{"schema_version":"secwatch.filing_event.v1","accession":"0001393726-26-000029","form_type":"8-K","ticker":"TIPT","cik":"0001393726","company_name":"TIPTREE INC.","filed_at":"2026-05-04T23:59:59+00:00","discovered_at":"2026-05-14T18:02:32.228708+00:00","generated_at":"2026-05-14T23:51:30.575590+00:00","sec_items":["2.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"Tiptree completes sale of Reliance First Capital to Carrington for ~$47.3M cash","bullets":["Closed sale of Reliance First Capital membership interests to Carrington Mortgage Services on May 1, 2026.","Received $47,291,890 cash at closing; $2,000,000 escrow for purchase price adjustment and $1,027,798 for tax holdback.","Escrow amounts expected to be released after final determination of purchase price adjustment and tax matters.","Transaction originally announced Oct 31, 2025; Purchase Agreement amended Dec 5, 2025."],"urls":{"canonical":"https://secwatch.observer/filing/0001393726-26-000029","json":"https://secwatch.observer/filing/0001393726-26-000029.json","markdown":"https://secwatch.observer/filing/0001393726-26-000029.md","text":"https://secwatch.observer/filing/0001393726-26-000029.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000029/0001393726-26-000029-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000029/tipt-20260501.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-14T23:51:30.575590+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":"2b63d6bac4c54514da6c484974764f0e3e96b75d","claim":"TIPTREE INC. completed a disposition involving Carrington Mortgage Services, LLC for $47,291,890 in cash paid to Sellers at closing, plus $2,000,000 held in escrow related to the Purchase Price Adjustment Holdback Amount and $1,027,798 held in e (closed 2026-05-01).","evidence_excerpt":"as of December 5, 2025 (together, the “Purchase Agreement”), by and among Buyer, Sellers and Reliance. At the closing of the Sale, pursuant to the Purchase Agreement, Buyer paid $47,291,890 in cash to Sellers with an additional $2,000,000 held in escrow related to the Purchase Price Adjustment Holdback Amount (as defined in the Purchase Agreement) and $1,027,798 held","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000029/0001393726-26-000029-index.htm","confidence":1.0}],"comparable_filings":[{"accession":"0001193125-26-251540","ticker":"CYH","company_name":"COMMUNITY HEALTH SYSTEMS INC","filed_at":"2026-06-01T20:30:16+00:00","headline":"Community Health Systems closes sale of four Arkansas hospitals for $110M cash to Freeman Health System","event_type":"m_and_a","sec_items":["2.01","9.01","8.01"],"materiality_score":0.65,"calibrated_materiality_score":0.65,"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/0001193125-26-251540","json":"https://secwatch.observer/filing/0001193125-26-251540.json","markdown":"https://secwatch.observer/filing/0001193125-26-251540.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1108109/000119312526251540/0001193125-26-251540-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1108109/000119312526251540/cyh-20260601.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"as of December 5, 2025 (together, the “Purchase Agreement”), by and among Buyer, Sellers and Reliance. At the closing of the Sale, pursuant to the Purchase Agreement, Buyer paid $47,291,890 in cash to Sellers with an additional $2,000,000 held in escrow related to the Purchase Price Adjustment Holdback Amount (as defined in the Purchase Agreement) and $1,027,798 held","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000029/0001393726-26-000029-index.htm","comparable_excerpt":"the closing of the Transaction, after giving effect to estimated working capital, the assumption of finance leases by the Purchaser and before certain transaction expenses, was $110 million in cash (subject to a post-closing working capital adjustment). The foregoing summary of the Transaction and the terms and conditions of the Purchase Agreement is subject to, and","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1108109/000119312526251540/0001193125-26-251540-index.htm"}},{"accession":"0001574085-26-000093","ticker":"BHR","company_name":"Braemar Hotels & Resorts Inc.","filed_at":"2026-06-01T20:11:33+00:00","headline":"Braemar completes sale of Park Hyatt Beaver Creek for $176M; repays $86.25M convertible notes","event_type":"m_and_a","sec_items":["2.01","7.01","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"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/0001574085-26-000093","json":"https://secwatch.observer/filing/0001574085-26-000093.json","markdown":"https://secwatch.observer/filing/0001574085-26-000093.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1574085/000157408526000093/0001574085-26-000093-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1574085/000157408526000093/bhr-20260526.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"as of December 5, 2025 (together, the “Purchase Agreement”), by and among Buyer, Sellers and Reliance. At the closing of the Sale, pursuant to the Purchase Agreement, Buyer paid $47,291,890 in cash to Sellers with an additional $2,000,000 held in escrow related to the Purchase Price Adjustment Holdback Amount (as defined in the Purchase Agreement) and $1,027,798 held","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000029/0001393726-26-000029-index.htm","comparable_excerpt":"On May 26, 2026, Ashford BC LP and Ashford TRS BC LLC (together “Seller”), indirect subsidiaries of Braemar Hotels & Resorts Inc. (the “Company”), completed the sale of the Park Hyatt Beaver Creek Resort & Spa located in Avon, Colorado (the “Hotel”) pursuant to an Agreement of Purchase and Sale, dated as of April 27, 2026, by and among Seller and Apres Owner, LLC, as purchaser, for $176 million in cash, subject to customary pro-rations and adjustments.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1574085/000157408526000093/0001574085-26-000093-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","same SEC item: 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":"as of December 5, 2025 (together, the “Purchase Agreement”), by and among Buyer, Sellers and Reliance. At the closing of the Sale, pursuant to the Purchase Agreement, Buyer paid $47,291,890 in cash to Sellers with an additional $2,000,000 held in escrow related to the Purchase Price Adjustment Holdback Amount (as defined in the Purchase Agreement) and $1,027,798 held","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000029/0001393726-26-000029-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":"0001437749-26-015616","ticker":"GTN","company_name":"GRAY MEDIA, INC","filed_at":"2026-05-07T23:59:59+00:00","headline":"Gray Media closes $171M station acquisition from Allen Media Group","event_type":"m_and_a","sec_items":["2.01","7.01","9.01"],"materiality_score":0.6,"calibrated_materiality_score":0.6,"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/0001437749-26-015616","json":"https://secwatch.observer/filing/0001437749-26-015616.json","markdown":"https://secwatch.observer/filing/0001437749-26-015616.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/43196/000143774926015616/0001437749-26-015616-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/43196/000143774926015616/gtn20260505c_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"as of December 5, 2025 (together, the “Purchase Agreement”), by and among Buyer, Sellers and Reliance. At the closing of the Sale, pursuant to the Purchase Agreement, Buyer paid $47,291,890 in cash to Sellers with an additional $2,000,000 held in escrow related to the Purchase Price Adjustment Holdback Amount (as defined in the Purchase Agreement) and $1,027,798 held","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000029/0001393726-26-000029-index.htm","comparable_excerpt":"On May 1, 2026, the Company acquired the assets of WAAY (ABC) in Huntsville, Alabama, WSIL (ABC) in Paducah, Kentucky, Cape Girardeau, Missouri, and Harrisburg, Illinois, WEVV (CBS/FOX) in Evansville, Indiana, WFFT (FOX) in Ft. Wayne, Indiana, WCOV (FOX) and WIYE (IND) in Montgomery, Alabama, KADN (FOX) and KLAF (NBC) in Lafayette, Louisiana, and WREX (NBC) in Rockford, Illinois (collectively, together with the Allen 3, the “Allen Media Stations”) from AMG for a purchase price of $115 million plus working capital adjustments, which was funded using the Company’s available cash on hand.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/43196/000143774926015616/0001437749-26-015616-index.htm"}},{"accession":"0001437749-26-015661","ticker":"BWEN","company_name":"BROADWIND, INC.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Broadwind exits wind market; pro forma 2025 revenue drops to $60.8M, net loss $9.95M","event_type":"m_and_a","sec_items":["2.01","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"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/0001437749-26-015661","json":"https://secwatch.observer/filing/0001437749-26-015661.json","markdown":"https://secwatch.observer/filing/0001437749-26-015661.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1120370/000143774926015661/0001437749-26-015661-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1120370/000143774926015661/bwen20260506_8ka.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"as of December 5, 2025 (together, the “Purchase Agreement”), by and among Buyer, Sellers and Reliance. At the closing of the Sale, pursuant to the Purchase Agreement, Buyer paid $47,291,890 in cash to Sellers with an additional $2,000,000 held in escrow related to the Purchase Price Adjustment Holdback Amount (as defined in the Purchase Agreement) and $1,027,798 held","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000029/0001393726-26-000029-index.htm","comparable_excerpt":"On April 30, 2026, (the “Closing Date”) Broadwind Heavy Fabrications, Inc. (the “Seller”), a wholly owned subsidiary of Broadwind, Inc. (the “Company”), entered into a Purchase and Sale Agreement (the “Purchase Agreement”) with Freeman Enclosure Systems, LLC, (the “Buyer”), a wholly-owned subsidiary of IES Holdings, Inc., pursuant to which the Seller sold the real property and certain assets contained therein which comprise the Seller’s production facility located in Abilene, Texas (the “Facility”), including equipment, machinery, other personal property, specified service contracts, and permits (collectively, the “Purchased Assets”), to the Buyer for an aggregate purchase price of up to $19,500,000.00 in cash, subject to certain purchase price adjustments, (the “Transaction”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1120370/000143774926015661/0001437749-26-015661-index.htm"}},{"accession":"0001493152-26-021783","ticker":"GBCS","company_name":"SELECTIS HEALTH, INC.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Selectis Health sells two Georgia SNFs for $15.7M; net proceeds ~$9M","event_type":"m_and_a","sec_items":["2.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"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/0001493152-26-021783","json":"https://secwatch.observer/filing/0001493152-26-021783.json","markdown":"https://secwatch.observer/filing/0001493152-26-021783.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/727346/000149315226021783/0001493152-26-021783-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/727346/000149315226021783/form8-k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"as of December 5, 2025 (together, the “Purchase Agreement”), by and among Buyer, Sellers and Reliance. At the closing of the Sale, pursuant to the Purchase Agreement, Buyer paid $47,291,890 in cash to Sellers with an additional $2,000,000 held in escrow related to the Purchase Price Adjustment Holdback Amount (as defined in the Purchase Agreement) and $1,027,798 held","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000029/0001393726-26-000029-index.htm","comparable_excerpt":"Facility” and together with the Sparta Facility, the “Facilities”). The\npurchase price to be paid by Purchaser for the two (2) Facilities under the PSA. was an aggregate of $15.7 million, subject to certain\nprorations, holdbacks and adjustments customary in transactions of this nature. Net proceeds received at closing, after payment of mortgage\ndebt and other","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/727346/000149315226021783/0001493152-26-021783-index.htm"}},{"accession":"0001914496-26-000076","ticker":null,"company_name":"Sculptor Diversified Real Estate Income Trust, Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Sculptor Diversified Real Estate acquires JW Marriott Marco Island for $835M via $690M loan, $87M equity","event_type":"m_and_a","sec_items":["1.01","2.01","2.03","9.01"],"materiality_score":0.6,"calibrated_materiality_score":0.6,"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/0001914496-26-000076","json":"https://secwatch.observer/filing/0001914496-26-000076.json","markdown":"https://secwatch.observer/filing/0001914496-26-000076.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1914496/000191449626000076/0001914496-26-000076-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1914496/000191449626000076/sreit-20260501.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"as of December 5, 2025 (together, the “Purchase Agreement”), by and among Buyer, Sellers and Reliance. At the closing of the Sale, pursuant to the Purchase Agreement, Buyer paid $47,291,890 in cash to Sellers with an additional $2,000,000 held in escrow related to the Purchase Price Adjustment Holdback Amount (as defined in the Purchase Agreement) and $1,027,798 held","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000029/0001393726-26-000029-index.htm","comparable_excerpt":"in 1982 and renovated in 2016) and the Lanai Tower (built in 2019). The MIH JV acquired a fee simple interest in the Property. The aggregate purchase price for the Property was $835.0 million. The acquisition was funded with $690 million of proceeds from the Loan (defined below) and the remainder from equity contributions from the members of the MIH JV (approximately","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1914496/000191449626000076/0001914496-26-000076-index.htm"}},{"accession":"0000095953-26-000074","ticker":"ACNT","company_name":"ASCENT INDUSTRIES CO.","filed_at":"2026-05-06T23:59:59+00:00","headline":"Ascent Industries acquires Midwest Graphic/Sigma for $14M; Q1 net sales up 9% to $19.4M but adjusted EBITDA loss widens","event_type":"m_and_a","sec_items":["1.01","2.01","2.02","7.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"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/0000095953-26-000074","json":"https://secwatch.observer/filing/0000095953-26-000074.json","markdown":"https://secwatch.observer/filing/0000095953-26-000074.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/95953/000009595326000074/0000095953-26-000074-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/95953/000009595326000074/acnt-20260504.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"as of December 5, 2025 (together, the “Purchase Agreement”), by and among Buyer, Sellers and Reliance. At the closing of the Sale, pursuant to the Purchase Agreement, Buyer paid $47,291,890 in cash to Sellers with an additional $2,000,000 held in escrow related to the Purchase Price Adjustment Holdback Amount (as defined in the Purchase Agreement) and $1,027,798 held","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000029/0001393726-26-000029-index.htm","comparable_excerpt":"the Company purchased substantially all of the assets and certain specified liabilities of Seller for $14,000,000, subject to certain customary adjustments for working capital, transaction expenses, and cash, on the terms and subject to the conditions set forth in the Purchase Agreement (the “Transaction”). The Transaction closed simultaneously with the execution of the Purchase Agreement.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/95953/000009595326000074/0000095953-26-000074-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}