{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-26-002499","form_type":"8-K","ticker":"NGTF","cik":"0001593001","company_name":"NightFood Holdings, Inc.","filed_at":"2026-01-16T23:59:59+00:00","discovered_at":"2026-05-14T18:02:35.576408+00:00","generated_at":"2026-05-16T09:50:04.410612+00:00","sec_items":["1.01","3.02","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Nightfood issues $1.175M senior secured convertible note to Mast Hill Fund at 15% OID","bullets":["Principal amount $1,175,000, original issue discount 15%, net proceeds ~$998,750.","Note matures 12 months, bears interest at 15% per annum.","Conversion price is lower of $0.033 per share or market price, subject to adjustments.","Note is senior secured and convertible into common stock; shares unregistered under Section 4(a)(2)/Rule 506(b).","Amendments to existing security, pledge, and guarantee agreements to incorporate the Note."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-002499","json":"https://secwatch.observer/filing/0001493152-26-002499.json","markdown":"https://secwatch.observer/filing/0001493152-26-002499.md","text":"https://secwatch.observer/filing/0001493152-26-002499.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1593001/000149315226002499/0001493152-26-002499-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1593001/000149315226002499/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T09:50:04.410612+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":"cc2a91527a3aa9e7966d81f66e86388562ec5add","claim":"NightFood Holdings, Inc. entered into Securities Purchase Agreement with Mast Hill Fund, L.P. valued at aggregate principal amount of $1,175,000.00 (effective 2026-01-10).","evidence_excerpt":"On January 10, 2026, Nightfood Holdings, Inc. (the “Company”), entered into a Securities Purchase Agreement (the “SPA”) with Mast Hill Fund, L.P. (the “Investor”), pursuant to which the Company issued a senior secured promissory note in the aggregate principal amount of $1,175,000.00 (the “Note”), at an original issue discount of fifteen percent (15%), resulting in net proceeds to the Company of $998,750.00, with certain amounts withheld for transaction-related expenses.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1593001/000149315226002499/0001493152-26-002499-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"Mast Hill Fund, L.P."},{"label":"Value","value":"aggregate principal amount of $1,175,000.00"},{"label":"Effective","value":"2026-01-10"}]}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}