200 results — All filings · Impact: Medium+
Offer price: $0.001 per share.
20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CONSTELLATION ENERGY GENERATION, LLC (Exact name of registrant as specified in its charter) Pennsylvania 4931 23-2990190 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification No.) 200 Energy Way Kennett Square, Pennsylvania 19348-2473 (833) 883-0162 (Address, including zip code, and telephone number, including area code, of regis
Cash: $0 per share.
effective April 20, 2026.
effective January 1, 2020.
Agreement with QXO, Inc.
of this Current Report on Form 8-K is incorporated by reference into this
Agreement with Tigerless Health, Inc. $100.0.
of Hydrofarm Holding Group Inc.'s Form 8-K dated April 17, 2026, and have the following comments. We agree with the statements made in the first, second, third and fourth paragraph.
Miles Everson resigned as Chief Financial Officer ( CFO ) and Secretary of the Co. effective April 19, 2026.
effective April 14, 2026.
eference in any filing made by the Company under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. Description 99.1 Press Release of Bristow Group Inc.
ips with authorities such as the NYC Taxi Limousine Commission. in Nursing Science from Stevenson University (2014) and an M.S.
ursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: April 20, 2026 By: /s/ Jaco van der Merwe Jaco van der Merwe President and Chief Executive Officer EX-99.1 2 pressreleasedatedapril2020.htm EXHIBIT 99.1 - PRESS RELEASE Document Contact FOR IMMEDIATE RELEASE Stephen C.
The Board is in the process of seeking a permanent Chief Executive Officer in accordance with the Company s internal succession planning.
☐  issuer tender offer subject to Rule 13e-4. ☐  going-private transaction subject to Rule 13e-3. ☐  amendment to Schedule 13D under Rule 13d-2. Except as otherwise set forth in this Amendment No. 1, the information set forth in the Schedule TO remains unchanged and is incorporated herein by reference to the extent relevant to the items in this Amendment No. 1.
Norton Rose Fulbright US LLP 2200 Ross Avenue, Suite 3600 Dallas, Texas 75201 (214) 855-8000 Approximate date of commencement of proposed sale of the securities to the public: As soon as practicable after this Registration Statement is declared effective and upon completion of the merger described herein. If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box. ☐ If this Form is filed to register additional securities for an
ection 13 or 15(d) of the Securities Exchange Act of 1934   Date of Report (Date of earliest event reported): April 13, 2026       HOOKER FURNISHINGS CORPORATION (Exact name of registrant as specified in its charter)   Virginia   000-25349   54-0251350 (State or other jurisdiction of incorporation or organization)   (Commission File No.)   (I.R.S.
3045 Park Boulevard Palo Alto , California 94306 (Address of Principal Executive Offices) (Zip Code) ( 888 ) 505-8747 (Registrant’s Telephone Number, Including Area Code) Not Applicable (Former Name or Former Address, if Changed Since Last Report)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2.
6     DAUCH CORPORATION   (Exact Name of Registrant as Specified in Its Charter)   Delaware   (State or Other Jurisdiction of Incorporation) 1-14303 38-3161171   (Commission File Number) (IRS Employer Identification No.)     One Dauch Drive , Detroit , Michigan 48211-1198   (Address of Principal Executive Offices) (Zip Code)             (313) 758-2000 (Registrant's Telephone Number, Including Area Code)   (Former Name or Former
____________   FORM 8-K ______________   CURRENT REPORT   Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934   Date of Report (Date of earliest event reported): April 16, 2026   Forward Industries, Inc. (Exact name of registrant as specified in its charter)   Texas   001-34780   13-1950672 (State or Other Jurisdiction   (Commission   (I.R.S.
20549   FORM 8-K   CURRENT REPORT   Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934   Date of Report (Date of earliest event reported): April 16, 2026   Emmaus Life Sciences, Inc. (Exact name of registrant as specified in its charter)   Delaware   001-35527   87-0419387 (State or other jurisdiction of incorporation)   (Commission File Number)   (I.R.S.
r jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) Clarendon House 2 Church Street Hamilton HM 11 Bermuda (Address of principal executive offices, including zip code) ( 408 ) 830-9742 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.
2525 Speakman Drive 902 Broadway , Floor 20 Mississauga , Ontario , Canada L5K 1B1 New York , New York , USA 10010 ( 905 ) 403-6457 ( 212 ) 821-0142 (Address of principal executive offices, zip code, telephone numbers) N/A (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-
M  8-K   CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934   Date of Report (Date of earliest event reported): April 13, 2026   SmartKem, Inc. (Exact name of registrant as specified in its charter)   Delaware 001-42115 85-1083654 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)   Manchester Technology Center, Hexagon Tower Delaunays Road , Blackley Manchester , M9 8GQ U.K.
esignate the appropriate rule provision(s) relied upon: ¨ Rule 13e-4(i) (Cross-Border Issuer Tender Offer). ¨ Rule 14d-1(d) (Cross-Border Third Party Tender Offer). This Amendment No. 2 to the Tender Offer Statement on Schedule TO (this “Amendment No. 2”) amends and supplements the Tender Offer Statement on Schedule TO filed by Ravens Sub, Inc., a Delaware corporation (“Purchaser”), and wholly owned subsidiary of Gilead Sciences, Inc., a Delaware corporation (“Parent”
Delaware   ​ ​ ​ 1-14066   ​ ​ ​ 13-3849074 (State or Other Jurisdiction of Incorporation) ​ (Commission File Number) ​ (IRS Employer Identification Number) ​ 7310 North 16th St. Suite 135 , Phoenix , AZ 85020 (Address of principal executive offices, including zip code) ( 602 ) 264-1375 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to si
Offer price: $0.001 per share. Expires: April 13, 2026.
Offer price: $0.001 per share.
Cash: $1.00 per share.
Each time-based RSU grant vests ratably by entitling the executive officer to receive one third of the grant if he remains continuously employed with the Company through the end of each service period that ends April 13, 2027, April 13, 2028, and April 13, 2029, respectively. At the discretion of the Committee, the RSUs may be paid in shares of the Company s common stock, cash (based on the fair market value of a share of the Company s common stock on the date payment is made), or both.
The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
for $110.0. closed February 2, 2026.
The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
oard s confirmation of a successor nominee, in order to focus his time and effort on the Company s business execution in the United Arab Emirates and the broader Middle East. Mok resigned from the Board, effective immediately.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On April 15, 2026, Hudson La Force, George Nolen and Jill Wyant were appointed to the Company s board of directors.
On April 16, 2026, Suzanne Bruhn, Ph.D., a Class III director on the Board and a member of the Compensation Committee and the Nominating and Corporate Governance Committee of the Board, notified the Chief Executive Officer of the Company, Chairman of the Board, and Chair of the Nominating and Corporate Governance Committee of her intention not to stand for reelection at the Annual Meeting and her retirement from the Board and all committees thereof, effective as of the Annual Meeting. Bruhn s de
ard of directors is deemed to have continued uninterrupted. Matz s committee assignments as a result of his reclassification.
ed in the Plan) prior to the applicable vesting date, then, subject to the participant executing and not revoking a general release of claims, the retention bonus will immediately vest in full and become payable. In the event of any other termination of employment or the participant failing to execute and not revoke the release, his or her retention bonus will be immediately forfeited without consideration.
urities Exchange Act, which are usually identified by the use of words such as anticipates, believes, estimates, expects, intends, may, plans, projects, seeks, should, will, and variations of such words or similar expressions. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act and are making this statement for purposes of complying with
Assurance Dimensions, LLC replaced as auditor. Stephano Slack, LLC appointed as new auditor.
Victor Mokuolu, CPA PLLC appointed as new auditor.
isclosure is required under Item 404(a) of Regulation S-K. (d) Exhibits Exhibit Number Description 104 Cover Page Interactive Data File (embedded within the inline XBRL Document) 1 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ed the Company s previous successful business integrations, while prioritizing performance and continuity in the base business with the deep talent built through long-standing organization and succession planning. No Offer or Solicitation This document is for informational purposes only and is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of sec
of Form 8-K dated April 17, 2026 of Volato Group, Inc. and are in agreement with the statements contained in the first, second, third and fourth paragraphs therein.
The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
Casazza s annual base salary is $415,000, subject to adjustment by the Compensation Committee of the Board (the Compensation Committee ). Casazza will have an annual target bonus opportunity of up to 40% of his annual base salary based on the achievement of specified performance goals set by the Compensation Committee.
IGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. IMAX Corporation (Registrant) Date: April 17, 2026 By: /s/ Natasha Fernandes Name: Natasha Fernandes Title: Chief Financial Officer and Executive Vice President By: /s/ Kenneth I.
The foregoing description of the RSU award and Option cancellation does not purport to be complete and are qualified in their entirety by reference to the form of RSU Award Agreement and Stock Option Cancellation Agreement, which are filed as Exhibit 10.1 and 10.2 respectively to this Current Report on Form 8-K and incorporated herein by reference. The following exhibits are filed herewith.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On April 15, 2026, in connection with the Confirmation Order and effective as of the Confirmation Date, the Company entered into amended and restated employment agreements with Mary G.
effective April 21, 2026.
of Form 8-K dated April 16, 2026, of FTAI Infrastructure Inc. and are in agreement with the statements contained in the third, fourth and fifth paragraphs therein.
Page Interactive Data File (embedded within the Inline XBRL document). Date: April 17, 2026 By: /s/ George Wentz Name: George Wentz Title: General Counsel 2 EX-101.SCH 2 frmi-20260417.xsd XBRL SCHEMA FILE 00000001 - Document - Cover link:presentationLink link:calculationLink link:definitionLink EX-101.DEF 3 frmi-20260417_def.xml XBRL DEFINITION FILE EX-101.LAB 4 frmi-20260417_lab.xml XBRL LABEL FILE Class of Stock [Axis] Common Stock, $0.001 par value Common Stock 0.
effective March 1, 2026.
of its Form 8-K dated April 17, 2026, and are in agreement with the statements contained therein concerning our firm made in response to Item 304(a) of Regulation S-K. We are not in a position to agree or disagree with any other statements of Crown Equity Holdings, Inc.
of the Form 8-K to be filed with the Securities and Exchange Commission. We agree with the statements pertaining to us.
s Form 8-K dated April 16, 2026, and we agree with the statements made therein.
he shares of common stock underlying such stock option annually on the grant date until the third anniversary of the grant date, subject to Dr. Blanchard s continued service as a director through the applicable vesting date.
.07 Submission of Matters to a Vote of Security Holders. As of the close of business on February 25, 2026, the record date for the 2026 Annual Meeting, 37,738,759 common shares were outstanding and entitled to vote.
mmittee, of the Board, effective immediately, to fill the vacancies created by Ms. Li will be subject to reelection at the Company s next annual meeting of stockholders.
The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
y set forth by specific reference in such filing. Description of Exhibit 99.1 Press Release dated April 16, 2026 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.
ultants, independent contractors, board members, advisory board members, and other service providers of the Holdco group of companies (the Holdco Group ) with an incentive to participate in the success and growth of the Holdco Group through awards of MIP Units, which are designed to track the appreciation in the equity of EKSO to be held by the Company through Holdco. In the aggregate, the awards to the Executive Officers represent approximately 5.25% of the EKSO shares of common stock to be iss
Entity Central Index Key 0001342936 Entity Tax Identification Number 98-0511932 Entity Incorporation, State or Country Code NV Entity Address, Address Line One 7659 E.
by the undersigned hereunto duly authorized.
effective April 15, 2026.
Deloitte furnish the Company with a le replaced as auditor. ment of BDO USA, P.C. appointed as new auditor.
These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
a master s degree in Real Estate Appraisal and Investment Analysis from the University of Wisconsin-Madison. Seiler is a board member of and a volunteer with Big Brothers Big Sisters of Dane County.
I for Cause (as defined in the Thrasher Employment Agreement ), Mr. Thrasher will be entitled to any salary through the termination date.
The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2 + Details Name: dei_EntityCentralIndexKey Namespace Prefix: dei_ Data Type: dei:centralIndexKeyItemType Balance Type: na Period Type: duration X - Definition Indicate if registrant meets the emerging growth company criteria.
effective April 15, 2026.
Makhni s appointment as Chief Financial Officer, the Company entered into an employment agreement with her (the Employment Agreement ) pursuant to which the Company has agreed to pay Ms. Makhni is also eligible to earn an annual target bonus of 40% of her annual base salary.
ciation and amortization, goodwill or other intangible non-cash impairment charges, stock-based compensation; and any bonuses that become payable under the Plan or any 2026 company-wide bonus plan. Each Performance Goal is evaluated independently, and the target bonus potentially payable with respect to a Performance Goal (a Performance Goal Target Bonus ) is equal to the Participant s target bonus multiplied by the performance goal weight for that Performance Goal.
he 2027 annual meeting of stockholders of the Company at which directors are elected, at which he is expected to stand for re-election. Biographical information regarding Jun is set forth below: Brian C.
Completion of Acquisition or Disposition of Assets.
of Form 8-K dated April 16, 2026 of Viskase Holdings, Inc. and are in agreement with the statements contained therein as it regards our firm.
ich was grossly negligent against the Company (monetarily or otherwise); (c) engaging in a criminal enterprise involving moral turpitude; (d) conviction of an act or acts constituting a felony under the laws of the United States or any state thereof, (e) Mr. Collins failure to substantially perform his material duties hereunder or to substantially comply with any other material provision of the Agreement, (f) a willful act by Mr.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers . Departure of Chief Executive Officer In connection with the Private Placement, on April 15, 2026, Richard Stewart, the Company s Chief Executive Officer and a director, informed the Company s Board of Directors (the Board ) of his intention to step down from his position as the Company s Chief Executive Officer, President and principal executive offi
orld, Ltd., (incorporated herein by reference from Exhibit 2.2 to the Company s Registration Statement on Form S-4, filed on April 15, 2026). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
effective April 27, 2026.
On April 10, 2026, Reed Hastings informed the Company of his decision to not stand for re-election as a director at the Company s 2026 annual meeting of stockholders (the Annual Meeting ). Hastings current term will expire at the Annual Meeting.
s Form 8-K dated April 16, 2026, and have the following comments 1. We agree with the statements made in paragraphs one through seven.
y other persons pursuant to which he appointed as Chief Financial Officer.
with Mr. Moorehead to be appointed as President and Chief Executive Officer as of the Effective Date.
effective June 1, 2026.
of Barton s letter is filed as Exhibit 16.1 to this Current Report on Form 8-K. Appointment of Green Growth CPAs On April 10, 2026, the Company s Board of Directors approved the engagement of Green Growth CPAs, an independent registered public accounting firm, as the Company s new independent accountant to audit the Company s financial statements and to perform reviews of interim financial statements.
Colby and any director or executive officer of the Company, and there are no transactions between Mr. Colby and the Company that would be required to be reported under Item 404(a) of Regulation S-K.
y other persons pursuant to which he appointed as Chief Executive.
nk:calculationLink link:definitionLink EX-101.LAB 3 zs-20260415_lab.xml XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT Soliciting Material Soliciting Material Written Communications Written Communications Local Phone Number Local Phone Number Cover page. The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
effective April 14, 2026.
effective April 16, 2026.
(d) of Form 8-K to provide timely disclosure of the nomination. Williams brings more than four decades of experience in tax strategy, forensic accounting, and transactional advisory services.
to be signed on its behalf by the undersigned hereunto duly authorized. American Resources Corporation Date: April 16, 2026 By /s/ Mark C.
ssuer tender offer subject to Rule 13e-4. ☒ going-private transaction subject to Rule 13e-3.   ☐ amendment to Schedule 13D under Rule 13d-2. This Schedule TO relates to the offer by the Buyer Parties to purchase all of the issued and outstanding shares (each, a “ Share ” and collectively, the “ Shares ”) of common stock, par value $0.001 per share, of Forian Inc., a Maryland corporation (the “ Company ”), for $2.17 per Share, payable net to the holder in cash, without interest, subject to any withholding taxes required by a
May 14, 2026 Notice Date The deadline by which you must properly notify the Fund in writing if you wish to tender Shares for repurchase (unless extended by the Fund to a later date subsequently designated by the Fund).* The Fund will not accept any repurchase request received by it or its designated agent after the Notice Date. May 14, 2026 Expiration Date The deadline by which, if you previously provided proper written notice to the Fund of your desire to tender Shares, you may properly notify the Fund of your desire to withdraw such tender request.* June 11, 2026 Acceptance Dat
filed with the Securities and Exchange Commission on January 16, 2026 by the Federated Hermes Project and Trade Finance Tender Fund (the “Fund”) relating to the Fund’s offer to repurchase common shares of beneficial interest of the Fund (including Institutional Shares and Service Shares, the “Shares”) from its shareholders (“Shareholders”) on the terms and subject to the conditions set forth in the Offer to Repurchase and the related Letter of Transmittal in an aggregate amount of up to $50,389,853.64 (the “Offer”) and constitutes the final
ervice) Copies To: John Sobolewski, Esq. Latham & Watkins LLP 1271 Avenue of the Americas New York, New York 10020 (212) 906-1200 Andrew J. Patrone Cravath, Swaine & Moore LLP Two Manhattan West 375 Ninth Avenue New York, New York 10001 (212) 474-1000 Approximate date of commencement of proposed sale of the securities to the public: Upon consummation of the exchange offers described herein.
e public: As soon as practicable after this Registration Statement becomes effective and after all conditions under the Merger Agreement are satisfied or waived .   If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box: ☐   If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement nu
Offer price: $0.001 per share.
Expires: May 14, 2026.
Expires: February 17, 2026.
20549 SCHEDULE TO (Rule 13e-4) TENDER OFFER STATEMENT PURSUANT TO SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Final Amendment) Federated Hermes Project and Trade Finance Tender Fund (Name of Issuer) Federated Hermes Project and Trade Finance Tender Fund (Name of Person(s) Filing Statement (Issuer)) Common Shares of Beneficial Interest (Title of Class of Securities) Institutional Shares 31424D104 Service Shares 31424D401 (CUSIP Number of Class of Securities) Peter J. Pittsburgh, PA 1
Cash: $5.75 per share.
(Exact name of Registrant as specified in its charter) Cayman Islands 6770 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification No.) For Co-Registrants, see Co-Registrants Table on the following page.
Paul Hastings LLP 2050 M Street NW Washington, D.C. If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box.
These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
Joseph D. King appointed as Executive Vice President of the Company.
Departure of Directors or Certain Officers; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. In light of the acquisition of the Target, the Board of Directors of the Company (the Board ) determined that it would be in the best interests of the Company and its stockholders to fill vacancies on the Board with individuals who are based in New Zealand or have significant business experience in New Zealand.
th a new target value of 80% of base salary and capped at 2x target. Participation in the stock element of Valmont s long-term incentive plans, with eligibility for a grant in December 2026 with a target value of 160% of base salary.
of Chegg, Inc.'s Form 8-K dated April 14, 2026, and have the following comments 1. We agree with the statements made in paragraphs two through four.
effective April 20, 2026.
tt will receive a monthly stipend of $125,000 (in addition to her current compensation package), to be paid each month in which she serves as interim Chief Financial Officer (prorated for partial months). Howlett s compensation or benefits as a result of her serving as interim Chief Financial Officer.
Davis also has deep market and industry knowledge in the financial services and capital markets sector, including in capital raising and corporate finance. As of the date of this filing, the Board had not yet made a determination regarding Board committee assignments for Mr.
erence to the full texts of the Third Amendment and the 2020 LTIP, copies of which are included in the 2026 Proxy Statement as Appendix B and Appendix C , respectively, thereto. Submission of Matters to a Vote of Security Holders.
effective April 24, 2026.
The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
Separation Agreement In connection with Mr. Erickson s conclusion of service on March 27, 2026 (the "Separation Date"), the Company and Mr.
Lang s employment agreement (the Employment Agreement ), effective as of April 15, 2026, Mr. Lang will receive a base salary of $560,000 per year and be eligible for an annual discretionary bonus with a target amount of 40% of his base salary based on the achievement of certain corporate and/or individual objectives and milestones that are determined by the Board of Directors of the Company, with no pro-ration of any annual discretionary bonus payout for 2026.
The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
effective April 13, 2026.
ight directors, but otherwise, the Company's slate of nominees remains unchanged. Previously voted proxies remain valid, other than with respect to Mr.
ligible to participate in the Company s 2026 equity grant cycle. The foregoing description of the Separation Letter is a summary and is qualified in its entirety by reference to the full text of the Separation Letter, which is filed as Exhibit 10.1 hereto and incorporated by reference.
The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
pursuant to which he appointed as Chief Medical Officer.
effective April 14, 2026.
or good reason, or due to his death or disability (as such terms are defined in the Agreement)). Except as provided in the Amendment, the terms of the Agreement continue in effect.
will be provided in accordance with that certain Staffing and Resource Agreement, dated as of November 18, 2025, by and between the Company and BCPA (the Staffing and Resource Agreement ) and that certain Third Amended and Restated Servicing Agreement, dated as of March 17, 2023, by and between the Company and BCPA (the Servicing Agreement ), copies of which are included hereto as Exhibits 10.1 and 10.2, respectively, and are incorporated herein by reference. Mangum has not entered into any comp
No documentation exists for this element.
effective April 24, 2026.
s approved by the Board as part of the 2026 EO Plan. The following tables summarize the performance goals and the corresponding threshold, target, and maximum payout opportunities for the performance period.
☐ amendment to Schedule 13D under Rule 13d-2. Check the following box if the filing is a final amendment reporting the results of the tender offer: ☐ If applicable, check the appropriate box(es) below to designate the appropriate rule provision(s) relied upon: ☐ Rule 13e-4(i) (Cross-Border Issuer Tender Offer) ☐ Rule 14d-1(d) (Cross-Border Third-Party Tender Offer) SCHEDULE TO (Amendment No.
shall not be available to any Party whose breach of any provision of this Agreement primarily causes or results in the failure of the Merger to be consummated by such time;” 3. Reference to and Effect on the Agreement . Except as specifically modified or amended by the terms of this Amendment, the Agreement and all provisions contained therein are, and shall continue, in full force and effect and are hereby ratified and confirmed.
;), to be issued in the Business Combination, (ii) up to 102,668,939 shares of PubCo preferred stock, par value $0.0001 per share (“PubCo Merger Preferred Stock”), to be issued in the Business Combination, (iii) 10,295,800 shares of PubCo Common Stock (as successor to shares of FGMC common stock, par value $0.0001 per share (“FGMC Common Stock”)) that are issued and outstanding as of the date hereof (the “Outstanding FGMC Shares”), (iv) 8,295,800 rights of PubCo (as successor to FGMC), each whole right entitling the holder thereof to receive one-tenth (1/10)
ite 100 Jericho, New York 11753 (516) 535-2002 (Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices) ​ Andrew C. Sagliocca Vice Chairman, Chief Executive Officer, and President Esquire Financial Holdings, Inc. 100 Jericho Quadrangle Suite 100 Jericho, New York 11753 (516) 535-2002 (Name, address, including zip code, and telephone number, including area code, of agent for service) ​ Copies to: ​ John J.
Offer price: $0.0001 per share. Expires: December 27, 2028.
(Exact Name of Registrant as Specified in Its Charter) Nevada 6770 86-2579471 (State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer incorporation or organization) Classification Code Number) Identification Number) For co-registrants, see Table of Co-Registrants on the following page 104 S.
(Exact name of Registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation or organization) 6029 (Primary Standard Industrial Classification Code Number) 27-5107901 (I.R.S. Employer Identification No.) 100 Jericho Quadrangle Suite 100 Jericho, New York 11753 (516) 535-2002 (Address, including zip code, and telephone number, including area code, of Registrant s principal executive offices) Andrew C.
Offer price: $0.0001 per share.
effective April 10, 2026.
Agreement with Apple Inc.
Dutton s initial employment term is for a period of three years, subject to earlier termination pursuant to the terms of the Employment Agreement, and will automatically extend for a one-year period on April 13, 2029 and on each anniversary thereafter, subject to the option of the Company or Mr. Dutton to terminate the automatic extension upon written notice not less than 60 days prior to the end of the then current employment period.
As noted above, the PSU Agreement provides for double trigger accelerated vesting of all PSUs, meaning that accelerated vesting and payout will occur only if the award recipient s employment is terminated without cause or if the award recipient resigns for good reason, in each case, within one year after the change in control, or if the surviving entity in the change in control transaction does not continue, assume, or replace the awards. In such instance, the number of PSUs that vest will be eq
(a) of its Current Report on Form 8-K dated April 13, 2026, to be filed with the Securities and Exchange Commission. We agree with the statements concerning our Firm contained therein.
, the Board has taken action to reduce the size of the Board from eight to seven members, effective immediately upon Ms. In this regard, effective as of the conclusion of the 2026 Annual Meeting, and assuming Mr.
press release, dated April 14, 2026 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: April 14, 2026 By: /s/ Timothy Ryan Timothy Ryan Executive Vice President and Chief Legal Counsel EX-99.1 2 tm2611711d1_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE
of its Form 8-K dated April 14, 2026, captioned Changes in Registrant s Certifying Accountant. Entity Central Index Key 0001101433 Document Type 8-K Amendment Flag false Entity Emerging Growth Company false Document Period End Date Apr.
Offer price: $0.0001 per share.
effective April 15, 2026.
, and Board Member across public, private, and private-equity backed companies. Schnitzer served as Chief Financial Officer for Farouk Systems, Inc., where he provided strategic and financial leadership to the Chairman of the Board and oversaw finance, accounting, FP A, credit collections, legal, commercial insurance, and led the implementation of an ERP upgrade and a new e-commerce platform.
aused this report to be signed on its behalf by the undersigned hereunto duly authorized. Southworth Date: April 13, 2026 Name: Kim D.
Entity Central Index Key 0001583771 Entity Tax Identification Number 46-2783806 Entity Incorporation, State or Country Code DE Entity Address, Address Line One 34 Shrewsbury Ave. Entity Address, Address Line Two Suite 400-PMB# 4362 Entity Address, City or Town Morristown Entity Address, State or Province NJ Entity Address, Postal Zip Code 07960 X - Definition Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.
ussion of additional risks and uncertainties, see Risk Factors contained in the Company s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the SEC ) on February 20, 2026 and subsequent reports that the Company filed with the SEC. Description 104 Cover Page Interactive Data File (embedded within the Inline XBRL) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the
er of Accounting degree from the University of Michigan in Ann Arbor and is a Certified Public Accountant in the State of Texas. Chase s experience in finance, accounting and corporate governance, as well as her expertise in accounting procedures, policies and financial controls make her well qualified to serve as a member of the Board.
Agreement with American Industrial Partners.
effective April 16, 2026.
The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
ember 2021 and Chief Executive Officer from January 2014 to March 2016. Napoli joined the Schindler Group in 1994 and has served in a number of leadership roles, including Director of Corporate Development, President and Chief Executive Officer of Schindler India and President of Asia-Pacific.
In addition, as disclosed in the Company s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, on May 9, 2025, the Company transferred all of the equity interests in Assertio Therapeutics, Inc., and/or its applicable subsidiary or subsidiaries ( Assertio Therapeutics ) to an established purchaser of legacy litigation matters resulting in Assertio Therapeutics being owned by the purchaser s related company, ATIH Industries, LLC. The following unaudited Pro Forma Condensed Consolida
Spielmann 3,190 Item 9.01 Financial Statements and Exhibits. (a) Not applicable (b) Not applicable (c) Not applicable (d) Exhibits.
or or executive officer Todd Wahlund resigned as Chief Financial Officer upon Mr. the Board also appointed as Vice President. effective April 13, 2026.
fixed-site positron emission tomography (PET) imaging services. Wallace has also served as an Assistant Chief Accountant in the SEC s Division of Enforcement and was a member of the Commission s Financial Fraud Task Force in Washington, D.C.
; ☐   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c))   Securities registered pursuant to Section 12(b) of the Act:  
Appointment of Lead Independent Director On April 10, 2026, in conjunction with the resignation from Vincent P. Abbatecola, the Company appointed Richard Parrillo as its Lead Independent Director, effective immediately.
Lee's title change is commensurate with his role with the Company. There were no material changes to the terms of Mr.
Completion of Acquisition or Disposition of Assets On March 23, 2026, the Company completed the acquisition of one hundred percent (100%) of the issued and outstanding shares of Inversiones Long 33, C.A. As a result of the foregoing, Inversiones Long 33, C.A.
Agreement with Leggett Platt, Inc. $64.
BDO furnish the Company replaced as auditor. ment of Grant Thornton LLP appointed as new auditor.
Entered into each of the Supplemental Indentures following receipt of the requisite con with Madison Parent Inc.
effective April 27, 2026.
effective May 8, 2026.
Fischer and any other person pursuant to which Mr. Fischer is not a party to any transaction requiring disclosure under Item 404(a) of Regulation S-K.
Settlement of vested PSUs will occur as soon as administratively practicable and no later than 30 days following the applicable vesting date. The 2026 PSU Awards will expire on April 7, 2036, and any PSUs that have not vested as of such date will be forfeited.
Completion of Acquisition or Disposition of Assets. On April 10, 2026, the transactions contemplated by the Agreement described in
Haydon is set forth in the Company s Current Report on Form 8-K filed with the SEC on October 20, 2025 and is incorporated herein by reference. There are no family relationships between Mr.
annual base salary of $520,000, less applicable withholdings, and will be eligible for an initial annual target bonus of 45% of his annual base salary. The Grant Date of the Initial Option and the PSU Award will be April 15, 2026.
ously served on the boards of multiple biotechnology companies, including Ceptaris Therapeutics, Inc., which developed VALCHLOR for cutaneous T-cell lymphoma and was acquired by Actelion. Doux maintained a clinical practice in medical and surgical dermatology from 1999 to 2016.
ities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Entity Incorporation, State or Country Code NV Entity File Number 000-54014 Entity Tax Identification Number 20-5093315 Entity Address, Address Line One 343 Allerton Ave.
Company s Non-Employee Director Compensation Policy. Siegler is eligible to receive an annual cash retainer of $50,000, earned on a quarterly basis based on a calendar quarter and paid in arrears not later than the fifteenth day following the end of each calendar quarter (prorated for the portion of the calendar quarter he actually served as a Non-Employee Director).
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
effective May 31, 2026.
effective April 13, 2026.
Completion of Acquisition or Disposition of Assets.
effective May 1, 2026.