3,560 material Form 8-K filings that 2,489 companies we cover made with the SEC in October 2026, each read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). 2,508 of them were written later, when past filings were added: a selection, not every 8-K of the month (see the note below).
22nd Century Group filed a prospectus supplement allowing it to sell up to $18.8 million of common stock under its at-the-market offering with Needham & Company, LLC. During October 2026, the company sold 15,785,757 shares for gross proceeds of about $4.7 million, and it had 19,202,198 shares outstanding as of October 23, 2026, so the sales are large relative to the existing share count and dilute current holders.
Prospectus supplement permits sales of up to $18.8 million of common stock under the Needham & Company, LLC sales agreement, filed October 23, 2026.
During October 2026, the company sold 15,785,757 shares for gross proceeds of about $4.7 million.
19,202,198 shares of common stock were outstanding as of October 23, 2026.
Exhibit 5.1 is an opinion of Foley & Lardner LLP, with a consent filed as Exhibit 23.1.
Azio AI Holdings entered an unsecured revolving credit agreement on October 21, 2026, with Azio Corporation, a lender whose CEO and majority shareholder is Chi Wei David Shiue, a former Chief Business Development Officer and sole member of a more-than-5% shareholder. The facility allows borrowing of up to $2.3 million, including $2.225 million of advances the lender had already provided, at 8.5% annual interest with a maturity one year after the effective date. The lender can terminate on 30 days' notice, which could make the funding less dependable for shareholders.
Credit commitment of up to $2,300,000, inclusive of $2,225,000 in prior advances from the lender
Promissory Note bears 8.5% annual interest; no interest or principal payments due before the maturity date
Maturity on the first business day after the one-year anniversary of the October 21, 2026 effective date
Lender may terminate on not less than 30 days' written notice; the Company may terminate on three days' notice after repaying all loans
Traws Pharma entered a Common Stock Purchase Agreement with Roth Principal Investments, allowing the company to sell up to $50,000,000 of newly issued common stock over time at its own discretion. The company is under no obligation to sell any shares, and sales can begin only after a registration statement covering the resale of those shares is declared effective by the SEC.
Total commitment of up to $50,000,000 in newly issued common stock, at the company's option
Purchase price set at 94.0% of volume weighted average price, a fixed 6.0% discount, for market open, intraday, pre-market and post-market purchases
Sales require the closing price to be at least $0.10 (Threshold Price) and an effective registration statement; the period runs 36 months from the Commencement Date
Agreement dated October 23, 2026, with a related Registration Rights Agreement
TeraWulf entered into an amendment to its existing revolving credit agreement with Morgan Stanley Senior Funding as administrative agent, increasing total commitments from $250 million to about $400 million as of October 23, 2026. The amendment also adds an uncommitted accordion feature of about $150 million and removes the $150 million sublimit for letters of credit, while allowing collateral release under certain conditions. The filing describes a larger, more flexible borrowing capacity, though it does not state how the company plans to use it.
Total revolving commitments rise from $250 million to about $400 million on the October 23, 2026 Effective Date.
An uncommitted accordion feature could add about $150 million more, subject to additional lender commitments and other conditions.
The $150 million sublimit on letters of credit is eliminated.
The amendment provides for release of collateral from the agent's security interest upon certain conditions; the full amended agreement will be filed with the Form 10-Q for the quarter ending September 30, 2026.
Alpine Income Property Trust filed agreements for at-the-market programs allowing it to sell up to $150 million of common stock and up to $35 million of Series A Preferred Stock, with sales made from time to time at prevailing market prices. The company also terminated its prior $35 million preferred program, under which about $22.7 million remained unsold, and its manager agreed to waive part of the base fee on equity raised from the preferred offering.
Common stock program: up to $150 million gross sales price, with sales agents including Raymond James, Baird, Stifel and UBS, and optional forward sale agreements.
Preferred program: up to $35 million of Series A Preferred Stock, replacing the December 2025 program, which had about $22.7 million unsold when terminated.
Sales agents receive commissions of up to 2.0% of gross sales price for shares they sell.
Manager waived part of the base fee on the added equity, so the rate on that portion is 0.75% per year instead of 1.50%; 189,747 more Series A Preferred shares were authorized, bringing the total to 3,948,081.
Expion Energy amended and restated its August 2026 private placement, under which it sold $9,000,000 of 8% convertible debentures and warrants. The debentures will now convert directly into common stock at $4.25 rather than into preferred stock that required stockholder approval, and the additional investment right is now a $91,000,000 debenture purchase option instead of preferred stock. The change affects potential dilution for shareholders, and the lead purchaser is linked to the company's former chief executive and chairman.
Original August 21, 2026 deal: $9,000,000 of 8% convertible debentures and warrants for up to 2,117,219 common shares
Amended October 22, 2026: debentures convert into common stock at an initial price of $4.25, subject to adjustment
Floor conversion price set at $0.72 per share; purchasers may buy up to $91,000,000 of additional convertible debentures within 18 months
Lead purchaser Five Narrow Lane, LP is linked to former CEO and Chairman Joseph Hammer; the deal was approved by disinterested directors
On October 19, 2026, a subsidiary of International Seaways agreed to become a subsidiary guarantor under its $500 Million revolving credit facility and to pledge one VLCC tanker as collateral. The tanker is a substitution vessel that replaces a collateral vessel sold in the third quarter of 2026. The filing describes a change to existing loan security rather than new borrowing, and it gives no financial results or amounts.
Joinder agreement dated October 19, 2026, under the Credit Agreement dated May 20, 2022, as amended through October 7, 2025
Subsidiary agreed to be bound as subsidiary guarantor and to pledge one VLCC tanker as collateral
The tanker replaces a collateral vessel sold and announced in the third quarter of 2026
Nordea Bank Abp, New York Branch, serves as administrative agent and collateral agent
Circle8 Group disclosed that its Lyneer subsidiary received a default notice from its professional employer organization, Employers Personnel, LLC, alleging missed payments under a service agreement. Separately, lender SPP Credit Advisors issued default notices under a financing agreement and a bridge loan, and senior lender SLR said it intends to sell substantially all Lyneer assets on or after October 27, 2026. The company disputes the validity of the asset sale notice and is reviewing the defaults, which could materially affect shareholders given the threatened asset sale.
PEO Employers Personnel, LLC alleged Lyneer is in default of payment obligations under its service agreement; discussions are ongoing.
SPP Credit Advisors letter dated October 14, 2026 asserted events of default under the Financing Agreement dated April 29, 2025 and the Bridge Loan Agreement dated June 18, 2024.
On October 15, 2026, Lyneer received notice that SLR intends to sell substantially all Lyneer assets under Article 9 of the UCC on or after October 27, 2026.
The company disputes the validity of the SLR notice and says it is reviewing the purported defaults in light of a Settlement Agreement dated August 7, 2026.
On October 23, 2026, Fusemachines entered into an amendment with Meteora to its Shortfall Warrant, changing how the exercise price is set. The exercise price is now the average daily VWAP over the two trading days before a notice of exercise, and it is no longer tied to the Termination Price or a $0.85 minimum. The warrant now expires October 22, 2027 instead of October 22, 2028, and shareholders should note that the price is no longer subject to a floor.
Exercise price changed from the greater of the Termination Price under the Forward Purchase Agreement and $0.85 per share to the average daily VWAP for the two scheduled trading days before the notice of exercise date
Minimum exercise price no longer applies
Warrant expiration moved to 5:00 p.m. New York City time on October 22, 2027, from October 22, 2028
All other warrant terms remain in effect, per the filing
Darden Restaurants entered into a $1.5 billion amended and restated revolving credit agreement with Bank of America, N.A. as administrative agent, which replaces its prior $1.25 billion credit agreement. The company reported that no amounts were outstanding under the prior facility when it was terminated.
$1.5 billion senior unsecured revolving credit agreement dated October 22, 2026, maturing October 22, 2031
Replaces prior $1.25 billion credit agreement dated October 23, 2023, which had no amounts outstanding
Includes a $150 million letter of credit sublimit and a maximum consolidated net debt to total capitalization ratio of 3.50 to 1.00
Interest pricing depends in part on prevailing rates and the company's credit ratings
Picard Medical, Inc. entered into an agreement on October 20, 2026, under which holders of warrants from its December 2025 private placement surrendered all of those warrants in exchange for 200,000 shares of common stock. The shares were issued October 22, 2026, and no cash changed hands, so the company received no proceeds. Shareholders should note the issuance adds 200,000 shares to the count and removes the warrants' anti-dilution rights.
Warrants were exercisable for 8,187,766 shares before the 1-for-50 reverse split effective July 31, 2026
Warrant Holders exchanged all Warrants for 200,000 shares of common stock; no cash exercise price was paid
Shares were issued October 22, 2026 under a Section 3(a)(9) exemption from registration
Warrants are cancelled, including anti-dilution and other adjustment rights; holders waive specified liquidated damages
Bank of America filed documents on October 23, 2026 for a new series of preferred stock, Series WW, with a 7.200% fixed-rate reset non-cumulative dividend and a $25,000 liquidation preference per share. The filing says the bank sold 2,000,000 depositary shares, each representing a 1/25th interest in a Series WW preferred share. Under the terms, dividend payments on common and junior stock would face restrictions if the bank fails to pay full dividends on Series WW.
Issued 80,000 shares of Series WW Preferred Stock on October 23, 2026
Series WW carries a 7.200% fixed-rate reset non-cumulative dividend and a $25,000 liquidation preference per share
Sold 2,000,000 depositary shares, each a 1/25th interest in a Series WW share, under an October 20, 2026 underwriting agreement
If full Series WW dividends are not paid, common stock dividends and buybacks face restrictions
On October 22, 2026, Tokeneke Road repaid in full the $5.0 million loan made by subsidiary BPOZ Tokeneke, paying $5,114,904.11 including $114,904.11 of accrued interest, and the convertible note was terminated with no early termination penalties. The payment was funded by a Related Party tied to the Chief Executive Officer's family, which received 352,753 Class A units of Tokeneke Partners and now holds about 71% of those units, and the Conflicts Committee and disinterested directors approved the prepayment.
Prepayment on October 22, 2026 totaled $5,114,904.11: $5,000,000 principal plus $114,904.11 accrued interest.
The note bore 3.6% annual interest, was due March 3, 2028, and could convert into Class A units at $14.50 per unit; the conversion right ended with the prepayment.
The Related Party contributed $5,114,918.50 to Tokeneke Partners for 352,753 Class A units at $14.50 per unit and now holds about 71% of outstanding units.
The Conflicts Committee and disinterested Board members approved the prepayment; the Company's letter agreement of January 6, 2026 was not affected.
Workday completed the sale of $2.5 billion of senior unsecured notes on October 23, 2026, under an underwritten offering agreed on October 21, 2026. The company estimates net proceeds of about $2.47 billion and plans to use $1.0 billion of them to retire its 3.500% notes due April 1, 2027, with any remainder for general corporate purposes. The new notes add $2.5 billion of debt with fixed interest rates from 5.700% to 6.500%, maturing between 2029 and 2036.
Four series totaling $2.5 billion: $750.0 million 5.700% due 2029, $500.0 million 6.000% due 2031, $750.0 million 6.300% due 2033, and $500.0 million 6.500% due 2036.
Estimated net proceeds of approximately $2.47 billion, after underwriting discount and offering expenses.
Use of proceeds includes retiring the $1.0 billion 3.500% notes due April 1, 2027; interest is payable semi-annually on April 23 and October 23, starting April 23, 2027.
Iris Acquisition Corp II, a Cayman Islands blank-check company, issued an unsecured promissory note of up to $250,000 to listed payees on October 20, 2026, to fund expenses and general corporate purposes. The note is repayable only at a business combination or liquidation, and if repaid from trust funds or after a combination it carries an additional return of 150% or 250% of principal depending on timing.
Note principal of up to $250,000, bearing no stated interest rate, issued October 20, 2026.
Additional return of 150% of principal if a business combination closes on or before December 31, 2027; 250% if it closes after that date.
If no business combination is completed, the note is repaid only from amounts outside the trust account, if any.
Evernorth Holdings entered an agreement on October 23, 2026, that lets it sell up to 5,218,935 newly issued Class A common shares to CF Principal Investments LLC (Cantor) over time, at its option. The company must pay a commitment fee of $521,893.50, and sales would be priced at 97% of the volume weighted average price, which can add dilution for existing shareholders.
Up to 5,218,935 new Class A common shares may be sold to Cantor at the company's discretion
Purchase price is 97% of the volume weighted average price during the purchase period, subject to a $1.00 minimum threshold price
Upfront commitment fee of $521,893.50, with any true-up capped so total fees do not exceed $1,000,000
Company must file an initial resale registration statement on Form S-1 within 30 days of the registration rights agreement
Aterian, Inc. entered into an unsecured promissory note on October 20, 2026, with Chen Zhipeng, a stockholder, allowing the company to draw up to $1,000,000 in advances at 8.0% annual interest with an eight-month maturity. The note includes conversion or equity-purchase options for the lender tied to future financings or maturity, which could lead to new share issuances subject to Nasdaq limits, so it may dilute existing shareholders.
Lender Chen Zhipeng, a stockholder, may fund advances up to an aggregate principal amount of $1,000,000 at 8.0% per annum.
The note matures eight months after its date, subject to extension by mutual written agreement.
If a private placement occurs or the note matures unpaid, the lender may elect to convert or buy equity at the Nasdaq Minimum Price, subject to Nasdaq stockholder-approval limits.
The securities were issued under an exemption from Securities Act registration requirements.
Wynn Macau, an indirect subsidiary of Wynn Resorts, agreed to commit up to MOP1,365,030,000 to the Macau SAR Government Guidance Fund No. 2 limited partnership. The filing says the amount will be non-gaming investment applied toward its committed investment obligations under its December 16, 2022 gaming concession contract. The filing does not describe any effect on Wynn Resorts' financial results.
Subscription amount of up to MOP1,365,030,000 under a subscription agreement with Macau Project Management (No. 2) Limited
Investment is classified as non-gaming and counts toward obligations under the gaming concession dated December 16, 2022
Announced October 23, 2026 by Wynn Macau, Limited on the Hong Kong Stock Exchange and furnished as Exhibit 99.1
Arcus Biosciences sold 16,428,572 shares of common stock at a public offering price of $17.50 per share, including the full exercise of the underwriters' option, and the offering closed on October 23, 2026. The company received net proceeds of approximately $269.7 million after underwriting discounts, commissions and estimated offering expenses. Shareholders face a larger share count, and the filing does not describe how the proceeds will be used.
Public offering price of $17.50 per share; underwriters agreed to buy the shares from the company at $16.45 per share.
Total of 16,428,572 shares issued, including 2,142,857 shares from the underwriters' option exercised in full.
Offering closed October 23, 2026, with net proceeds of approximately $269.7 million.
Underwriters were Jefferies LLC, Leerink Partners LLC and TD Securities (USA) LLC, under Form S-3 Registration No. 333-293750.
On October 23, 2026, PNC completed public sales of $1.2 billion of 5.463% Fixed Rate/Floating Rate Senior Notes and $300 million of Senior Floating Rate Notes, both due October 23, 2029. The notes were sold under an underwriting agreement dated October 20, 2026 with PNC Capital Markets LLC, Citigroup Global Markets Inc. and Morgan Stanley & Co. LLC. The filing does not state how the proceeds will be used, so its effect on shareholders is not described.
$1.2 billion of 5.463% Fixed Rate/Floating Rate Senior Notes due October 23, 2029
$300 million of Senior Floating Rate Notes due October 23, 2029
Underwriting agreement dated October 20, 2026; notes issued under a 2012 indenture with The Bank of New York Mellon as trustee
Offering made under Form S-3ASR registration statement (File No. 333-283793)
Marvell Technology entered a Third Amended and Restated Revolving Credit Agreement on October 22, 2026, with Bank of America, N.A. as administrative agent. The facility provides up to $3 billion in revolving loans, with an option to increase commitments by up to $2 billion, and it replaces the prior $1.5 billion facility; no loans were outstanding at signing.
Facility size: up to $3 billion, expandable by up to $2 billion, subject to conditions.
Replaces the Second Amended and Restated Revolving Credit Agreement dated June 30, 2025, which provided a $1.5 billion facility maturing June 2030.
Matures on the fifth anniversary of the effective date, with a possible one-year extension request; no Revolving Loans were outstanding at the effective date.
Maximum leverage ratio of 4.00 to 1.00, which may rise to 4.50 to 1.00 for four quarters after an acquisition of at least $500 million.
On October 19, 2026, Valor Energy entered a securities purchase agreement with unnamed investors to sell up to 2,145,923 common shares at $2.33 each, for gross proceeds of about $5,000,000 if all shares are sold. The shares are being sold without SEC registration under a Regulation D exemption, and closing is subject to customary conditions. Proceeds are earmarked for AI data center project development, working capital and general corporate purposes, and the sale would add new shares to the company's outstanding common stock.
Up to 2,145,923 common shares, par value $0.0001, at $2.33 per share
Gross proceeds of about $5,000,000 if all shares are sold
Agreement dated October 19, 2026; sale made under Regulation D, not SEC-registered
Net proceeds to fund AI data center project development, working capital and general corporate purposes
Conduent closed a refinancing on October 23, 2026, extending its $357 million senior secured revolving credit facilities to May 31, 2029, and adding $90 million of commitments, including a $15 million letter of credit facility. The company said the deal, together with its divestitures, is intended to reduce debt and surety bond and letter-of-credit requirements and to fund its ASCEND 2026–28 plan.
Refinancing totals $447 million, extends the $357 million revolver to May 2029, and adds $90 million in commitments, including $15 million for a new letter of credit facility.
$62 million was repaid to existing lenders from net proceeds of the Public Transit business sale.
The new credit agreement includes an event of default if a qualified receivables financing of at least $100 million is not in place by December 31, 2026.
Conduent expects the Public Transit and Tolling sales with the refinancing to reduce its surety bond and letter-of-credit portfolio by approximately $550 million upon completion of the Tolling sale.
Zevia agreed on October 22, 2026 to sell up to $20 million of Series A Senior Convertible Preferred Stock to Bubble Holdings, an affiliate of GP Investments; $15 million closed that day and the remaining $5 million depends on 2026 net sales and Adjusted EBITDA targets. The company also said preliminary third quarter 2026 net sales are about $48 million, above its prior $44 million to $46 million guidance, and Adjusted EBITDA is expected to be between negative $900 thousand and negative $1.0 million, better than its prior negative $3.0 million to negative $3.5 million range, though the convertible preferred is dilutive to common shareholders.
$15 million of Series A Preferred Stock issued October 22, 2026; remaining $5 million deferred closing requires 2026 net sales of at least $172.5 million and Adjusted EBITDA of no less than negative $3.0 million
Preferred accrues a 6.00% dividend and converts initially at $1.448 per share, with conversion capped at 14,428,844 shares
Purchaser gets the right to designate one board director; board size increased to eight members
Preliminary Q3 2026 net sales about $48 million vs. prior guidance of $44 million to $46 million; full results due November 4, 2026
Onconetix made an additional $500,000 advance to its subsidiary Realbotix, LLC on October 22, 2026, under a Grid Promissory Note dated September 11, 2026. Outstanding principal under the note is now $3.0 million of a up to $5.0 million facility, and the note's terms are unchanged.
Additional advance of $500,000 made October 22, 2026 to Realbotix, LLC
Aggregate principal outstanding under the Grid Promissory Note is $3.0 million
Total facility allows loans of up to $5.0 million; $2.5 million was advanced on September 11, 2026
Terms of the note remain unchanged from the September 14, 2026 Form 8-K disclosure
Walmart agreed to sell senior unsecured notes in two offerings: $2,996,035,000 of U.S. notes and C$4,997,757,500 of Canadian notes, before discounts and expenses. The company expects to close both sales on October 23, 2026, and will receive net proceeds of $2,985,035,000 and C$4,978,607,500 respectively.
U.S. notes: four new series due 2029, 2031, 2033 and 2036, with coupons from 5.050% to 5.550%, net proceeds of $2,985,035,000
Canadian notes: four new series due 2030, 2033, 2038 and 2056, with coupons from 4.150% to 5.250%, net proceeds of C$4,978,607,500
Pricing agreements dated October 19, 2026; closing expected October 23, 2026; notes issued under an indenture dated July 19, 2005
New Jersey Natural Gas, a wholly-owned subsidiary of New Jersey Resources, issued and sold $50 million of 5.43% Senior Notes, Series 2026C, due October 22, 2036, to institutional investors in a private placement. The notes are secured by an equal amount of NJNG first mortgage bonds, and NJR is not directly or contingently obligated on the notes, so the deal adds debt at the subsidiary level.
Principal: $50,000,000 of 5.43% Senior Notes, Series 2026C, issued October 22, 2026
Maturity: October 22, 2036; interest payable each April 22 and October 22, starting April 22, 2027
Proceeds for general corporate purposes, including refinancing short-term debt and funding capital expenditures
Notes secured by NJNG first mortgage bonds; NJR not obligated directly or contingently
FTAI Infrastructure's Jefferson Terminal unit announced plans for a private offering of up to $270 million of notes, a preliminary amount subject to market conditions, to finance its acquisition of DRUbit LLC for an enterprise value of $255 million and pay related fees. Jefferson reported a net loss of approximately $52.2 million for the six months ended June 30, 2026, and expects the acquisition to more than double its annual Adjusted EBITDA to about $100 million, though the filing gives no assurance the financing will be completed.
Notes offering of up to $270 million, preliminary and subject to change, to be offered to qualified institutional buyers and non-U.S. persons
Acquisition of DRUbit LLC from an affiliate of US Development Group LLC at an enterprise value of $255 million, announced in a September 28, 2026 8-K
Jefferson reported a six-month net loss of approximately $52.2 million and Adjusted EBITDA of approximately $19.2 million
Jefferson targets 2027 Adjusted EBITDA of approximately $138 million and total debt of approximately $1,214 million on a pro forma basis
Zai Lab agreed on October 22, 2026 to sell 11,340,000 American depositary shares to accredited investors at $22.04 per ADS in a private placement. The company expects about $250 million in proceeds before placement fees and other expenses, which it plans to use to fund pipeline development and for working capital and general corporate purposes. The new shares will add to the share count, and the company must file a resale registration statement within 15 days of closing.
Sale of 11,340,000 ADSs at $22.04 per ADS to accredited investors, announced October 22, 2026
Expected gross proceeds of about $250 million before placement agent fees and other expenses
Closing expected on or about October 27, 2026, subject to customary closing conditions
Company must file a resale registration statement within 15 days of the closing, subject to allowable delays
On October 22, 2026, UY Scuti Acquisition Corp. (UYSC) issued two unsecured promissory notes tied to its pending business combination with Isdera Group Limited. The $900,000 note to Isdera HK covers two $450,000 loans that extended the deadline to complete a business combination, first to October 1, 2026, and then to January 1, 2027. The up-to-$200,000 note to Xinghui Automotive Technology funds transaction costs, with $135,154 outstanding at issuance, so the company's debt rises as the merger proceeds.
$900,000 unsecured note to Isdera HK covers two $450,000 extension loans deposited into the trust account.
The extensions move the deadline to complete an initial business combination to January 1, 2027.
Up-to-$200,000 note to Xinghui Automotive Technology; $135,154 was outstanding at issuance.
Both notes bear no interest and are due at closing of the business combination. Holders may convert at $10.00 per unit, unless the holder becomes a subsidiary of the Purchaser, in which case the balance is repaid or settled at closing.
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.
Briefs marked “Written later” were written in November 2026 for filings that were by then more than three weeks old, so months before mid-October 2026 hold a selection: every material 8-K of the past year for the 100 largest companies we cover and the last 15 important 8-Ks of every other one. Briefs the number check holds back are not shown or counted. Also: the last 45 days, briefs by company, A–Z and the live SEC filings wire.