Every 8-K that AquaBounty Technologies, Inc. (AQB) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow AQB and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full AQB filings page.
On October 7, 2026, AquaBounty Technologies, Inc. (AQB) entered into agreements under which all outstanding Series A and Series B convertible preferred stock will automatically convert into common stock on the earlier of the date the resale registration statement is declared effective by the SEC and October 30, 2026. The conversion will issue 5,771,929 common shares for Series A and 2,305,114 common shares for Series B, for 8,077,043 shares total.
The preferred shares will be canceled upon conversion, with holders retaining only the right to receive the conversion shares. Holders will pay no additional consideration. AquaBounty agreed to file a Form S-3 to register the shares for resale promptly after October 7, 2026, using reasonable best efforts to obtain effectiveness as promptly as practicable.
AquaBounty Technologies, Inc. expanded its ongoing strategic review for its Pioneer, Ohio property to include opportunities in power infrastructure and energy development in addition to prior discussions with aquaculture-industry parties. The goal is to evaluate strategic alternatives that could help maximize shareholder value.
The Pioneer campus includes access to an existing electrical substation with approximately 50 megawatts of available capacity and a permit to withdraw 5.25 million gpd of groundwater from a high-capacity aquifer, which may appeal to power generation, energy‑intensive industrial users, and data center infrastructure developers. AquaBounty is considering potential transactions such as an outright sale, joint development, long-term leasing, or other structures and may also assess direct participation in infrastructure or energy projects. There is no assurance any transaction will occur, and the company plans to provide further updates only if its Board determines additional disclosure is appropriate or required.
AquaBounty Technologies filed an 8-K to explain that its Board of Directors has decided not to use previously approved authority to conduct a reverse stock split of its common stock. Stockholders had authorized a potential reverse split in a range from 1-for-5 to 1-for-20, with the timing left to the Board.
On July 6, 2026, after reviewing the company’s situation, the Board concluded that such a reverse split is not in the best interests of the company or its stockholders and will not be implemented. The stockholder authorization will expire on July 31, 2026 without being exercised, no charter amendment will be filed, and any future reverse split would require new stockholder approval.
AquaBounty Technologies entered securities purchase agreements to issue 109,223 shares of Series B Convertible Preferred Stock for aggregate cash consideration of $2,250,000 in a private placement. These preferred shares are convertible into up to 2,184,460 shares of common stock at an initial conversion price of $1.03 per share.
The Series B Preferred Stock carries an annual dividend rate of 18.0%, accruing quarterly on a Liquidation Value of $20.60 per share and generally payable in cash on a bi-annual schedule. It ranks senior to common stock in dividends and liquidation, includes a liquidation/change-of-control preference equal to Liquidation Value plus unpaid dividends, and is non-participating.
Holders receive voting rights on an as-converted basis and strong protective provisions requiring two-thirds approval for key corporate actions. After a future debt or equity financing raising more than $20,000,000, holders representing a two-thirds Supermajority Interest may require the company to redeem all outstanding Series B shares at Liquidation Value plus unpaid dividends. The preferred was issued in an unregistered offering relying on Section 4(a)(2) and/or Regulation D.
AquaBounty Technologies, Inc. held its Annual Meeting of Stockholders on June 23, 2026, where stockholders approved all five proposals on the agenda. Directors Graydon Bensler, Braeden Lichti, Rick Sterling, and Sylvia A. Wulf were each re-elected for one-year terms.
Stockholders ratified Deloitte & Touche LLP as independent auditor for the fiscal year ending December 31, 2026. They also approved an amendment to the certificate of incorporation giving the Board discretion, until July 31, 2026, to implement a reverse stock split at a ratio between 1-for-5 and 1-for-20.
On a non-binding advisory basis, stockholders approved compensation for the company’s named executive officers. An adjournment proposal was approved but ultimately not needed, as approximately 75.8% of the total voting power was present or represented by proxy.
AquaBounty Technologies, Inc. filed an amended current report to correct a drafting error in the terms of its Series A Convertible Preferred Stock. The corrected documents set the initial conversion price at $0.9129 per share, instead of an amount equal to the liquidation value.
The Series A Preferred Stock carries an 18.0% annual dividend on its $18.2580 liquidation value, payable in cash on a bi-annual schedule when declared. It ranks senior to common stock on dividends and liquidation, includes strong protective voting rights, and allows holder‑elected conversion at the corrected conversion price.
Holders can require redemption for cash after a qualifying financing of more than $20,000,000, at the liquidation value plus unpaid dividends, subject to legally available funds. Unpaid redemption amounts accrue interest at 18.0% per annum, and specified breaches can increase the dividend rate by 3.0 percentage points until cured.
AquaBounty Technologies, Inc. filed an amendment to a prior current report to clarify its status under Nasdaq rules following a recent securities offering. The company states that, as a result of the Offering described in the earlier report, it believes it now satisfies Nasdaq’s continued listing requirements.
Specifically, AquaBounty reports that it meets the Equity Standard in Nasdaq Listing Rule 5550(b)(1), which calls for stockholders’ equity of at least $2.5 million. The amendment adds this Item 8.01 disclosure and does not change any other part of the original report.
AquaBounty Technologies entered into agreements to exchange $4,000,000 of senior note principal plus $315,616.44 of accrued interest for 236,367 shares of new Series A Convertible Preferred Stock, which can convert into up to 4,727,371 common shares, in a private placement.
The company also sold 27,386 Series A preferred shares for $500,000 in cash, convertible into up to 547,705 common shares, and agreed to pay a 7.0% placement fee on the cash portion. The Series A preferred carries an 18.0% annual cash dividend on a $18.2580 liquidation value, ranks senior to common stock, has strong protective provisions, and allows holders to require redemption after a financing raising more than $20,000,000.
AquaBounty Technologies, Inc. clarifies that director Rick Sterling has not resigned from its Board. Sterling had previously delivered a conditional resignation notice on October 28, 2025, tied to several requirements.
The conditions included the filing of the Company’s Form 10-K for the year ended December 31, 2025, the closing of transactions contemplated by certain note purchase agreements, and the placement or purchase of a customary directors’ and officers’ liability insurance tail policy. Although the Form 10-K was filed on March 31, 2026, the other conditions were not met, so the resignation notice was deemed withdrawn. The Company states that Sterling’s original resignation notice was not due to any disagreement regarding its operations, policies or practices.
AquaBounty Technologies, Inc. entered into a securities purchase agreement for a registered direct offering of its equity. The company agreed to sell 1,269,509 shares of common stock and pre-funded warrants to purchase 67,706 additional shares, at $0.86 per share and $0.859 per pre-funded warrant.
The transaction is being made under an effective Form S-3 shelf registration and is expected to close on February 13, 2026, generating approximately $1,150,000 in gross proceeds. AquaBounty plans to use the net proceeds for working capital and general corporate purposes.
Univest Securities, LLC is acting as exclusive placement agent on a reasonable best efforts basis. AquaBounty will pay a 7.0% cash fee on gross proceeds and reimburse certain placement agent expenses up to $30,000. The pre-funded warrants are exercisable immediately at $0.001 per share and do not expire.
AquaBounty Technologies, Inc. filed an amended current report to clarify the status of previously disclosed board resignations. On October 28, 2025, director Sylvia Wulf submitted a conditional resignation that would only become effective upon certain transaction-related events or by January 31, 2026, if a directors and officers insurance tail policy was in place or approved.
The company states that these conditions were not satisfied, so Ms. Wulf’s resignation notice expired on January 31, 2026 and she remains on the Board of Directors. By contrast, Rick Sterling’s resignation notice, delivered the same day, remains in effect subject to its own conditions. The company notes that both resignation notices were not due to any disagreement regarding its operations, policies, or practices, and all other disclosures from the initial report remain unchanged.
AquaBounty Technologies entered into Note Purchase Agreements for unsecured, nonconvertible Senior Notes, raising $4,000,000 at 18% interest with a scheduled maturity of 18 months. Principal and interest are due at maturity, with restrictive covenants and events of default that include non‑payment, covenant breaches, insolvency, unauthorized board changes, Nasdaq compliance failures, delayed SEC filings, and certain financial restatements. Proceeds will be used for general corporate purposes, working capital, operational funding, and repayment of certain debts.
The financing triggered board changes: Christine T. St.Clare and Gail Sharps Myers resigned, and Graydon Bensler and Braeden Lichti were appointed as independent directors. Additional conditional resignations by Sylvia Wulf and Rick Sterling could, upon specified triggers, allow the Investors to designate a Board majority, constituting a potential change in control. The company engaged Univest Securities as placement agent for a 7.0% fee on gross proceeds and up to $125,000 in expenses.
AquaBounty Technologies (AQB) reported that it furnished a press release covering financial results and corporate updates for the quarter ended September 30, 2025. The press release is attached as Exhibit 99.1.
The information was furnished under Item 2.02 of Form 8-K and is not deemed “filed” under Section 18 of the Exchange Act, nor incorporated by reference except as expressly set forth.
AquaBounty Technologies, Inc. reports that it has regained compliance with Nasdaq’s minimum bid price requirement for listing on the Nasdaq Capital Market. The company had previously been notified on January 15, 2025 that its common stock closed below $1.00 per share for 30 consecutive business days, triggering a deficiency notice under Nasdaq Listing Rule 5550(a)(2). On September 15, 2025, Nasdaq informed AquaBounty that the minimum bid price requirement is now satisfied and the listing matter is closed, removing the immediate risk of delisting tied to that rule.
AquaBounty Technologies, Inc. reported that Angela Olsen has voluntarily resigned from her positions as General Counsel, Chief Compliance Officer, and Corporate Secretary. She gave notice on August 14, 2025, with her departure effective August 22, 2025.
The company states that Ms. Olsen has confirmed her decision is not due to any disagreement with AquaBounty or with its operations, policies, or practices. No additional leadership or financial changes are described in this report.