8-K
filed February 24, 2026, 6:59 PM ET
ticker CDT
CIK 0001896212
M&A
confidence high
sentiment neutral
materiality 0.75
CDT Equity acquires 20% of Sarborg for stock, warrants, deferred $8M cash
CDT Equity Inc.
- Acquired 1,020 Sarborg shares (~20% stake) in exchange for 598,006 shares + pre-funded warrants for 109,978,918 shares at $0.0001 exercise price.
- Agreed to pay Sarborg $8M cash, deferred until CDT raises ≥$20M via ATM program.
- Issued 199,734 shares to NJS Foresight ($150k retainer) and 341,702 shares to Thesprogen ($245k retainer) for consulting extensions.
- Issued 130,000 unregistered shares to Maxim Partners for investment banking services.
- Directors Andrew Regan and Chele Farley have ties to Sarborg; Farley received 10,533 shares + 1,940,804 warrant shares in the transaction.
Key facts
Extracted from this filing and checked against the source text.
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
CDT Equity Inc. issued pre-funded warrants to purchase up to 109,978,918 shares of Common Stock of warrant to Investors for cash consideration of $8 million.
- Security
- warrant
- Shares
- pre-funded warrants to purchase up to 109,978,918 shares of Common Stock
- Purchaser
- Investors
- Consideration
- cash consideration of $8 million
Exact text from the filing
Shares ” and, together with the Shares and the Pre-Funded Warrants, the “ Securities ”). In addition, the Company has agreed to pay Sarborg cash consideration of $8 million, which cash payment shall be deferred until such time as the Company raises no less than $20 million through the use of an at-the-market facility program. The Pre-Funded Warrants
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
CDT Equity Inc. issued 598,006 shares of common stock to Investors for cash consideration of $8 million.
- Security
- common stock
- Shares
- 598,006 shares
- Purchaser
- Investors
- Consideration
- cash consideration of $8 million
Exact text from the filing
Shares ” and, together with the Shares and the Pre-Funded Warrants, the “ Securities ”). In addition, the Company has agreed to pay Sarborg cash consideration of $8 million, which cash payment shall be deferred until such time as the Company raises no less than $20 million through the use of an at-the-market facility program. The Pre-Funded Warrants
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
CDT Equity Inc. issued 199,734 shares of Common Stock of common stock to NJS Foresight Bio-Advisory, LLC for $150,000 in the form of 199,734 shares of Common Stock valued at $0.751 per share.
- Security
- common stock
- Shares
- 199,734 shares of Common Stock
- Purchaser
- NJS Foresight Bio-Advisory, LLC
- Consideration
- $150,000 in the form of 199,734 shares of Common Stock valued at $0.751 per share
Exact text from the filing
the Company paid an additional one-time fixed retainer of $150,000 (the “ NJS Extension Retainer ”) in the form of 199,734 shares of Common Stock
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.7
CDT Equity Inc. issued 130,000 shares of Common Stock of common stock to Maxim Partners LLC for partial consideration for investment banking services.
- Security
- common stock
- Shares
- 130,000 shares of Common Stock
- Purchaser
- Maxim Partners LLC
- Consideration
- partial consideration for investment banking services
Exact text from the filing
the Company previously issued to Maxim Partners LLC, 130,000 shares of Common Stock (the “ Maxim Shares ”), as partial consideration for investment banking services
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
CDT Equity Inc. issued 341,702 shares of Common Stock of common stock to Thesprogen, PC for $245,000 in the form of 341,702 shares of Common Stock.
- Security
- common stock
- Shares
- 341,702 shares of Common Stock
- Purchaser
- Thesprogen, PC
- Consideration
- $245,000 in the form of 341,702 shares of Common Stock
Exact text from the filing
the Company paid an additional one-time fixed retainer of $245,000 (the “ Thesprogen Extension Retainer ”) in the form of 341,702 shares of Common Stock
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
CDT Equity Inc. amended NJS Addendum with NJS Foresight Bio Advisory, LLC valued at $150,000 (effective 2026-02-23).
- Action
- amendment
- Counterparty
- NJS Foresight Bio Advisory, LLC
- Value
- $150,000
- Effective
- 2026-02-23
Exact text from the filing
On February 23, 2026 (the “ NJS Effective Date ”), the Company and NJS entered into Addendum No. 1 to the NJS Agreement (the “ NJS Addendum ”) to extend the term of the NJS Agreement an additional twelve months from its initial termination date, December 29, 2026, to December 29, 2027, unless terminated earlier in accordance with its terms.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
CDT Equity Inc. entered into Securities Purchase Agreement with all of the stockholders of Sarborg Limited (effective 2026-02-19).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- all of the stockholders of Sarborg Limited
- Effective
- 2026-02-19
Exact text from the filing
On February 19, 2026, CDT Equity Inc., a Delaware corporation (the “ Company ”), entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with all of the stockholders (collectively, the “ Investors ”) of Sarborg Limited, a Cayman Islands Company (“ Sarborg ”).
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
CDT Equity Inc. amended Thesprogen Addendum with Thesprogen, PC valued at $245,000 (effective 2026-02-24).
- Action
- amendment
- Counterparty
- Thesprogen, PC
- Value
- $245,000
- Effective
- 2026-02-24
Exact text from the filing
On February 24, 2026 (the “ Thesprogen Effective Date ”), the Company and Thesprogen entered into Addendum No. 1 to the Thesprogen Agreement (the “ Thesprogen Addendum ”) to extend the term of the Thesprogen Agreement an additional twelve months from its initial termination date, June 28, 2026, to June 28, 2027, unless terminated in accordance with its terms.
View on SEC.gov
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