US Corporate Distress Financial Stress SEC Filings — April 28, 2026

28-04-2026

RE/MAX Holdings, Inc. entered into an Arrangement Agreement and Plan of Merger dated April 26, 2026, with The Real Brokerage Inc. (Parent), Rome Wildlife, Inc. (New Wildlife), and affiliates, outlining a strategic combination involving the prior Rhino Merger, a 10-for-1 share consolidation of Parent Common Shares, an Exchange under the Plan of Arrangement, and two-step mergers resulting in RE/MAX becoming a wholly-owned subsidiary of New Wildlife. The respective boards have unanimously approved the transaction (subject to certain conditions), obtained fairness opinions, and secured voting and support agreements from key stockholders and shareholders. The structure is intended to qualify as a tax-free reorganization under Sections 368(a) and 351 of the Code.

• ·Voting and Support Agreements executed concurrently by certain Company stockholders (Exhibit C) and Parent shareholders (Exhibit D).
• ·TRA Termination Agreement with Rhino (Exhibit H) to terminate the Tax Receivable Agreement dated October 7, 2013, conditioned on Closing.
• ·Transactions interdependent: Rhino Merger immediately prior to Arrangement Effective Time; Mergers following on same Closing Date.

28-04-2026

Patriot National Bancorp, Inc. entered into indemnification agreements on April 27, 2026, with directors Anahit Magzanyan, Jonathan Roth, Mario De Tomasi, Carlos P. Salas, and Jeffrey Seabold, providing indemnity for expenses related to their service and advancement of expenses. On April 24, 2026, effective April 26, 2026, the company executed addenda to employment agreements with executives Steven A. Sugarman (President and Bank CEO), Carlos P. Salas (CFO), Angie Miranda (Chief Risk Officer), and William Paul Simmons (Chief Credit Officer), adding severance provisions including cash multiples of compensation, pro rata bonuses, continued health benefits, accelerated equity vesting, and limits on excise taxes under IRC Sections 280G and 4999. These actions were approved by the Compensation Committee and Board of Directors.

• ·Indemnification agreements reference standard form filed as Exhibit 10.1 on December 31, 2024.
• ·Addenda attached as Exhibits 10.1 to 10.4.

28-04-2026

On April 27, 2026, American Airlines, Inc. announced the pricing of its offering of $905,038,000 aggregate face amount of Class A enhanced equipment trust certificates and $235,765,000 aggregate face amount of Class B enhanced equipment trust certificates. The company entered into underwriting agreements dated April 27, 2026, with Goldman Sachs & Co. LLC and MUFG Securities Americas Inc. as representatives of the underwriters.

• ·Filing signed by Devon E. May on April 28, 2026.
• ·Exhibits include multiple consents from aircraft appraisal firms for both Class A and Class B certificates.

28-04-2026

Sagimet Biosciences Inc. (SGMT) entered into an Underwriting Agreement dated April 27, 2026, with Leerink Partners LLC, TD Securities (USA) LLC, and Guggenheim Securities, LLC for the issuance and sale of Common Stock in a public offering, as disclosed in this 8-K filing under Items 1.01 and 9.01. A legal opinion from Goodwin Procter LLP confirming the legality of the offering is attached as Exhibit 5.1, with the company's consent included therein. The report was signed by CEO David Happel on April 28, 2026.

28-04-2026

Avalo Therapeutics, Inc. (Nasdaq: AVTX) entered into a Milestone Buyout Option and Amendment Agreement with former AlmataBio securityholders, paying $2.25 million for an option exercisable within 90 days to pay an additional $5.125 million in cash or shares instead of a $15 million contingent milestone payment due upon dosing the first patient in a Phase 3 trial. This agreement relates to Avalo's prior acquisition of AlmataBio in March 2024 and reduces potential future obligations. No negative financial impacts or declines were disclosed.

• ·Prior acquisition of AlmataBio occurred in March 2024.
• ·Lead asset abdakibart (AVTX-009) is in Phase 2 trial for hidradenitis suppurativa (HS).

28-04-2026

20/20 Biolabs, Inc. entered into a global amendment with Streeterville Capital, LLC on April 23, 2026, reducing the exercise price of three warrants (to purchase 62,500, 62,500, and 3,502,627 shares of common stock) from $8.00-$11.42 per share to $2.25 per share, which is highly dilutive to existing shareholders. The amendment allows the company to terminate it within 90 trading days upon two trading days' notice, during which Streeterville may exercise the warrants at the reduced price. This follows prior issuances of $570,000 in secured convertible notes for $500,000 and 5,000 shares of Series E preferred stock for $5,000,000.

• ·Company must file a sticker update to its Form S-1 Registration Statement (File No. 333-292125) within two business days of April 23, 2026, to reflect the exercise price changes.
• ·No events of default or material breaches under prior Transaction Documents as of amendment date.
• ·Warrants subject to standard adjustments for stock splits, stock dividends, recapitalizations, and similar transactions.

28-04-2026

Rocket Pharmaceuticals, Inc. announced the sale of its Rare Pediatric Disease Priority Review Voucher for $180 million in non-dilutive capital, following FDA accelerated approval of KRESLADI™. Proceeds will support the company's cardiovascular gene therapy pipeline, including clinical-stage programs in Danon disease, PKP2-ACM, and BAG3-DCM, with all programs on track. Pro forma for this transaction, the cash runway extends into the second quarter of 2028.

• ·PRV program reauthorized by U.S. government in February 2026.
• ·Rocket's platform supported by proprietary AAV manufacturing, multi-year cardiac gene therapy data, and experience treating cardiac patients.

28-04-2026

Global Interactive Technologies, Inc. entered into a Securities Purchase Agreement dated April 22, 2026, with Firstfire Global Opportunities Fund, LLC, for the exempt sale of securities under Section 4(a)(2) of the 1933 Act and Rule 506(b). The agreement includes representations confirming compliance with SEC filings, no material adverse changes since September 30, 2025, except for a Nasdaq non-compliance notice received on April 15, 2026, and no ongoing litigation or environmental issues. While the company affirms strong IP protection and tax compliance, the Nasdaq issue highlights a regulatory challenge.

• ·Nasdaq notice of non-compliance received on April 15, 2026, disclosed in Form 8-K filed April 17, 2026.
• ·Financial statements reflect position as of September 30, 2025, and year ended December 31, 2025.

28-04-2026

GIFTIFY, INC. received a Nasdaq notice on March 24, 2026, indicating failure to satisfy Listing Rule 5550(a)(2) due to a closing bid price below $1 per share for 30 consecutive business days, triggering a 180-day compliance period. On April 27, 2026, Nasdaq confirmed the Company regained compliance, as the closing bid price met or exceeded $1.00 for 10 consecutive business days from April 13 to April 24, 2026, closing the matter without delisting.

• ·Compliance period allowed: 180 calendar days under Rule 5810(c)(3)(A)
• ·Principal executive offices: 1100 Woodfield Road Suite 510, Schaumburg, IL 60173
• ·Registrant is an emerging growth company

28-04-2026

SharonAI Holdings Inc. (NASDAQ: SHAZ) entered into definitive agreements for a $350 million 6% Convertible Senior Notes offering due 2031, led by Oaktree Capital Management with participation from Two Seas Capital LP and other institutional investors. The notes carry an initial conversion price of approximately $48.24, representing a 20% premium to the at-the-market price, with proceeds earmarked for GPU and network procurement plus working capital to support AI cloud deployments. Company founders have agreed to lock-up agreements on specified securities until March 31, 2027.

• ·Offering expected to close on or about April 30, 2026, subject to closing conditions.
• ·Notes are senior obligations guaranteed by subsidiaries, sold in private offering pursuant to Rule 4(a)(2) and Rule 144A to qualified institutional buyers.
• ·5-year term from issuance.

28-04-2026

Climb Bio, Inc. (Nasdaq: CLYM) announced a $110.0 million private placement with institutional investors, selling 9,481,000 shares of common stock at $9.50 per share and pre-funded warrants to purchase 2,106,000 shares at $9.4999 per warrant. The transaction, led by placement agents Leerink Partners and Piper Sandler, is expected to close on or about April 29, 2026, subject to customary conditions, providing gross proceeds before fees. No declines or flat metrics reported in this financing event.

• ·Expected closing date: on or about April 29, 2026
• ·SEC resale registration statement to be filed no later than 45 days after closing
• ·Pre-funded warrants exercisable immediately at $0.0001 per share, subject to beneficial ownership limits

28-04-2026

Dynex Capital, Inc. entered into Amendment No. 9 on April 28, 2026, to its June 29, 2018 distribution agreement for at-the-market offerings of common stock, adding Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC as sales agents alongside existing agents including BTIG, LLC, Citizens JMP Securities, LLC, and others. The amendment updates the definitions of Agent and Agents without altering other terms of the agreement. No financial amounts, sales volumes, or performance metrics were disclosed.

• ·Original distribution agreement dated June 29, 2018, with prior amendments on May 31, 2019; August 3, 2021; June 3, 2022; February 10, 2023; October 29, 2024; May 1, 2025; July 29, 2025; and January 27, 2026
• ·Sales Agents and affiliates may provide investment banking, brokerage, and other services to the Company, for which customary fees and commissions are paid

28-04-2026

Amesite Inc. (Nasdaq: AMST) announced definitive agreements for a concurrent registered direct offering and private placement of 696,866 shares of common stock at $1.435 per share, expecting approximately $2 million in aggregate gross proceeds upfront before fees. The offerings include Series A-1 and Series A-2 warrants to purchase up to 1,393,732 additional shares at the same price, potentially providing up to $4 million more if fully exercised on a cash basis, though no assurance of exercise is given. Net proceeds will support general corporate purposes, including working capital.

• ·Offerings expected to close on or about April 28, 2026, subject to customary closing conditions.
• ·Warrants exercisable beginning on effective date of stockholder approval; Series A-1 expire 5 years, Series A-2 expire 18 months after later of Resale Registration Statement effective date or stockholder approval.
• ·Shelf registration on Form S-3 (File No. 333-282999) effective December 18, 2024.
• ·NurseMagic™ used by over 130 professions across all 50 states and over 20 countries.

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On April 24, 2026, Amentum Holdings, Inc. entered into the First Amendment to its Credit Agreement, establishing a new five-year senior secured term loan A facility of $1.400 billion, a senior secured term loan B facility of $1.591 billion maturing September 27, 2031, and a five-year senior secured revolving facility of $1.000 billion, all maturing April 24, 2031 except Term B. Proceeds from the term facilities, along with cash on hand, were used to repay all outstanding borrowings under the existing Credit Agreement dated September 27, 2024. The facilities feature interest rate margins tied to first lien leverage ratio and include customary covenants, with a maintenance covenant of maximum 4.50:1.00 first lien net leverage ratio (stepping to 5.00:1.00 post-acquisitions).

• ·Term Loan A interest: Alternate Base Rate + 0.25% to 1.00% or Term SOFR + 1.25% to 2.00% based on first lien leverage ratio.
• ·Term Loan B interest: Alternate Base Rate + 0.75% or Term SOFR + 1.75%.
• ·Revolving facility available in USD, CAD, EUR, GBP; supports letters of credit in additional currencies.
• ·No financial maintenance covenants for Term Loan B; cross-default provisions apply.
• ·Existing Credit Agreement dated September 27, 2024.

28-04-2026

T3 Defense Inc. (formerly Nukkleus Inc.) entered into a Note Exchange Agreement with CEO Menachem Shalom on April 27, 2026, cancelling notes with original principal of $2,138,962 including accrued interest in exchange for 4,174,399 restricted shares of common stock at $0.5124 per share, the last consolidated bid price. The Board also resolved to allow conversion at this price and reduced the exercise price of Shalom's portion of the Star Warrant (7,175,662 shares) from $1.50 to $0.5124 per share. This unregistered issuance under Section 4(a)(2) reduces debt but increases shares outstanding, potentially diluting existing shareholders.

• ·Notes assigned to Mr. Shalom from Star 26 pursuant to Amended and Restated Securities Purchase Agreement dated September 15, 2025, and Call Option Agreement dated January 13, 2026.
• ·Exchange Shares are restricted and bear legends under Securities Act.
• ·Transaction relies on exemption from registration under Section 4(a)(2) and Rule 506 of Regulation D.
• ·Star Warrant originally issued January 12, 2026, to Star 26 and distributed pro rata to its equity holders.

28-04-2026

Sleep Number Corporation announced an amendment to its credit agreement, providing $55 million in additional liquidity including a $25 million term loan maturing June 30, 2026, along with covenant relief such as a waiver of the $30 million minimum liquidity covenant until after July 1, 2026. The company reports Q1 2026 performance in line with expectations, early positive customer response to new ComfortMode products and marketing campaign, while continuing to evaluate strategic opportunities and reset its capital structure. This supports ongoing turnaround efforts amid focus on new product rollout and cost management.

• ·Q1 2026 fiscal results (through April 4, 2026) to be released May 12, 2026, with conference call at 8:30 a.m. EDT.
• ·Term loan interest: one-month term SOFR plus 8%.
• ·Agreement includes milestones for finalizing a strategic transaction to maximize enterprise value.

28-04-2026

Patterson-UTI Energy, Inc. entered into Assignment and Amendment No. 1 to its Second Amended and Restated Credit Agreement originally dated January 31, 2025, effective April 24, 2026. HSBC Bank USA, N.A. assigned $25,000,000 (5% of the total $500,000,000 commitment) of its commitment to JPMorgan Chase Bank, N.A. Certain Extending Lenders agreed to extend the maturity date applicable to their commitments to January 31, 2031, enhancing the company's debt maturity profile.

• ·Original Credit Agreement dated January 31, 2025.
• ·Administrative Agent waives $3,500 processing fee for this assignment.
• ·Required Lenders waive notice requirements under Section 2.17(a) for this extension.
• ·Borrower retains right to request two additional one-year extensions post-Amendment.

28-04-2026

Celestica Inc., Celestica International LP, and Celestica (USA) Inc. entered into a Second Amendment to their Amended and Restated Credit Agreement originally dated June 20, 2024, effective April 27, 2026, amending the agreement in its entirety, certain schedules, and Exhibit E. The amendment relaxes collateral requirements by exempting deposit and securities accounts with balances under $1,500,000 from needing Qualifying Control Agreements. Additional conditional amendments to the credit agreement will apply upon achieving at least two investment grade corporate ratings from Moody’s (Baa3), S&P (BBB-), or Fitch (BBB-).

• ·Amendment filed as 8-K on April 28, 2026, covering Items 1.01 (Entry into Material Definitive Agreement), 2.03 (Creation of Direct Financial Obligation), and 9.01 (Financial Statements and Exhibits).
• ·Conditions precedent include executed documents, loan notices, legal opinions from Arnold & Porter Kaye Scholer LLP and Blake, Cassels & Graydon LLP, solvency certificate, and payment of fees and accrued interest.
• ·Post-closing obligations per Schedule 1.

28-04-2026

Sports Entertainment Gaming Global Corporation (NASDAQ: SEGG, LTRYW), also referred to as SEGG Media, announced a strategic technology partnership with Polymarket to exclusively power its Sports.com Predict prediction market platform ahead of the 2026 FIFA World Cup. The agreement integrates Polymarket's prediction technology for real-time sports outcome markets, enabling scalability and a transaction-based revenue share model. No financial terms or quantitative metrics were disclosed.

• ·Partnership rollout subject to regulatory considerations and development progress.
• ·Forward-looking statements highlight risks including ability to secure capital, continue as going concern, and comply with Nasdaq and SEC requirements.

28-04-2026

McKesson Corporation entered into a new revolving credit agreement dated April 24, 2026, providing for aggregate commitments of $5,000,000,000, with Bank of America, N.A. as Administrative Agent and other major banks including JPMorgan Chase, Wells Fargo, Barclays, Citibank, and Goldman Sachs as key agents and arrangers. The facility includes an Alternative Currency Sublimit of $4,500,000,000 and supports borrowings in Dollars, Euro, Sterling, and Canadian Dollars. This agreement replaces or supplements existing facilities, enhancing liquidity with no reported declines in commitments.

• ·Applicable Rate based on Debt Ratings from S&P, Moody’s, and/or Fitch, with Pricing Level III in effect on Closing Date.
• ·Facility supports Committed Loans in Dollars and Alternative Currencies (Euro, Sterling, Canadian Dollars).