{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-26-039507","form_type":"8-K","ticker":null,"cik":"0000095572","company_name":"KiNRG, Inc.","filed_at":"2026-04-02T23:59:59+00:00","discovered_at":"2026-05-14T18:02:33.966373+00:00","generated_at":"2026-05-15T07:55:20.138846+00:00","sec_items":["1.01","2.01","3.02","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"KiNRG acquires Trinity Group Construction for $8.2M in cash, stock, and note","bullets":["Purchase price $8.2M: $1M cash, 4.2M KiNRG shares, $3M promissory note at 6% due by Sept 30, 2026 or public offering.","Trinity becomes wholly owned subsidiary; acquisition closed April 1, 2026.","Seller Millard L. Wallen, III receives 4M shares; Reginald J. Arnold, II receives 200K shares in private placement.","Promissory note bears 6% interest, prepayable without penalty, due on earlier of public offering or Sept 30, 2026."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-039507","json":"https://secwatch.observer/filing/0001213900-26-039507.json","markdown":"https://secwatch.observer/filing/0001213900-26-039507.md","text":"https://secwatch.observer/filing/0001213900-26-039507.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/95572/000121390026039507/0001213900-26-039507-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/95572/000121390026039507/ea0284904-8k_kinrg.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T07:55:20.138846+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":"50f61b117835ad507f2ce85699bd3f7992f733bf","claim":"KiNRG, Inc. completed an acquisition involving Trinity Group Construction, Inc. for $8,200,000 (closed 2026-04-01).","evidence_excerpt":"the Company agreed to acquire 100% of the issued and outstanding capital stock of Trinity (the “Acquisition”). Purchase Price The aggregate purchase price for the Acquisition is $8,200,000, consisting of: (i) $1,000,000 in cash, (ii) 4,200,000 shares of KiNRG common stock, par value $0.0001 per share, and (iii) a promissory note in the principal amount of $3,000,000","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/95572/000121390026039507/0001213900-26-039507-index.htm","confidence":0.9},{"claim_id":"54331cb1ace12e8374bba36128febbdd2fcb45ca","claim":"KiNRG, Inc. entered into Stock Purchase Agreement with Trinity Group Construction, Inc. and Millard L. Wallen, III valued at $8,200,000 (effective 2026-03-31).","evidence_excerpt":"On March 31, 2026, KiNRG, Inc. (the “Company” or “Buyer”) entered into a Stock Purchase Agreement (the “Purchase Agreement”) with Trinity Group Construction, Inc., a Virginia corporation (“Trinity” or the “Company”), and Millard L. Wallen, III (the “Seller”), pursuant to which the Company agreed to acquire 100% of the issued and outstanding capital stock of Trinity (the “Acquisition”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/95572/000121390026039507/0001213900-26-039507-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001104659-26-057182","ticker":"RMIX","company_name":"Suncrete, Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Suncrete acquires Nelson Bros. Ready Mix for $42.3M cash + stock; earnout up to $18M","event_type":"m_and_a","sec_items":["1.01","2.01","3.02","7.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: ma_transaction, material_agreement","same SEC item: 1.01, 2.01, 3.02, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057182","json":"https://secwatch.observer/filing/0001104659-26-057182.json","markdown":"https://secwatch.observer/filing/0001104659-26-057182.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2094433/000110465926057182/0001104659-26-057182-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2094433/000110465926057182/tm2613866d1_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"the Company\nagreed to acquire 100% of the issued and outstanding capital stock of Trinity (the “Acquisition”). Purchase Price The aggregate purchase price for the Acquisition is $8,200,000, consisting\nof: (i) $1,000,000 in cash, (ii) 4,200,000 shares of KiNRG common stock, par value $0.0001 per share, and (iii) a promissory note in the\nprincipal amount of $3,000,000","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/95572/000121390026039507/0001213900-26-039507-index.htm","comparable_excerpt":"Mr. Owens, Ms. Owens and JAO, the “Sellers”),\nand Jacob Owens in his capacity as representative of the Sellers. The aggregate consideration\nfor the Acquisition consisted of (i) 1,296,456 shares of Class A Common Stock, par value $0.0001 per share, of the Company (“Class\nA Common Stock”) issued to the Sellers (the “Stock Consideration”) and (ii) a $42.3 million net","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2094433/000110465926057182/0001104659-26-057182-index.htm"}},{"accession":"0001193125-26-251442","ticker":"RPAY","company_name":"Repay Holdings Corp","filed_at":"2026-06-01T20:14:04+00:00","headline":"REPAY closes $372M acquisition of KUBRA, funded with new $500M term loan","event_type":"m_and_a","sec_items":["1.01","2.01","1.02","9.01","2.03","7.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction, material_agreement","same SEC item: 1.01, 2.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251442","json":"https://secwatch.observer/filing/0001193125-26-251442.json","markdown":"https://secwatch.observer/filing/0001193125-26-251442.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/0001193125-26-251442-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/rpay-20260601.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"the Company\nagreed to acquire 100% of the issued and outstanding capital stock of Trinity (the “Acquisition”). Purchase Price The aggregate purchase price for the Acquisition is $8,200,000, consisting\nof: (i) $1,000,000 in cash, (ii) 4,200,000 shares of KiNRG common stock, par value $0.0001 per share, and (iii) a promissory note in the\nprincipal amount of $3,000,000","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/95572/000121390026039507/0001213900-26-039507-index.htm","comparable_excerpt":"KUBRA became an indirect wholly owned subsidiary of the Company. Pursuant to the Purchase Agreement, the aggregate cash purchase price for the Acquisition was approximately $372 million, subject to customary post-closing adjustments. The closing cash consideration was funded with a combination of cash on hand and borrowings under the Credit Agreement described","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/0001193125-26-251442-index.htm"}},{"accession":"0001171843-26-003196","ticker":"SSM","company_name":"Sono Group N.V.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Sono Group exits solar: sells Sono Motors and €10.5M loan to management for €1 each","event_type":"m_and_a","sec_items":["2.05","1.01","2.01","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: ma_transaction, material_agreement","same SEC item: 1.01, 2.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001171843-26-003196","json":"https://secwatch.observer/filing/0001171843-26-003196.json","markdown":"https://secwatch.observer/filing/0001171843-26-003196.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1840416/000117184326003196/0001171843-26-003196-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1840416/000117184326003196/f8ka_050826.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"the Company\nagreed to acquire 100% of the issued and outstanding capital stock of Trinity (the “Acquisition”). Purchase Price The aggregate purchase price for the Acquisition is $8,200,000, consisting\nof: (i) $1,000,000 in cash, (ii) 4,200,000 shares of KiNRG common stock, par value $0.0001 per share, and (iii) a promissory note in the\nprincipal amount of $3,000,000","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/95572/000121390026039507/0001213900-26-039507-index.htm","comparable_excerpt":"true 0001840416 0001840416 2026-05-04 2026-05-04 UNITED\nSTATES SECURITIES\nAND EXCHANGE COMMISSION Washington,\nD.C. 20549 __________________________ FORM 8-K/A (Amendment No. 1) __________________________ CURRENT\nREPORT PURSUANT\nTO SECTION 13 OR 15(D) OF\nTHE SECURITIES EXCHANGE ACT OF 1934 Date\nof Report (Date of earliest event reported): May 4, 2026","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1840416/000117184326003196/0001171843-26-003196-index.htm"}},{"accession":"0001193125-26-213462","ticker":"EWCZ","company_name":"European Wax Center, Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"European Wax Center completes take-private by General Atlantic at $5.80/share; stock delisted","event_type":"m_and_a","sec_items":["1.01","1.02","2.01","2.03","3.01","3.03","5.02","5.03","5.01","8.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction, material_agreement","same SEC item: 1.01, 2.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-213462","json":"https://secwatch.observer/filing/0001193125-26-213462.json","markdown":"https://secwatch.observer/filing/0001193125-26-213462.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/0001193125-26-213462-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/d137291d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"the Company\nagreed to acquire 100% of the issued and outstanding capital stock of Trinity (the “Acquisition”). Purchase Price The aggregate purchase price for the Acquisition is $8,200,000, consisting\nof: (i) $1,000,000 in cash, (ii) 4,200,000 shares of KiNRG common stock, par value $0.0001 per share, and (iii) a promissory note in the\nprincipal amount of $3,000,000","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/95572/000121390026039507/0001213900-26-039507-index.htm","comparable_excerpt":"excluded shares pursuant to the terms of the Merger Agreement, was cancelled and extinguished and automatically converted into the right to receive an amount in cash equal to $5.80 per share of Class A Common Stock, without interest thereon (the “ Class A Per Share Price ”), (ii) each share of the Company’s Class B common stock, par value $0.00001 per share","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/0001193125-26-213462-index.htm"}},{"accession":"0001628280-26-032558","ticker":"APAD","company_name":"Enhanced Group Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Enhanced Group completes de-SPAC merger with Enhanced Ltd; redemptions of $201.7M","event_type":"m_and_a","sec_items":["1.01","2.01","5.06","3.02","9.01","4.01","3.01","3.03","5.01","5.02","5.03","5.05","7.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 3.02, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001628280-26-032558","json":"https://secwatch.observer/filing/0001628280-26-032558.json","markdown":"https://secwatch.observer/filing/0001628280-26-032558.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1956439/000162828026032558/0001628280-26-032558-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1956439/000162828026032558/apadu-20260506.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"the Company\nagreed to acquire 100% of the issued and outstanding capital stock of Trinity (the “Acquisition”). Purchase Price The aggregate purchase price for the Acquisition is $8,200,000, consisting\nof: (i) $1,000,000 in cash, (ii) 4,200,000 shares of KiNRG common stock, par value $0.0001 per share, and (iii) a promissory note in the\nprincipal amount of $3,000,000","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/95572/000121390026039507/0001213900-26-039507-index.htm","comparable_excerpt":"On May 7, 2026, as contemplated by the Business Combination Agreement and as described in the section titled “ The BCA Proposal ” beginning on pa ge 180 of the Proxy Statement/Prospectus, the Company, Enhanced and Merger Sub consummated the business combination contemplated by the Business Combination Agreement, whereby: • Merger Sub merged with and into Enhanced (the “First Merger”), with Enhanced surviving the merger as a wholly owned subsidiary of the Company;","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1956439/000162828026032558/0001628280-26-032558-index.htm"}},{"accession":"0001193125-26-210245","ticker":"VSEC","company_name":"VSE CORP","filed_at":"2026-05-07T23:59:59+00:00","headline":"VSE completes $2.025B acquisition of Precision Aviation Group; 2025 revenue pro forma +50%","event_type":"m_and_a","sec_items":["2.01","1.01","2.03","7.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction, material_agreement","same SEC item: 1.01, 2.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-210245","json":"https://secwatch.observer/filing/0001193125-26-210245.json","markdown":"https://secwatch.observer/filing/0001193125-26-210245.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/102752/000119312526210245/0001193125-26-210245-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/102752/000119312526210245/d115996d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"the Company\nagreed to acquire 100% of the issued and outstanding capital stock of Trinity (the “Acquisition”). Purchase Price The aggregate purchase price for the Acquisition is $8,200,000, consisting\nof: (i) $1,000,000 in cash, (ii) 4,200,000 shares of KiNRG common stock, par value $0.0001 per share, and (iii) a promissory note in the\nprincipal amount of $3,000,000","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/95572/000121390026039507/0001213900-26-039507-index.htm","comparable_excerpt":"On May 5, 2026, pursuant to the Purchase Agreement, VSE acquired all of the capital stock of PAG HoldCo from the Seller for an up-front consideration equal to $2.025 billion","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/102752/000119312526210245/0001193125-26-210245-index.htm"}},{"accession":"0001193125-26-251765","ticker":"FFIC","company_name":"FLUSHING FINANCIAL CORP","filed_at":"2026-06-01T21:21:30+00:00","headline":"OceanFirst completes acquisition of Flushing Financial; FFIC holders receive 0.85 OCFC shares","event_type":"m_and_a","sec_items":["2.01","3.01","3.03","5.01","5.02","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251765","json":"https://secwatch.observer/filing/0001193125-26-251765.json","markdown":"https://secwatch.observer/filing/0001193125-26-251765.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/923139/000119312526251765/0001193125-26-251765-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/923139/000119312526251765/d135457d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"the Company\nagreed to acquire 100% of the issued and outstanding capital stock of Trinity (the “Acquisition”). Purchase Price The aggregate purchase price for the Acquisition is $8,200,000, consisting\nof: (i) $1,000,000 in cash, (ii) 4,200,000 shares of KiNRG common stock, par value $0.0001 per share, and (iii) a promissory note in the\nprincipal amount of $3,000,000","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/95572/000121390026039507/0001213900-26-039507-index.htm","comparable_excerpt":"of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/923139/000119312526251765/0001193125-26-251765-index.htm"}},{"accession":"0001829126-26-005923","ticker":"TACH","company_name":"Titan Acquisition Corp.","filed_at":"2026-06-01T21:15:47+00:00","headline":"Titan Acquisition Corp enters $800M deal to combine with OpenPayd","event_type":"m_and_a","sec_items":["1.01","7.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001829126-26-005923","json":"https://secwatch.observer/filing/0001829126-26-005923.json","markdown":"https://secwatch.observer/filing/0001829126-26-005923.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2009183/000182912626005923/0001829126-26-005923-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2009183/000182912626005923/titanacq_8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On March 31, 2026, KiNRG, Inc. (the “Company” or “Buyer”) entered into a Stock Purchase Agreement (the “Purchase Agreement”) with Trinity Group Construction, Inc., a Virginia corporation (“Trinity” or the “Company”), and Millard L. Wallen, III (the “Seller”), pursuant to which the Company agreed to acquire 100% of the issued and outstanding capital stock of Trinity (the “Acquisition”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/95572/000121390026039507/0001213900-26-039507-index.htm","comparable_excerpt":"On June 1, 2026, Titan Acquisition Corp, a Cayman Islands exempted company (“Titan”), entered into a Business Combination Agreement (the “Business Combination Agreement”), by and among OpenPayd Global Holdings Limited, a Cayman Islands exempted company (“PubCo”), Titan Acquisition Sponsor Holdco LLC, a Delaware limited liability company (the “Sponsor”), solely in its capacity as the Purchaser Representative, OpenPayd Holdings Limited, a company limited by shares incorporated in England and Wales (“Company”), Ozan Özerk, solely in his capacity as the Company Shareholders Representative, and the shareholders of the Company party thereto (collectively, the “Parties”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2009183/000182912626005923/0001829126-26-005923-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}