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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Entry Into a Material Definitive Agreement. Amendment of At-The-Market Issuance Sales Agreement On June 2, 2026, Empery Digital Inc. (the “ Company ”) entered into Amendment No. 2 and Waiver to the At-The-Market Issuance Sales Agreement (the “ ATM Amendment ”) with Aegis Capital Corp. (“ Aegis ”) which, among other matters, extends the term of the At-The-Market Issuance Sales Agreement dated October 18, 2024, between the Company and Aegis, as amended, such that, unless earlier terminated by o…
Material Modification to Rights of Security Holders. In connection with the approval of the Securities Purchase Agreement and the transactions contemplated thereby, and prior to the Purchaser becoming an “Acquiring Person” under the Rights Agreement described below, the Board of Directors of the Company determined that the transactions contemplated by the Securities Purchase Agreement, including the issuance and sale of the securities thereunder, constitute an “Exempt Transaction” under that…
Entry Into a Material Definitive Agreement. Securities Purchase Agreement On March 23, 2026, Empery Digital Inc. (the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain institutional investors named on the signature page thereto, pursuant to which the Company agreed to issue and sell, in a registered direct offering (the “Offering”) 2,558,422 shares (the “Shares”) of its common stock, par value $0.00001 per share (“Common Stock”), at a p…
Other Events. As of February 10, 2026, the Company has repurchased 15,882,992 shares of its common stock under its $200 million share repurchase program, at an average purchase price per share of $6.63, including all fees and commissions. Following these repurchases, the current number of shares outstanding is 35,537,243, after giving effect to the potential exercise of 870,240 pre-funded warrants.
Entry into a Material Definitive Agreement. Amendment to Master Loan Agreement On February 10, 2026, Empery Digital Inc. (the “Company”) entered into the First Amendment to the Master Loan Agreement (the “MLA Amendment”) , with Two Prime Lending Limited (the “Lender”), which amends the Master Loan Agreement by and between the Company and the Lender originally dated as of October 12, 2025 (the “MLA”). Pursuant to the MLA Amendment, among other things: (a) the interest rate applicable to all ou…
Creation of a Direct Financial Obligation or an Obligation Under an Off Balance Sheet Arrangement of a Registrant. The information set forth above under
Other Events. On February 9, 2026, Empery Digital Inc. (the “ Company ”) issued a press release providing an update on common stock repurchases by the Company under the Company’s stock repurchase program and an update on the BTC the Company holds. As of February 6, 2026, the Company has repurchased 15,403,738 shares of its common stock under its $200 million share repurchase program, at an average purchase price per share of $6.71, including all fees and commissions. Following these repurchas…
Material Modifications to Rights of Security Holders. The information set forth under Items 1.01 and 5.03 of this Current Report on Form 8-K is incorporated by reference into this
Entry into a Material Definitive Agreement. Rights Agreement On February 3, 2026, the board of directors (the “Board of Directors”) of Empery Digital Inc. (the “Company”) declared a dividend of one preferred share purchase right (a “Right”), payable on February 13, 2026, for each share of common stock, par value $0.00001 per share, of the Company (the “Common Shares”) outstanding on February 13, 2026 (the “Record Date”) to the stockholders of record on that date. In connection with the distri…
Other Events. Share Repurchase Program Increase On February 2, 2026, the Board of Directors authorized an increase of $50 million to the Company’s existing share repurchase program (the “Share Repurchase Program”), pursuant to which the Company is now authorized to repurchase up to an aggregate of $200 million of shares of the Company’s outstanding common stock, par value $0.00001 (“Common Stock”). The authorization is effective through July 24, 2027, subject to extension or earlier terminati…
Other Information. On February 2, 2026, Empery Digital Inc. (the “ Company ”) issued a press release providing an update on repurchases by the Company under the Company’s stock repurchase program. As of January 30, 2026, 14,041,998 shares of the Company’s common stock have been repurchased by the Company under the Company’s previously announced $150 million stock repurchase program at an average purchase price per share of $6.94, including all fees and commissions. Following these repurchases…
Other Information. On December 8, 2025, Empery Digital Inc. (the “ Company ”) issued a press release providing an update on repurchases by the Company under the Company’s stock repurchase program. As of December 5, 2025, 13,705,746 shares of the Company’s common stock have been repurchased by the Company under the Company’s previously announced $150 million stock repurchase program at an average purchase price per share of $6.99, including all fees and commissions. Following these repurchases…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On December 3, 2025, Ms. Karin-Joyce Tjon, a member of the Board of Directors (the “Board”) of Empery Digital Inc. (the “Company”), notified the Company of her resignation as a member of the Board effective immediately. Ms. Tjon’s decision to resign did not result from any disagreement with the Company’s operations, policies, or practices.
Other Information. On December 1, 2025, Empery Digital Inc. (the “ Company ”) issued a press release providing an update on repurchases by the Company under the Company’s stock repurchase program. As of November 28, 2025, 13,675,782 shares of the Company’s common stock have been repurchased by the Company under the Company’s previously announced $150 million stock repurchase program at an average purchase price per share of $6.99, including all fees and commissions. Following these repurchase…
Other Information. On November 24, 2025, Empery Digital Inc. (the “ Company ”) issued a press release providing an update on repurchases by the Company under the Company’s stock repurchase program. As of November 21, 2025, 12,875,918 shares of the Company’s common stock have been repurchased by the Company under the Company’s previously announced $150 million stock repurchase program at an average purchase price per share of $7.10, including all fees and commissions. Following these repurchas…
Other Information. On November 17, 2025, Empery Digital Inc. (the “ Company ”) issued a press release providing an update on repurchases by the Company under the Company’s stock repurchase program. As of November 14, 2025, 11,919,788 shares of the Company’s common stock have been repurchased by the Company under the Company’s previously announced $150 million stock repurchase program at an average purchase price per share of $7.27, including all fees and commissions. Following these repurchas…
Other Information. As of November 10, 2025, 11,082,834 shares of the Company’s common stock have been repurchased by the Company under the Company’s previously announced $150 million stock repurchase program at an average purchase price per share of $7.36, including all fees and commissions. Following these repurchases, approximately $68.5 million remains available for future repurchases under the stock repurchase program and the current number of shares outstanding is 40,337,401, after givin…
Results of Operations and Financial Condition. On November 11, 2025, Empery Digital Inc. the (“Company”) issued a press release announcing operational highlights and the financial results for the quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report. In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 o…
Other Information. On November 3, 2025, Empery Digital Inc. (the “ Company ”) issued a press release providing an update on repurchases by the Company under the Company’s stock repurchase program. As of October 31, 2025, 10,160,795 shares of the Company’s common stock have been repurchased by the Company under the Company’s previously announced $150 million stock repurchase program at an average purchase price per share of $7.42, including all fees and commissions. Following these repurchases…
Other Information. On October 27, 2025, Empery Digital Inc. (the “ Company ”) issued a press release providing an update on repurchases by the Company under the Company’s stock repurchase program. As of October 24, 2025, 9,429,509 shares of the Company’s common stock have been repurchased by the Company under the Company’s previously announced $150 million stock repurchase program at an average purchase price per share of $7.46, including all fees and commissions. Following these repurchases,…
Other Information. As of October 17, 2025, 8,139,479 shares of the Company’s common stock have been repurchased by the Company under the Company’s previously announced $150 million stock repurchase program at an average purchase price per share of $7.55, including all fees and commissions. Following these repurchases., approximately $89 million remains available for future repurchases under the stock repurchase program and the current number of shares outstanding is 43,280,756, including 3,91…
Regulation FD Disclosure. On October 20, 2025, Empery Digital Inc. posted an updated version of its corporate presentation on its website, a copy of which is furnished hereto as Exhibit 99.1 to this Current Report on Form 8-K. On October 20, 2025, the Company also issued a press release providing, among other things, an update on repurchases by the Company under the Company’s stock repurchase program. The information in this Item 7.01, including Exhibits 99.1 and 99.2 attached hereto, shall n…
Entry Into a Material Definitive Agreement. Asset Purchase Agreement On October 15, 2025, Empery Digital Inc. (the “ Company ”) entered into an Asset Purchase Agreement (the “ Purchase Agreement ”) with Venom EV, LLC, a Wisconsin limited liability company (the “ Venom ”) pursuant to which the Company agreed to transfer to Venom the right, title and interests in certain intellectual property assets (the “ Company IP ”) relating to the Company’s power sports business in exchange for the issuanc…
Completion of Acquisition or Disposition of Assets. The information set forth under
Entry Into a Material Definitive Agreement. Master Loan Agreement On October 12, 2025, Empery Digital Inc. (the “ Company ”) entered into a Master Loan Agreement (the “ MLA ”) with Two Prime Lending Limited (the “ Lender ”) to obtain additional capital in the form of delayed draw term loans, the proceeds of which shall be applied towards share repurchases by the Company. Under the MLA, t he Company may borrow , in one or more draws, an aggregate principal amount of up to $100 million, through…
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