Sonoma Pharmaceuticals adopts shareholder rights plan to protect NOL tax benefits
Sonoma Pharmaceuticals entered into a new Section 382 rights agreement with Computershare on October 6, 2026, replacing its 2016 rights plan, which expires October 18, 2026. The plan is meant to guard against an ownership change that could substantially limit the company's ability to use its net operating loss carryforwards and other tax benefits, which the company says could be a substantial asset.
Key points
- Rights dividend of one preferred stock purchase right per common share held on October 13, 2026 (Record Date)
- Each right allows purchase of one one-thousandth of a Series B Preferred Stock share at $10.00, subject to adjustment
- Rights become exercisable if a person or group acquires 4.99% or more of common stock, and expire October 6, 2036 unless earlier redeemed
- Board may redeem rights at $0.0001 per right before a person becomes an Acquiring Person
The filing
Written by AI on Nov 9, 2026, 10:08 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on October 06, 2026.
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.