✦AROW shareholders are receiving $34.43 per share in cash through a merger, providing certainty of returns but eliminating upside potential from future company growth.
✦GRTX shareholders are receiving $1.80 per share in cash, indicating the merger is likely accretive or a strategic necessity, making this a liquidity event requiring decision on reinvestment alternatives.
(Exact name of Registrant as specified in its charter ) Cayman Islands* 1793 98-1271120 (State or other jurisdiction of incorporation) (Primary Standard Industrial Classification Code Number) (I.R.S. Schwartz Graubard Miller 405 Lexington Avenue, 44 th Floor New York, New York 10174 (212) 818-8800 Approximate date of commencement of proposed sale of the securities to the public: The Continuation described herein is expected to be effective as soon as practicable after this Registration Statement
✦TGLS is merging and registering new securities, indicating significant corporate restructuring that could materially alter ownership structure, dilute shares, or affect investor rights substantially.
✦CECO shareholders are receiving $334 per share in cash, representing a definitive merger agreement that provides certainty of value but eliminates upside potential from future growth.
Exchange ratio: 1.450 shares. Cash: $2.3 per share.
✦Clearfield Bank shareholders will receive 1.450 NFBK shares plus $2.30 cash per share, diluting NFBK shareholders but potentially creating cost synergies that could drive long-term value.
✦CYCN's merger registration with zero cash per share suggests shareholders receive no cash consideration, potentially indicating a stock-for-stock deal that may significantly dilute existing shareholders' ownership stakes.
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
✦Constellation Energy is registering for a merger, signaling potential significant corporate restructuring that could affect shareholder value, capital structure, and operational strategy—investors should monitor deal terms and regulatory approval likelihood.
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
✦PB and STEL are merging, requiring registered securities issuance; investors should monitor deal completion timing and final share exchange terms, as merger success directly impacts post-transaction valuations.
✦Pinnacle Bancorp shareholders will receive $1.00 per Stella Bancorp share in a cash merger, representing likely a significant discount to historical valuations and signaling potential financial distress or unfavorable market conditions.
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.
✦Lumen Technologies is pursuing a merger or significant corporate restructuring requiring securities registration, potentially involving debt exchanges or equity issuances that could dilute shareholders or alter the capital structure substantially.
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
✦WTG is undergoing a merger that will create a holding company structure, requiring shareholder approval; investors should monitor deal completion timing and potential dilution from new securities issuance.
✦Lumen Technologies shareholders will receive $5.75 per share in cash, representing a merger completion that likely ends trading uncertainty and provides liquidity, though the valuation appears below historical trading levels.
(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.
✦WTG's merger registration indicates a Cayman Islands entity combining with another company, suggesting potential capital structure changes or business combination that could materially impact share value and ownership.
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.
✦FACT is restructuring through a holding company formation, which typically signals organizational optimization but carries execution risk and potential tax implications that investors should monitor for shareholder value impact.
(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.
✦FGMC is undergoing a merger as a blank-check company (SPAC), meaning shareholders face dilution and deal risk while management seeks a target acquisition to create a combined entity with uncertain value and prospects.
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.
✦A merger amendment shows VRME's deal remains on track with modified terms, but investors should monitor whether revised conditions strengthen or weaken the transaction's likelihood of closing.
;), 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)
✦FGMC shareholders face significant dilution from a merger creating over 102 million preferred shares, potentially reducing common equity value and voting power substantially.
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.
✦Esquire Financial Holdings (ESQ) is undergoing a merger, which could result in significant stock price movement depending on deal terms, valuation, and regulatory approval—investors should monitor announcement details for impact on shareholder value.
✦VRME is undergoing a merger that will fundamentally change its ownership structure and business trajectory, requiring shareholders to evaluate the deal terms and potential synergies to determine if the transaction creates or destroys value.
(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.
✦ESQ is undergoing a merger, which could significantly alter its capital structure, ownership, and future direction—investors should monitor deal terms, financing, and shareholder vote details for valuation impact.
✦SRXH shareholders face dilution and governance changes as the merger registration indicates a business combination will create a new ownership structure with potentially different management control and voting rights.
✦SOAR is merging with another entity, which will reshape its ownership structure and business operations, potentially affecting shareholder value through dilution, new management, or strategic repositioning.
✦CECO shareholders are receiving $334 per share in cash, representing a definitive merger agreement that provides immediate liquidity and eliminates downside risk from business operations.
✦Visa is conducting a merger where shareholders receive only $0.0001 per share in cash, indicating either a reverse split restructuring or that most value transfers to non-cash consideration, which could significantly dilute equity holders.
✦HVII shareholders face imminent ownership dilution and potential loss of trading control as the merger registration indicates the company will be absorbed into or restructured with another entity.
✦PB shareholders will receive $1.00 per share in cash from STEL's acquisition, representing a fixed exit value that investors should compare against recent trading prices to assess deal fairness.
9TH STREET CITY: RICHMOND STATE: IN ZIP: 47374 S-4/A 1 tm262503d2_s4a.htm S-4/A As filed with the Securities and Exchange Commission on March 31, 2026. (Exact name of registrant as specified in its charter) Maryland 6022 36-4926041 (State or other jurisdiction of (Primary Standard Industrial (I.R.S.
Hunter Taubman Fischer Li LLC 950 Third Avenue, 19 th Floor New York, NY 10022 Tel: (917) 512 -0827 Jonathan Deblinger, Esq. 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 regi
(Exact name of registrant as specified in charter) Delaware 38-3873146 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 13386 International Pkwy Jacksonville, FL 32218 (904) 741-5400 (Address, including zip code and telephone number, including area code, of registrant s principal executive offices) Warren B.
II (Exact name of registrant as specified in its charter) For Co-Registrants, see Table of Co-Registrants on the following page. Delaware 6770 87-2447308 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S.
9TH STREET CITY: RICHMOND STATE: IN ZIP: 47374 S-4 1 tm262503d1_s4.htm FORM S-4 As filed with the Securities and Exchange Commission on March 23, 2026. (Exact name of registrant as specified in its charter) Maryland 6022 36-4926041 (State or other jurisdiction of (Primary Standard Industrial (I.R.S.
(Exact name of Registrant as specified in its charter) Kentucky (State or other jurisdiction of incorporation or organization) 6022 (Primary Standard Industrial Classification Code Number) 61-1137529 (I.R.S. Employer Identification No.) 1040 East Main Street Louisville, Kentucky 40206 (502) 582-2571 (Address, including zip code, and telephone number, including area code, of Registrant s principal executive offices) Mr.
