{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-25-079088","form_type":"8-K/A","ticker":"FRMM","cik":"0001690080","company_name":"FORUM MARKETS Inc","filed_at":"2025-08-21T23:59:59+00:00","discovered_at":"2026-05-14T18:02:44.669574+00:00","generated_at":"2026-05-17T10:54:54.524476+00:00","sec_items":["3.02","1.01","2.03","5.02","3.03","7.01","8.01","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"ETHZilla enters $156.25M convertible note deal with institutional investor","bullets":["ETHZilla issued $156.25M senior secured convertible notes at 96% of principal to an institutional investor, closing Aug 8, 2025.","Notes bear 0% interest for 6 months, then 4% annually, secured by $44.5M in Ether and $156.25M in cash.","Conversion price set at $3.445 per share, subject to one-time downward reset after nine months; investor may require redemption.","Company granted additional warrants to purchase 9,071,110 shares at $3.445 to strategic advisors, including to chairman's firm.","McAndrew Rudisill appointed Executive Chairman; Board adopted 2025 Second Supplemental Option Incentive Plan reserving 1,814,221 shares."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-25-079088","json":"https://secwatch.observer/filing/0001213900-25-079088.json","markdown":"https://secwatch.observer/filing/0001213900-25-079088.md","text":"https://secwatch.observer/filing/0001213900-25-079088.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1690080/000121390025079088/0001213900-25-079088-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1690080/000121390025079088/ea0254067-8ka1_ethzilla.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud","generated_at":"2026-05-17T10:54:54.524476+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":"6728ee1244420da360efa04f4523ca648f1fe8a4","claim":"FORUM MARKETS Inc incurred convertible notes of aggregate principal amount of $156,250,000 with investment funds managed by an institutional investor at 0.00% per annum for the first six months, and 4.00% per annum for the following maturing the third year anniversary of the issuance date of the Convertible Notes.","evidence_excerpt":"“ Investor ”), under which the Company agreed to sell and issue to the Investor senior secured convertible notes (the “ Convertible Notes ”) in aggregate principal amount of $156,250,000 (the “ Principal Amount ”) in exchange for cash equal to 96.0% of the Principal Amount (the “ Debt Financing ”). The Company closed the Debt Financing simultaneously with the","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1690080/000121390025079088/0001213900-25-079088-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"convertible notes"},{"label":"Principal","value":"aggregate principal amount of $156,250,000"},{"label":"Counterparty","value":"investment funds managed by an institutional investor"},{"label":"Rate","value":"0.00% per annum for the first six months, and 4.00% per annum for the following"},{"label":"Maturity","value":"the third year anniversary of the issuance date of the Convertible Notes"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}