{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-26-005622","form_type":"8-K","ticker":"FOXO","cik":"0001812360","company_name":"FOXO TECHNOLOGIES INC.","filed_at":"2026-02-06T23:59:59+00:00","discovered_at":"2026-05-14T18:02:36.268328+00:00","generated_at":"2026-05-16T04:07:56.532680+00:00","sec_items":["1.01","3.02","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"FOXO settles $200K debt by issuing 8,000 Series E Preferred shares to Rennova in related-party deal","bullets":["Issued 8,000 Series E Preferred shares at $25 stated value to Rennova in full satisfaction of $200,000 in Prior Advances.","Advances made Dec 4-10, 2025; exchange effective Dec 31, 2025, with closing on Feb 6, 2026.","Related-party transaction: CEO Seamus Lagan controls both FOXO and Rennova; disinterested directors approved.","Shares issued under Section 4(a)(2) exemption; no registration rights granted; not freely resalable.","Debt extinguished; no interest accrued; strengthens balance sheet but raises governance concerns."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-005622","json":"https://secwatch.observer/filing/0001493152-26-005622.json","markdown":"https://secwatch.observer/filing/0001493152-26-005622.md","text":"https://secwatch.observer/filing/0001493152-26-005622.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1812360/000149315226005622/0001493152-26-005622-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1812360/000149315226005622/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T04:07:56.532680+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":"f2d8b5a8be097cab114c6dcca1a6ea4d6a62d5d0","claim":"FOXO TECHNOLOGIES INC. issued 8,000 shares of the Company’s Series E Cumulative Redeemable Secured Preferred Stock of preferred stock to Rennova Health, Inc. for full satisfaction and extinguishment of $200,000 in aggregate previously advanced amounts.","evidence_excerpt":"”) effective December 31, 2025 with Rennova Health, Inc., a Delaware corporation (“ Rennova ”). Pursuant to the Exchange Agreement, in full satisfaction and extinguishment of $200,000 in aggregate previously advanced amounts (the “ Prior Advances ”) made by Rennova to the Company during the period from December 4, 2025 to December 10, 2025, the Company agreed","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/1812360/000149315226005622/0001493152-26-005622-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"preferred stock"},{"label":"Shares","value":"8,000 shares of the Company’s Series E Cumulative Redeemable Secured Preferred Stock"},{"label":"Purchaser","value":"Rennova Health, Inc."},{"label":"Consideration","value":"full satisfaction and extinguishment of $200,000 in aggregate previously advanced amounts"}],"fact_type":"equity_issuance"},{"claim_id":"1cabc02d72c512e462473e37243155570d8f41d3","claim":"FOXO TECHNOLOGIES INC. entered into Series E Preferred Stock Exchange Agreement with Rennova Health, Inc. valued at $200,000 (effective 2025-12-31).","evidence_excerpt":"On February 6, 2026, FOXO Technologies Inc., a Delaware corporation (the “ Company ”), entered into a Series E Preferred Stock Exchange Agreement (the “ Exchange Agreement ”) effective December 31, 2025 with Rennova Health, Inc., a Delaware corporation (“ Rennova ”). Pursuant to the Exchange Agreement, in full satisfaction and extinguishment of $200,000 in aggregate previously advanced amounts (the “ Prior Advances ”) made by Rennova to the Company","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1812360/000149315226005622/0001493152-26-005622-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"Rennova Health, Inc."},{"label":"Value","value":"$200,000"},{"label":"Effective","value":"2025-12-31"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}