---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-26-017314"
form_type: "8-K"
ticker: "RENX"
cik: "0001959023"
company_name: "RenX Enterprises Corp."
filed_at: "2026-02-17T23:59:59+00:00"
generated_at: "2026-05-16T02:34:05.406014+00:00"
event_type: "debt"
sentiment: "positive"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# RenX Enterprises raises $6.0M via convertible notes and warrants; net proceeds $5.4M for working capital

## Summary
- Issued $6,042,985 in Senior Convertible Notes at 12% interest, maturing in 13 months; net proceeds ~$5.4M.
- Notes convertible at $0.281/share; additionally issued warrants to purchase up to 38.75M shares at $0.15594.
- First warrants for 21.5M shares exercisable immediately; second warrants for 17.2M shares require stockholder approval.
- Company expects to use net proceeds for working capital; Dawson James acted as placement agent.
- As of Feb 13, 2026, outstanding common shares total 46,360,994, including conversions from October 2025 PIPE.

## SEC filing metadata
- accession: 0001213900-26-017314
- form_type: 8-K
- ticker: RENX
- cik: 0001959023
- company_name: RenX Enterprises Corp.
- filed_at: 2026-02-17T23:59:59+00:00
- event_type: debt
- sentiment: positive
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 7.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1959023/000121390026017314/0001213900-26-017314-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1959023/000121390026017314/ea0276978-8k_renx.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-26-017314
- JSON: https://secwatch.observer/filing/0001213900-26-017314.json
- Plain text: https://secwatch.observer/filing/0001213900-26-017314.txt

## Key facts
- Debt Financings
  RenX Enterprises Corp. incurred convertible notes of $6,042,985.39 at 12% per annum maturing 13 months from the date of issuance.
  - Instrument: convertible notes
  - Principal: $6,042,985.39
  - Rate: 12% per annum
  - Maturity: 13 months from the date of issuance
  - Event: incurrence
  source text: On February 12, 2026, RenX Enterprises Corp. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with certain institutional investors (the “Purchasers”) for the issuance and sale in a private placement transaction (the “Private Placement”) of Senior Convertible Notes (“Notes”) in the aggregate principal amount of $6,042,985.39. The Notes bear interest at a rate of 12% per annum, will mature 13 months from the date of issuance
  evidence_url: https://www.sec.gov/Archives/edgar/data/1959023/000121390026017314/0001213900-26-017314-index.htm
- Equity Issuances
  RenX Enterprises Corp. issued an aggregate of 38,751,991 shares of Common Stock of warrant to certain institutional investors for exercisable at a price of $0.15594 per share.
  - Security: warrant
  - Shares: an aggregate of 38,751,991 shares of Common Stock
  - Purchaser: certain institutional investors
  - Consideration: exercisable at a price of $0.15594 per share
  source text: and until Stockholder Approval (as defined below) is obtained. The First Warrants will have a term of six years from the date of issuance and will be exercisable at a price of $0.15594 per share of Common Stock, and the Second Warrants will have a term of six years from the date that Stockholder Approval is obtained and will be exercisable at a price of $0.15594
  evidence_url: https://www.sec.gov/Archives/edgar/data/1959023/000121390026017314/0001213900-26-017314-index.htm
- Equity Issuances
  RenX Enterprises Corp. issued aggregate principal amount of $6,042,985.39 of convertible note to certain institutional investors for net proceeds to the Company from the Private Placement are expected to be approximately $5.4 million.
  - Security: convertible note
  - Shares: aggregate principal amount of $6,042,985.39
  - Purchaser: certain institutional investors
  - Consideration: net proceeds to the Company from the Private Placement are expected to be approximately $5.4 million
  source text: Common Stock. The Private Placement closed on February 17, 2026 (the “Closing Date”). The net proceeds to the Company from the Private Placement are expected to be approximately $5.4 million, after deducting placement agent fees and the payment of other offering expenses associated with the offering that were payable by the Company and excluding any deductions for
  evidence_url: https://www.sec.gov/Archives/edgar/data/1959023/000121390026017314/0001213900-26-017314-index.htm
- Material Agreements
  RenX Enterprises Corp. entered into Securities Purchase Agreement with certain institutional investors valued at $6,042,985.39 (effective 2026-02-12).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: certain institutional investors
  - Value: $6,042,985.39
  - Effective: 2026-02-12
  source text: On February 12, 2026, RenX Enterprises Corp. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with certain institutional investors (the “Purchasers”) for the issuance and sale in a private placement transaction (the “Private Placement”) of Senior Convertible Notes (“Notes”) in the aggregate principal amount of $6,042,985.39.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1959023/000121390026017314/0001213900-26-017314-index.htm

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