US Material Events SEC 8-K Filings — April 28, 2026

28-04-2026

KULR Technology Group appointed Mr. Ben Frank, a Microsoft Director of Workforce AI Solution Engineering, and Dr. Mike Kimel, Founder and CEO of Pricimetrics with expertise in pricing optimization, to its Board of Directors effective immediately, streamlining the board to three members including two majority independent directors to cut SG&A expenses and boost efficiency. The company also named a Special Advisor, a CFA charterholder and CPA, to implement its Operating Discipline Framework targeting pricing discipline, cost controls, and profitability. These changes align with KULR's focus on margin expansion and scalable growth in battery safety for space, defense, AI data centers, and telecom.

• ·Mr. Frank holds a Bachelor of Science in Mechanical Engineering from the University of California, Santa Barbara.
• ·Dr. Kimel holds a Ph.D. in Economics from the University of California, Los Angeles.
• ·Dr. Kimel has more than 30 years of experience in pricing and profitability.
• ·Filing reference to Form 10-K filed on March 31, 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 22, 2026, Littelfuse, Inc. held its 2026 Annual Meeting of Stockholders, where all eight director nominees were elected with overwhelming support (For votes ranging from 21.3M to 23.0M shares). Stockholders also approved, on an advisory basis, the compensation of named executive officers (21.2M For vs. 1.8M Against) and ratified Deloitte & Touche LLP as independent auditors for fiscal year ending December 26, 2026 (23.8M For). Additionally, the Board approved updated forms of restricted stock unit and performance share award agreements under the company's long-term incentive plans, incorporating death or disability as qualifying for retirement vesting.

• ·All director elections had 785,230 broker non-votes.
• ·Annual Meeting held April 22, 2026; fiscal year ends December 26, 2026.
• ·New award agreements filed as Exhibits 10.1 (RSU under Littelfuse Plan), 10.2 (PSU under Littelfuse Plan), 10.3 (RSU under LF/IXYS Plan).

28-04-2026

On April 23, 2026, Hilltop Holdings Inc. appointed Dana Bober and Stephen Haworth as independent directors to its Board. Ms. Bober, a former Partner at Ernst & Young LLP with 30 years of audit experience, was appointed to the Audit Committee; Mr. Haworth, Vice Chairman of Flexpoint Ford LLC with 20 years as a CFO in private equity, was appointed to the Audit and Compensation Committees. Each received restricted stock units valued at $200,000, cliff vesting on April 23, 2029.

• ·Dana Bober, age 56, retired from Ernst & Young in June 2025 after serving as Americas Practice Leader, Financial Accounting Advisory Services since 2017.
• ·Stephen Haworth, age 64, previously CFO of Flexpoint Ford LLC from 2005 to 2025 and Partner at Ernst & Young prior to 2005.

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

Zimmer Biomet Holdings, Inc. (ZBH) announced that Suketu Upadhyay, Chief Financial Officer and Executive Vice President, Finance, Operations and Supply Chain, will depart effective April 28, 2026, for a new professional opportunity after seven years with the company. Paul Stellato, current Controller and Chief Accounting Officer, has been appointed as interim CFO while a search for a permanent successor is conducted. Chairman, President and CEO Ivan Tornos expressed gratitude for Upadhyay's contributions and confidence in Stellato's ability to ensure continuity.

• ·Paul Stellato joined Zimmer Biomet in May 2022 and previously held roles at Xylem Inc. and ITT Corporation.
• ·Stellato holds a BS in Accountancy from Villanova University, an MBA from NYU Stern, and is a CPA.

28-04-2026

Pentair plc announced that Jerome O. Pedretti, Executive Vice President and Chief Executive Officer, Pool, elected to resign effective July 1, 2026, as the company eliminates the CEO, Pool role. De’Mon L. Wiggins, current Executive Vice President and President, Flow and Water Solutions, was appointed Executive Vice President and President, Flow, Water Solutions and Pool, effective April 28, 2026. Pedretti is entitled to severance benefits under the Pentair plc Executive Officer Severance Plan.

• ·Resignation elected on April 24, 2026
• ·Organizational change announced April 28, 2026
• ·New role for Wiggins effective immediately on April 28, 2026

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

Immunic, Inc. appointed Michael A. Panzara, M.D., M.P.H., as Chief Medical Officer effective April 24, 2026, succeeding Andreas Muehler, M.D., M.B.A., who will continue as a consultant. Dr. Panzara brings over 25 years of neurology experience, including leadership in approvals of MS drugs like LEMTRADA, AUBAGIO, and TYSABRI at Sanofi Genzyme and Biogen, to advance vidofludimus calcium through phase 3 ENSURE trials with top-line data expected by end of 2026. The Compensation Committee granted Dr. Panzara options to purchase 300,000 shares of common stock.

• ·Dr. Panzara's options vest with one half on the one-year anniversary of April 24, 2026, and one half in equal monthly installments over 24 months thereafter under the 2026 Inducement Equity Compensation Plan.
• ·Dr. Panzara serves on the Boards of Directors of LeonaBio, Inc. and Cadenza Bio, Inc.
• ·Vidofludimus calcium has shown therapeutic activity in phase 2 trials in relapsing-remitting MS, progressive MS, and other diseases.

28-04-2026

reAlpha Tech Corp. (Nasdaq: AIRE) reported Q1 2026 revenue of $0.8 million, down 9% YoY from $0.9 million, driven by a decline in Homebuying Services segment to $0.6 million while Technology Services grew to $0.3 million from $0.2 million. Net loss widened to $4.3 million and Adjusted EBITDA loss increased to $(3.8) million YoY, but Total Transaction Volume surged 119% to $131.3 million, cash rose 288% to $4.7 million, and gross margins improved to 66% from 56%. The company appointed Thomas Kutzman as CFO and launched the Homebuying Hub amid preparations for spring homebuying season.

• ·Total assets decreased to $17.6 million as of March 31, 2026 from $21.7 million as of December 31, 2025.
• ·Cash decreased QoQ to $4,667,612 from $7,783,529 as of December 31, 2025.
• ·Prevu acquired in November 2025; GTG Financial acquisition rescinded in August 2025.

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

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

Eightco Holdings Inc. (ORBS) disclosed total treasury holdings of approximately $333 million as of April 27, 2026, comprising $90M indirect OpenAI equity (27% of treasury), $25M Beast Industries equity ($18M funded + $7M commitment, 8%), 283,452,700 WLD tokens (21%, 8.58% of circulating supply), 11,068 ETH, $1M Mythical Games, and $121M cash and equivalents. The update highlights exposure to AI (via OpenAI's GPT-5.5 release), digital identity (World ID integrations with Tinder, Zoom, Docusign, etc.), and creator economy (Beast Industries' 500M+ followers), with no prior-period comparisons or declines reported. Management views the portfolio as critical for future AI and digital finance trends.

• ·WLD valued at $0.25 per token per Coinbase as of April 27, 2026
• ·OpenAI released GPT-5.5 on April 23, 2026, achieving 82.7% on Terminal-Bench 2.0
• ·NVIDIA deployed GPT-5.5-Codex to 10,000+ employees, reporting 35x cost reduction and 50x throughput improvement per megawatt
• ·World identifies $6.35 trillion addressable revenue opportunity across 13 industries
• ·ChatGPT #1 in consumer AI app downloads in early 2026 per Sensor Tower

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

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

Semrush Holdings, Inc. filed an 8-K on April 28, 2026, including Exhibit 3.1: Second Amended and Restated Certificate of Incorporation, effective in connection with an acquisition completion (Item 2.01) and related changes (Items 3.01, 3.03, 5.01, 5.02, 5.03). The certificate authorizes 100,000 shares of a single class of Common Stock with a par value of $0.00001 per share and includes standard provisions on governance, indemnification, and director/officer liability limitations. No financial performance metrics or period-over-period comparisons are provided.

• ·Registered office: 251 Little Falls Drive, Wilmington, County of New Castle, Delaware 19808.
• ·Affirmative vote of not less than two-thirds (2/3) required to amend or repeal ARTICLE 11.

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.

28-04-2026

Commerce Bancshares Inc. (CBSH) filed an 8-K on April 28, 2026, under Items 5.02 (director/officer departures, elections, or appointments), 5.07 (submission of matters to a vote of security holders), and 8.01 (other events), indicating potential leadership changes and shareholder meeting results. No specific details on individuals involved, vote outcomes, or other events were provided in the filing metadata. No financial metrics, improvements, declines, or flat performance were reported.

• ·CIK: 0000022356
• ·SIC: 6022 - STATE COMMERCIAL BANKS
• ·Fiscal Year End: 1231
• ·Acc-no: 0000022356-26-000128
• ·File/Film Number: 001-3650226905655

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026

28-04-2026