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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under
The Company issued the Note and Warrants, and expects to issue the Conversion Shares and the Warrant Shares, in reliance on the exemption from the registration requirements of the Securities Act, provided by Section 4(a)(2) under the Securities Act as a transaction not involving a public offering.
Entry into a Material Definitive Agreement. On June 11, 2026, CDT Equity Inc. (the “Company”), issued a senior secured convertible promissory note (the “Note”) to J.J. Astor & Co. (the “Lender”), in the principal amount of $1,971,000 (the “Principal Amount”), in connection with a Loan Agreement entered into by and between the Company and the Lender (the “Agreement”). The Company will receive $1,460,000, before deduction of closing fees (the “Loan”), funded in two tranches. CDT Equity Ltd., a…
Regulation FD Disclosure. On May 28, 2026, the Company issued a press release announcing the Notice. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (“Current Report”) and is incorporated by reference herein. The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject t…
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On May 21, 2026, CDT Equity Inc. (the “Company”) received a deficiency letter (the “Notice”) from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it was not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Periodic Filing Requirement”) because the Company did not file its Quarterly Report on Form 10-Q for the three-month…
Entry into a Material Definitive Agreement. On May 15, 2026, CDT Equity Inc. (the “Company”) entered into the second amendment (the “Amendment No. 2”) to that certain directed stock purchase agreement, dated January 16, 2026 (as amended, the “Purchase Agreement”), with an institutional investor (the “Purchaser”) relating to an equity line of credit facility (the “ELOC”). Pursuant to Amendment No. 2, the parties mutually agreed to set the gross purchase price to be paid without the consent of…
Departure Of Directors Or Certain Officers; Election Of Directors; Appointment Of Certain Officers; Compensatory Arrangements Of Certain Officers. Appointment to the Board of Directors On April 27, 2026, upon the recommendation of the Nominating and Corporate Governance Committee, the Board of Directors (the “Board”) of CDT Equity Inc. (the “Company”) appointed Ulrik Olsen as a director of the Company, and as a member of the Audit Committee, Compensation Committee, and the Nominating and Corp…
Regulation FD Disclosure. On March 25, 2026, the Company issued a press release announcing the Reverse Stock Split. The press release is furnished as Exhibit 99.1 and incorporated by reference herein. The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Such informat…
Material Modification to Rights of Security Holders. To the extent required by
in its entirety. The issuance of the shares of Common Stock under the Purchase Agreement and the Conversion Shares under the Note will be pursuant to Section 4(a)(2) under the Securities Act of 1933, as amended.
Entry into a Material Definitive Agreement. Amendment to Directed Stock Purchase Agreement As previously disclosed on January 22, 2026, CDT Equity Inc. (the “Company”), is party to a directed stock purchase agreement (the “Purchase Agreement”) with an institutional investor (the “Purchaser”) relating to an equity line of credit facility (the “ELOC”). On March 3, 2026, the Company and Purchaser entered into an amendment to the Purchase Agreement (the “Amendment”) in which the parties mutually…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in
Entry into a Material Definitive Agreement. Transactions with Investors of Sarborg Limited On February 19, 2026, CDT Equity Inc., a Delaware corporation (the “ Company ”), entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with all of the stockholders (collectively, the “ Investors ”) of Sarborg Limited, a Cayman Islands Company (“ Sarborg ”). Pursuant to the Purchase Agreement, the Investors agreed to sell, to the Company, and the Company agreed to acquire from the Inv…
Unregistered Sales of Equity Securities. The information set forth under
Entry into a Material Definitive Agreement. Equity Purchase Agreement On January 16, 2026, CDT Equity Inc. (the “Company”), entered into a directed stock purchase agreement (the “Purchase Agreement”) with an institutional investor (the “Purchaser”) relating to an equity line of credit facility (the “ELOC”). Pursuant to the Purchase Agreement, the Company will have the right from time to time at its option to sell to the Purchaser up to $25 million of the Company’s common stock, par value $0.0…
Unregistered Sales of Equity Securities. The disclosure set forth above in
Regulation FD Disclosure. On January 2, 2026, the Company issued a press release announcing the NJS Agreement. The press release is furnished as Exhibit 99.1 and incorporated by reference herein. The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Such information s…
Entry into a Material Definitive Agreement. Consulting Agreement with Thesprogen, PC On December 28, 2025, CDT Equity, Inc. (the “Company” or “CDT”) and Thesprogen, PC (“Thesprogen”) entered into a Consulting Agreement (the “Thesprogen Agreement”) pursuant to which Thesprogen will evaluate the Company’s recent pre-clinical data on AZD1656, devise strategies to optimize pre-clinical development including possible human organ models in COPD or Fibrosis (IPF, NASH, Kidney), and devise strategies…
Unregistered Sales of Equity Securities. The information set forth under
Entry into a Material Definitive Agreement. On December 8, 2025, CDT Equity Inc. (the “Company”) and Corvus Capital Limited (“Corvus”) entered into a Sale and Purchase Agreement (the “Agreement”) for the issuance of all of the outstanding shares of Conduit Pharmaceuticals Limited (“CPL”) held of record by the Company (the “CPL Share”), 224,800 shares of common stock, par value $0.0001 per share (the “Common Stock”) of the Company (the “CDT Shares”), and 3,685,815 pre-funded warrants (the “Pre…
Unregistered Sales of Equity Securities. The information set forth under
Material Modification to Rights of Security Holders. To the extent required by
Regulation FD Disclosure. On October 9, 2025, the Company issued a press release announcing the Reverse Stock Split. The press release is furnished as Exhibit 99.1 and incorporated by reference herein. The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Such informa…
Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review. On August 8, 2025, CDT Equity Inc. (the “Company”) determined, after discussions with its advisors and CBIZ CPAs P.C., the Company’s independent registered public accounting firm, that the Company’s previously issued unaudited financial statements, and notes related thereto, for the Subject Period (as defined below) should no longer be relied upon due to the restatement described belo…
Regulation FD Disclosure. On August 5, 2025, the Company issued a press release announcing its intent to effect the Name Change. A copy of the press release is attached as Exhibit 99.1, which is incorporated herein by reference. The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. Such information shall not be incorpor…
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