 1.01, 5.03, 7.01, 9.01 same event type: other_material similar materiality

This filing

In connection with the adoption of the Rights Agreement, the Company has adopted a Certificate of Designation of Series A Junior Participating Preferred Stock (the “Certificate of Designation”). The Certificate of Designation was filed with the Secretary of State of the State of Delaware on April 14, 2026.

Comparable filing

On April 28, 2026, the Company filed Articles of Amendment to its Articles of Incorporation with the Florida Division of Corporations creating and authorizing 4,000 shares of Series D Preferred Stock and 4,000 shares of Series E Preferred Stock.

Filing page SEC filing

DGAC

Disciplined Growth Acquisition Corp. closes $150M IPO on NYSE

DISCIPLINED GROWTH ACQUISITION Corp June 1, 2026, 4:15 PM ET other_material Items 1.01, 3.02, 5.02, 5.03, 8.01, 9.01

same fact type: governance_change same SEC item: 1.01, 5.03, 9.01 same event type: other_material similar materiality

This filing

In connection with the adoption of the Rights Agreement, the Company has adopted a Certificate of Designation of Series A Junior Participating Preferred Stock (the “Certificate of Designation”). The Certificate of Designation was filed with the Secretary of State of the State of Delaware on April 14, 2026.

Comparable filing

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.

Filing page SEC filing

SAGU

Shreya Acquisition Group closes $110M IPO, 11M units at $10 each on NYSE

Shreya Acquisition Group May 11, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 5.02, 5.03, 8.01, 9.01

same fact type: governance_change same SEC item: 1.01, 5.03, 9.01 same event type: other_material similar materiality

This filing

In connection with the adoption of the Rights Agreement, the Company has adopted a Certificate of Designation of Series A Junior Participating Preferred Stock (the “Certificate of Designation”). The Certificate of Designation was filed with the Secretary of State of the State of Delaware on April 14, 2026.

Comparable filing

On May 6, 2026, and in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association.

Filing page SEC filing

BNZI

Banzai announces 1-for-20 reverse stock split effective May 8, 2026 to maintain Nasdaq compliance

Banzai International, Inc. May 6, 2026, 7:59 PM ET other_material Items 3.03, 5.03, 8.01, 9.01

same fact type: governance_change same SEC item: 3.03, 5.03, 9.01 same event type: other_material similar materiality

This filing

In connection with the adoption of the Rights Agreement, the Company has adopted a Certificate of Designation of Series A Junior Participating Preferred Stock (the “Certificate of Designation”). The Certificate of Designation was filed with the Secretary of State of the State of Delaware on April 14, 2026.

Comparable filing

On April 28, 2026, the Company filed a Certificate of Amendment to its COI with the Secretary of State of Delaware (the “Certificate of Amendment”), for the Reverse Stock Split at a ratio of 1-for-20.

Filing page SEC filing

Source: SEC EDGAR
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