{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-26-012274","form_type":"8-K","ticker":"ADIL","cik":"0001513525","company_name":"ADIAL PHARMACEUTICALS, INC.","filed_at":"2026-02-04T23:59:59+00:00","discovered_at":"2026-05-14T18:02:35.281400+00:00","generated_at":"2026-05-16T04:53:32.615795+00:00","sec_items":["3.03","5.03","8.01","9.01"],"event_type":"other","sentiment":"neutral","materiality_score":0.5,"calibrated_materiality_score":0.5,"confidence":"high","headline":"Adial Pharmaceuticals announces 1-for-25 reverse stock split to meet Nasdaq $1 minimum bid price","bullets":["Reverse split reduces shares from ~27.8M to ~1.1M; effective 11:59 p.m. ET on Feb 5, 2026.","Split-adjusted trading begins Feb 6 under symbol ADIL; new CUSIP 00688A304; cash for fractional shares.","Goal: regain compliance with Nasdaq minimum $1 bid price; no assurance of desired effect.","Proportional adjustments to equity awards and warrants; authorized shares unchanged.","CEO Claiborne cites progress on AD04 for Alcohol Use Disorder and partnering strategies."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-012274","json":"https://secwatch.observer/filing/0001213900-26-012274.json","markdown":"https://secwatch.observer/filing/0001213900-26-012274.md","text":"https://secwatch.observer/filing/0001213900-26-012274.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1513525/000121390026012274/0001213900-26-012274-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1513525/000121390026012274/ea0275033-8k_adial.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T04:53:32.615795+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":"0a6f88fa26230820b3682e25fa0efd95357040da","claim":"ADIAL PHARMACEUTICALS, INC.: Filed an amendment to the Certificate of Incorporation to effect a 1-for-25 reverse stock split (effective 2026-02-05).","evidence_excerpt":"Following such approval, on February 4, 2026, the Company filed an amendment to the Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, with a legally effective time of 11:59 p.m. Eastern Time on February 5, 2026 (the “Effective Time”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1513525/000121390026012274/0001213900-26-012274-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001178253-26-000017","ticker":"SCYX","company_name":"SCYNEXIS INC","filed_at":"2026-05-29T20:01:37+00:00","headline":"SCYNEXIS effects 1:8 reverse stock split; authorized shares cut to 18.75M","event_type":"other","sec_items":["5.03","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001178253-26-000017","json":"https://secwatch.observer/filing/0001178253-26-000017.json","markdown":"https://secwatch.observer/filing/0001178253-26-000017.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1178253/000117825326000017/0001178253-26-000017-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1178253/000117825326000017/scyx-20260528.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"Following such approval, on February 4, 2026, the Company filed an amendment to the Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, with a legally effective time of 11:59 p.m. Eastern Time on February 5, 2026 (the “Effective Time”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1513525/000121390026012274/0001213900-26-012274-index.htm","comparable_excerpt":"On May 28, 2026, SCYNEXIS, Inc., a Delaware corporation (the “Company”), filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation (the “Amendment”), to effect a one-for-eight (1:8) reverse stock split of its outstanding common stock (the “Reverse Stock Split”) and a reduction in the total number of authorized shares of its common stock from 150,000,000 to 18,750,000, effective as of May 29, 2026 (the “Share Reduction”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1178253/000117825326000017/0001178253-26-000017-index.htm"}},{"accession":"0001193125-26-214680","ticker":"BAX","company_name":"BAXTER INTERNATIONAL INC","filed_at":"2026-05-08T23:59:59+00:00","headline":"Baxter shareholders approve charter amendment and incentive plan; board adopts new executive severance plan","event_type":"other","sec_items":["5.02","5.07","5.03","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-214680","json":"https://secwatch.observer/filing/0001193125-26-214680.json","markdown":"https://secwatch.observer/filing/0001193125-26-214680.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/10456/000119312526214680/0001193125-26-214680-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/10456/000119312526214680/d24051d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"Following such approval, on February 4, 2026, the Company filed an amendment to the Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, with a legally effective time of 11:59 p.m. Eastern Time on February 5, 2026 (the “Effective Time”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1513525/000121390026012274/0001213900-26-012274-index.htm","comparable_excerpt":"the Board approved a corresponding amendment and restatement of the Company’s Amended and Restated Bylaws (the “Amended Bylaws”) reflecting that the number of directors on the Board shall not be less than seven nor more than twelve","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/10456/000119312526214680/0001193125-26-214680-index.htm"}},{"accession":"0001767042-26-000037","ticker":"KGS","company_name":"Kodiak Gas Services, Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Kodiak shareholders approve board declassification and supermajority removal","event_type":"other","sec_items":["5.03","5.07","9.01"],"materiality_score":0.4,"calibrated_materiality_score":0.4,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001767042-26-000037","json":"https://secwatch.observer/filing/0001767042-26-000037.json","markdown":"https://secwatch.observer/filing/0001767042-26-000037.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1767042/000176704226000037/0001767042-26-000037-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1767042/000176704226000037/kgs-20260507.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"Following such approval, on February 4, 2026, the Company filed an amendment to the Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, with a legally effective time of 11:59 p.m. Eastern Time on February 5, 2026 (the “Effective Time”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1513525/000121390026012274/0001213900-26-012274-index.htm","comparable_excerpt":"At the 2026 Annual Meeting of Shareholders (the “Annual Meeting”) of Kodiak Gas Services, Inc. (the “Company”) held on May 7, 2026, the Company’s shareholders approved certain amendments (the “Charter Amendments”) to the Company’s Amended and Restated Certificate of Incorporation (the “Charter”) to (i) phase in declassification of the Board of Directors (the “Board”) and (ii) eliminate certain supermajority voting requirements and other obsolete provisions.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1767042/000176704226000037/0001767042-26-000037-index.htm"}},{"accession":"0001437749-26-018579","ticker":"SLE","company_name":"Super League Enterprise, Inc.","filed_at":"2026-05-27T20:31:43+00:00","headline":"Super League Enterprise cancels Series AA Preferred Stock designation","event_type":"other","sec_items":["3.03","5.03","9.01"],"materiality_score":0.05,"calibrated_materiality_score":0.05,"match_reasons":["same fact type: governance_change","same SEC item: 3.03, 5.03, 9.01","same event type: other"],"urls":{"canonical":"https://secwatch.observer/filing/0001437749-26-018579","json":"https://secwatch.observer/filing/0001437749-26-018579.json","markdown":"https://secwatch.observer/filing/0001437749-26-018579.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1621672/000143774926018579/0001437749-26-018579-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1621672/000143774926018579/slgg20260527_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"Following such approval, on February 4, 2026, the Company filed an amendment to the Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, with a legally effective time of 11:59 p.m. Eastern Time on February 5, 2026 (the “Effective Time”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1513525/000121390026012274/0001213900-26-012274-index.htm","comparable_excerpt":"On May 22, 2026 (the “ Effective Date ”), Super League Enterprise, Inc. (the “ Company ”) filed a Cancellation of Certificate of Designation with the Secretary of State of the State of Delaware to terminate the designation of its Series AA Preferred Stock (the “ Certificate of Cancellation ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1621672/000143774926018579/0001437749-26-018579-index.htm"}},{"accession":"0001654954-26-004356","ticker":"DAIO","company_name":"DATA I/O CORP","filed_at":"2026-05-05T23:59:59+00:00","headline":"Data I/O moves 2026 annual meeting to July 8; removes May meeting requirement","event_type":"other","sec_items":["5.03","8.01","9.01"],"materiality_score":0.15,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 8.01, 9.01","same event type: other"],"urls":{"canonical":"https://secwatch.observer/filing/0001654954-26-004356","json":"https://secwatch.observer/filing/0001654954-26-004356.json","markdown":"https://secwatch.observer/filing/0001654954-26-004356.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/351998/000165495426004356/0001654954-26-004356-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/351998/000165495426004356/daio_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"Following such approval, on February 4, 2026, the Company filed an amendment to the Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, with a legally effective time of 11:59 p.m. Eastern Time on February 5, 2026 (the “Effective Time”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1513525/000121390026012274/0001213900-26-012274-index.htm","comparable_excerpt":"On April 29, 2026, the Board of Directors (the “Board”) of Data I/O Corporation (the “Company”) adopted an amendment to the Bylaws of the Company (the “Bylaw Amendment”) which became effective immediately. The Bylaw Amendment modifies Article II Section (2) of the Company’s Bylaws to eliminate the requirement that the annual meeting of shareholders be held during the month of May.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/351998/000165495426004356/0001654954-26-004356-index.htm"}},{"accession":"0001193125-26-251689","ticker":"SCHW","company_name":"SCHWAB CHARLES CORP","filed_at":"2026-06-01T21:00:25+00:00","headline":"Charles Schwab files Certificate of Elimination for Series I Preferred Stock","event_type":"other","sec_items":["5.03","9.01"],"materiality_score":0.15,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251689","json":"https://secwatch.observer/filing/0001193125-26-251689.json","markdown":"https://secwatch.observer/filing/0001193125-26-251689.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/316709/000119312526251689/0001193125-26-251689-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/316709/000119312526251689/d143555d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"Following such approval, on February 4, 2026, the Company filed an amendment to the Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, with a legally effective time of 11:59 p.m. Eastern Time on February 5, 2026 (the “Effective Time”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1513525/000121390026012274/0001213900-26-012274-index.htm","comparable_excerpt":"On June 1, 2026, The Charles Schwab Corporation (the “Company”) filed a Certificate of Elimination with the Secretary of State of the State of Delaware with respect to the Company’s 4.000% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series I (“Series I Preferred Stock”), which, effective upon filing, eliminated from the Company’s Fifth Restated Certificate of Incorporation, as amended, all matters set forth in the Certificate of Designations for the Series I Preferred Stock.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/316709/000119312526251689/0001193125-26-251689-index.htm"}},{"accession":"0001395942-26-000022","ticker":"OPLN","company_name":"OPENLANE, Inc.","filed_at":"2026-05-29T17:57:10+00:00","headline":"OPENLANE eliminates Series A Convertible Preferred Stock from charter","event_type":"other","sec_items":["5.03","9.01"],"materiality_score":0.2,"calibrated_materiality_score":0.2,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other"],"urls":{"canonical":"https://secwatch.observer/filing/0001395942-26-000022","json":"https://secwatch.observer/filing/0001395942-26-000022.json","markdown":"https://secwatch.observer/filing/0001395942-26-000022.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1395942/000139594226000022/0001395942-26-000022-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1395942/000139594226000022/kar-20260529.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"Following such approval, on February 4, 2026, the Company filed an amendment to the Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, with a legally effective time of 11:59 p.m. Eastern Time on February 5, 2026 (the “Effective Time”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1513525/000121390026012274/0001213900-26-012274-index.htm","comparable_excerpt":"On May 29, 2026, OPENLANE, Inc. (the “Company”) filed a Certificate of Elimination (the “Certificate of Elimination”) with the Secretary of State of the State of Delaware effecting the elimination of the Certificate of Designations relating to the Company’s Series A Convertible Preferred Stock (the “Series A Preferred Stock”) previously filed by the Company with the Secretary of State of the State of Delaware on June 9, 2020.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1395942/000139594226000022/0001395942-26-000022-index.htm"}},{"accession":"0000014707-26-000070","ticker":"CAL","company_name":"CALERES INC","filed_at":"2026-05-28T21:22:24+00:00","headline":"Caleres reduces board size from 11 to 10; shareholders re-elect all directors and approve compensation plan","event_type":"other","sec_items":["5.03","5.07","9.01"],"materiality_score":0.1,"calibrated_materiality_score":0.1,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other"],"urls":{"canonical":"https://secwatch.observer/filing/0000014707-26-000070","json":"https://secwatch.observer/filing/0000014707-26-000070.json","markdown":"https://secwatch.observer/filing/0000014707-26-000070.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/14707/000001470726000070/0000014707-26-000070-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/14707/000001470726000070/cal-20260528x8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"Following such approval, on February 4, 2026, the Company filed an amendment to the Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, with a legally effective time of 11:59 p.m. Eastern Time on February 5, 2026 (the “Effective Time”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1513525/000121390026012274/0001213900-26-012274-index.htm","comparable_excerpt":"On May 28, 2026, the Board of Directors amended Article II, Section 1 of the Company’s Bylaws to decrease the number of directors from eleven to ten, effective May 28, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/14707/000001470726000070/0000014707-26-000070-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}