{"schema_version":"secwatch.filing_event.v1","accession":"0001561032-26-000005","form_type":"8-K","ticker":"NHP","cik":"0001561032","company_name":"National Healthcare Properties, Inc.","filed_at":"2026-01-12T23:59:59+00:00","discovered_at":"2026-05-14T18:02:35.436671+00:00","generated_at":"2026-05-16T10:51:53.428059+00:00","sec_items":["1.01","3.03","5.02","8.01","5.03","7.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"National Healthcare Properties declassifies board, elects Scott Humphrey as director","bullets":["Board declassified; all directors to stand for annual election starting 2026 annual meeting.","Scott Humphrey elected independent director and appointed Audit Committee chair.","Bylaws amended to include proxy access for 3%+ holders holding shares for 3 years.","Rights Agreement expiration accelerated from May 18, 2026 to Jan 12, 2026.","Compensation and NCG committees merged into Compensation and Corporate Governance Committee."],"urls":{"canonical":"https://secwatch.observer/filing/0001561032-26-000005","json":"https://secwatch.observer/filing/0001561032-26-000005.json","markdown":"https://secwatch.observer/filing/0001561032-26-000005.md","text":"https://secwatch.observer/filing/0001561032-26-000005.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/0001561032-26-000005-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/hct-20260109.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T10:51:53.428059+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":"cb7bf9e5579aa69da838e701a55b9f54b5b87438","claim":"National Healthcare Properties, Inc.: Board amended and restated bylaws to implement universal proxy rules, enhance stockholder nomination procedures, provide proxy access, and remove director qualification provision (effective 2026-01-09).","evidence_excerpt":"On January 9, 2026, the Board amended and restated the Company’s amended and restated bylaws, effective immediately (as so amended and restated, the “Amended and Restated Bylaws”), to, among other things: • address the “universal proxy rules” adopted by the SEC pursuant to Rule 14a-19","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/0001561032-26-000005-index.htm","confidence":0.9},{"claim_id":"eb6b593ba7cf0a088095ba8ffa947b8c274bf095","claim":"National Healthcare Properties, Inc.: Company filed Articles Supplementary to effect declassification of the Board and prohibit election to be subject to MUTA Section 3-803 without stockholder approval (effective 2026-01-12).","evidence_excerpt":"On January 12, 2026, the Company filed one set of Articles Supplementary with the SDAT to document and effect the Declassification Election (the “Declassification Articles Supplementary”), and a separate set of Articles Supplementary to effect the Prohibition (the “Prohibition Articles Supplementary”), in each case effective immediately upon acceptance for record of such filings by the SDAT.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/0001561032-26-000005-index.htm","confidence":0.9},{"claim_id":"fa7ccb678f93b95db1548aa0ffc9494fab234781","claim":"National Healthcare Properties, Inc. amended Rights Agreement Amendment with Computershare Trust Company, N.A. (effective 2026-01-09).","evidence_excerpt":"On January 9, 2026, the Company entered into Amendment No. 2 (the “Rights Agreement Amendment”) to its Rights Agreement solely to accelerate the expiration date of the Rights from May 18, 2026 to January 12, 2026.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/0001561032-26-000005-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001185185-26-002273","ticker":"DGAC","company_name":"DISCIPLINED GROWTH ACQUISITION Corp","filed_at":"2026-06-01T20:15:34+00:00","headline":"Disciplined Growth Acquisition Corp. closes $150M IPO on NYSE","event_type":"other_material","sec_items":["1.01","3.02","5.02","5.03","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: governance_change, material_agreement","same SEC item: 1.01, 5.02, 5.03, 8.01, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001185185-26-002273","json":"https://secwatch.observer/filing/0001185185-26-002273.json","markdown":"https://secwatch.observer/filing/0001185185-26-002273.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/0001185185-26-002273-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/dgac8k052926.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On January 9, 2026, the Board amended and restated the Company’s amended and restated bylaws, effective immediately (as so amended and restated, the “Amended and Restated Bylaws”), to, among other things: • address the “universal proxy rules” adopted by the SEC pursuant to Rule 14a-19","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/0001561032-26-000005-index.htm","comparable_excerpt":"On May 26, 2026, in connection with the IPO, the Company filed its amended and restated memorandum and articles of association (the “Amended and Restated Memorandum and Articles of Association”) with the Cayman Islands Registrar of Companies, which was effective on May 26, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/0001185185-26-002273-index.htm"}},{"accession":"0001104659-26-068521","ticker":"FDXF","company_name":"FedEx Freight Holding Company, Inc.","filed_at":"2026-06-01T10:46:03+00:00","headline":"FedEx Freight completes spin-off from FedEx; $600M drawn, new board and executives appointed","event_type":"other_material","sec_items":["1.01","2.03","3.03","5.03","5.01","5.02","5.05","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: governance_change","same SEC item: 1.01, 3.03, 5.02, 5.03, 8.01, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-068521","json":"https://secwatch.observer/filing/0001104659-26-068521.json","markdown":"https://secwatch.observer/filing/0001104659-26-068521.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2082247/000110465926068521/0001104659-26-068521-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2082247/000110465926068521/tm2615735d2_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On January 9, 2026, the Board amended and restated the Company’s amended and restated bylaws, effective immediately (as so amended and restated, the “Amended and Restated Bylaws”), to, among other things: • address the “universal proxy rules” adopted by the SEC pursuant to Rule 14a-19","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/0001561032-26-000005-index.htm","comparable_excerpt":"As of 9:30 a.m., Eastern Time, on May 27, 2026, the certificate of incorporation of the Company was amended by the certificate of amendment to the certificate of incorporation of the Company (the “Certificate of Amendment”), which, among other things, (i) created and authorized 500,000,000 shares of the Company’s common stock, par value $0.10 per share (the “Common Stock”), and (ii) converted the total number of shares of the Common Stock issued and outstanding into a number of validly issued, fully paid, and non-assessable shares of the Common Stock authorized for issuance pursuant to the Certificate of Amendment equal to 149,505,248.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2082247/000110465926068521/0001104659-26-068521-index.htm"}},{"accession":"0001829126-26-004879","ticker":"SAGU","company_name":"Shreya Acquisition Group","filed_at":"2026-05-11T23:59:59+00:00","headline":"Shreya Acquisition Group closes $110M IPO, 11M units at $10 each on NYSE","event_type":"other_material","sec_items":["1.01","3.02","5.02","5.03","8.01","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: governance_change, material_agreement","same SEC item: 1.01, 5.02, 5.03, 8.01, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001829126-26-004879","json":"https://secwatch.observer/filing/0001829126-26-004879.json","markdown":"https://secwatch.observer/filing/0001829126-26-004879.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2083452/000182912626004879/0001829126-26-004879-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2083452/000182912626004879/shreyaacq_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On January 9, 2026, the Board amended and restated the Company’s amended and restated bylaws, effective immediately (as so amended and restated, the “Amended and Restated Bylaws”), to, among other things: • address the “universal proxy rules” adopted by the SEC pursuant to Rule 14a-19","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/0001561032-26-000005-index.htm","comparable_excerpt":"On May 6, 2026, and in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2083452/000182912626004879/0001829126-26-004879-index.htm"}},{"accession":"0001437749-26-018930","ticker":"CPSH","company_name":"CPS TECHNOLOGIES CORP/DE/","filed_at":"2026-06-01T13:35:50+00:00","headline":"CPS Technologies closes $9.6M registered direct offering of 1.2M shares at $8.00/share","event_type":"other_material","sec_items":["1.01","5.03","8.01","9.01"],"materiality_score":0.6,"calibrated_materiality_score":0.6,"match_reasons":["same fact type: governance_change, material_agreement","same SEC item: 1.01, 5.03, 8.01, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001437749-26-018930","json":"https://secwatch.observer/filing/0001437749-26-018930.json","markdown":"https://secwatch.observer/filing/0001437749-26-018930.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/814676/000143774926018930/0001437749-26-018930-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/814676/000143774926018930/cpsh20260528_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On January 9, 2026, the Board amended and restated the Company’s amended and restated bylaws, effective immediately (as so amended and restated, the “Amended and Restated Bylaws”), to, among other things: • address the “universal proxy rules” adopted by the SEC pursuant to Rule 14a-19","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/0001561032-26-000005-index.htm","comparable_excerpt":"On May 27, 2026, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Amendment”) of the Company’s Restated Certificate of Incorporation, effective as of the same date. The Amendment increased the number of shares of common stock, $0.01 par value per share (the “Common Stock”), that the Company is authorized to issue from 20,000,000 to 25,000,000.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/814676/000143774926018930/0001437749-26-018930-index.htm"}},{"accession":"0001193125-26-214698","ticker":"PBT","company_name":"PERMIAN BASIN ROYALTY TRUST","filed_at":"2026-05-08T23:59:59+00:00","headline":"Court approves trust indenture amendments eliminating 75% supermajority requirement","event_type":"other_material","sec_items":["1.01","3.03","5.03","7.01","9.01"],"materiality_score":0.65,"calibrated_materiality_score":0.65,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 3.03, 5.03, 7.01, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-214698","json":"https://secwatch.observer/filing/0001193125-26-214698.json","markdown":"https://secwatch.observer/filing/0001193125-26-214698.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/319654/000119312526214698/0001193125-26-214698-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/319654/000119312526214698/2026-05_pbt_rslt_of_hear.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On January 9, 2026, the Company entered into Amendment No. 2 (the “Rights Agreement Amendment”) to its Rights Agreement solely to accelerate the expiration date of the Rights from May 18, 2026 to January 12, 2026.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/0001561032-26-000005-index.htm","comparable_excerpt":"Argent Trust Company, the trustee of the Trust, entered into Amendment No. 2 to the Amended and Restated Trust Indenture of Permian Basin Royalty Trust dated May 8, 2026 (the “Amendment”) implementing the modifications approved by the Court.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/319654/000119312526214698/0001193125-26-214698-index.htm"}},{"accession":"0001287032-26-000174","ticker":"PSEC","company_name":"PROSPECT CAPITAL CORP","filed_at":"2026-05-08T23:59:59+00:00","headline":"Prospect Capital enters $400M at-the-market preferred stock offering; reclassifies 16M common shares","event_type":"other_material","sec_items":["1.01","3.03","5.03","9.01"],"materiality_score":0.65,"calibrated_materiality_score":0.65,"match_reasons":["same fact type: governance_change, material_agreement","same SEC item: 1.01, 3.03, 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001287032-26-000174","json":"https://secwatch.observer/filing/0001287032-26-000174.json","markdown":"https://secwatch.observer/filing/0001287032-26-000174.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1287032/000128703226000174/0001287032-26-000174-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1287032/000128703226000174/psec-20260508.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On January 9, 2026, the Board amended and restated the Company’s amended and restated bylaws, effective immediately (as so amended and restated, the “Amended and Restated Bylaws”), to, among other things: • address the “universal proxy rules” adopted by the SEC pursuant to Rule 14a-19","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/0001561032-26-000005-index.htm","comparable_excerpt":"On May 8, 2026, in connection with the Offering, the Company filed Articles Supplementary (the “Articles Supplementary”) with the State Department of Assessments and Taxation of Maryland (“SDAT”), reclassifying and designating 16,000,000 authorized and unissued shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), into shares of Series A Preferred Stock.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1287032/000128703226000174/0001287032-26-000174-index.htm"}},{"accession":"0001193125-26-251791","ticker":"KRMN","company_name":"Karman Holdings Inc.","filed_at":"2026-06-01T21:28:29+00:00","headline":"Selling stockholders price upsized secondary offering of 14M shares at $61/share for ~$854M gross proceeds","event_type":"other_material","sec_items":["1.01","7.01","8.01","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 7.01, 8.01, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251791","json":"https://secwatch.observer/filing/0001193125-26-251791.json","markdown":"https://secwatch.observer/filing/0001193125-26-251791.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2040127/000119312526251791/0001193125-26-251791-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2040127/000119312526251791/d117104d8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On January 9, 2026, the Company entered into Amendment No. 2 (the “Rights Agreement Amendment”) to its Rights Agreement solely to accelerate the expiration date of the Rights from May 18, 2026 to January 12, 2026.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/0001561032-26-000005-index.htm","comparable_excerpt":"On May 28, 2026, Karman Holdings Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with the persons named in Schedule II thereto (the “Selling Stockholders”) and Citigroup Global Markets Inc. and Evercore Group L.L.C., as the underwriters (the “Underwriters”), pursuant to which the Selling Stockholders agreed to sell 14,000,000 shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”) at a public offering price of $61.00 per share (the “Offering Price”), less underwriting discounts and commissions (the “Offering”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2040127/000119312526251791/0001193125-26-251791-index.htm"}},{"accession":"0001193125-26-249692","ticker":"ELOX","company_name":"Eloxx Pharmaceuticals, Inc.","filed_at":"2026-06-01T11:00:19+00:00","headline":"Eloxx Pharma: 1-for-11 reverse stock split effective May 29; appoints two independent directors","event_type":"other_material","sec_items":["3.02","3.03","5.03","5.02","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: governance_change","same SEC item: 3.03, 5.02, 5.03, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-249692","json":"https://secwatch.observer/filing/0001193125-26-249692.json","markdown":"https://secwatch.observer/filing/0001193125-26-249692.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1035354/000119312526249692/0001193125-26-249692-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1035354/000119312526249692/d261568d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On January 9, 2026, the Board amended and restated the Company’s amended and restated bylaws, effective immediately (as so amended and restated, the “Amended and Restated Bylaws”), to, among other things: • address the “universal proxy rules” adopted by the SEC pursuant to Rule 14a-19","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1561032/000156103226000005/0001561032-26-000005-index.htm","comparable_excerpt":"On May 29, 2026, the Company filed with the Secretary of State of the State of Delaware (the \"Delaware Secretary of State\") a Certificate of Amendment to its Certificate of Incorporation (the \"Certificate of Amendment\") to effect the Reverse Stock Split and Authorized Share Reduction.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1035354/000119312526249692/0001193125-26-249692-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}