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Aterian Inc SEC Filings

ATER NASDAQ

Welcome to our dedicated page for Aterian SEC filings (Ticker: ATER), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Aterian, Inc. filings document material events for a public consumer products company with a portfolio of e-commerce brands and online retail channels. Recent Form 8-K disclosures cover operating results, Regulation FD updates, credit agreement amendments, liquidity covenants, availability reserves, exhibits to material definitive agreements and other capital-structure matters.

The filing record also includes governance and shareholder-vote disclosures, including annual meeting matters, advisory vote frequency decisions, executive compensation voting procedures and officer transition reporting. These filings frame Aterian’s formal disclosures around financial performance, financing arrangements, board and stockholder actions, and corporate strategy updates.

Rhea-AI Summary

Aterian, Inc. is asking stockholders to approve the sale of substantially all of its operating assets to Trademark Global and related actions tied to a financing with investor David E. Lazar. The Asset Purchase Agreement provides $18,000,000 in base cash consideration at closing, subject to customary adjustments and conditions, including stockholder approval and contribution margin tests. Separately, the Company agreed to sell preferred shares to Mr. Lazar for aggregate gross proceeds of $7.0 million, part of a two-stage closing where the second closing is conditioned on stockholder approvals. The Board unanimously recommends voting FOR the Asset Sale, the financing-related proposals, a reverse split, an increase in authorized shares, and adjournment authority. Proxy voting instructions, quorum and vote thresholds are described, and the proxy includes information on termination fees, indemnities, potential distributions to holders (estimated net proceeds available for distribution of $10.6M to $14.2M, or approximately $0.85 to $1.14 per share), and related tax cautions.

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Rhea-AI Summary

Aterian, Inc. is soliciting votes at a virtual special meeting to approve the sale of substantially all of its operating assets to Trademark Global and related transactions with investor David E. Lazar. The Asset Purchase Agreement provides for $18,000,000 in base cash consideration at closing, subject to net working capital adjustments and customary closing conditions, including stockholder approval. Separately, Aterian entered a Securities Purchase Agreement providing for aggregate gross proceeds of $7.0 million from the sale of preferred shares to Mr. Lazar, with conversion features that could result in a large number of common shares upon conversion. The Board unanimously recommends voting FOR the Asset Sale and the SPA-related proposals. The proxy materials describe termination fees, closing conditions, indemnification obligations, potential distributions of net proceeds (estimated at approximately $10.6M–$14.2M, or about $0.85–$1.14 per share), and related Nasdaq and corporate approvals.

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Rhea-AI Summary

Rodriguez Arturo reported acquisition or exercise transactions in this Form 4 filing.

Aterian, Inc. Chief Executive Officer Arturo Rodriguez received a grant of 70,000 shares of restricted common stock at $0.00 per share. The award was granted under the company’s 2018 Equity Incentive Plan, is subject to vesting, and was approved by the Compensation Committee for retention purposes. Following this grant, Rodriguez directly holds 1,081,148 shares of common stock.

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Rhea-AI Summary

Aterian, Inc. reported continued weak operating results and outlined a transformative restructuring in its quarter ended March 31, 2026. From continuing operations, net revenue fell to $18 thousand and the company posted a net loss of $6.1 million, including $3.4 million of non‑cash impairment tied to brands classified as discontinued operations.

Total assets declined to $22.2 million and stockholders’ equity fell to $9.5 million, while cash and restricted cash decreased to $3.5 million. Management disclosed substantial doubt about Aterian’s ability to continue as a going concern and is relying on a pair of April 27, 2026 agreements to stabilize its position.

Under an Asset Purchase Agreement, Aterian agreed to sell marquee brands such as Mueller Living, PurSteam, and hOmeLabs to Trademark Global for $18 million in cash, and it entered a Securities Purchase Agreement with David E. Lazar for $7.0 million of Series AA and Series AAA preferred stock. After closing, Lazar is expected to hold about 95.13% of fully diluted shares, subject to stockholder approval and performance conditions. The filing also highlights Nasdaq minimum‑bid price noncompliance, workforce reductions, a voluntary product recall with a $100,000 class‑action settlement, and a planned recognition of $1.2 million in Section 301 duty recoveries in the second quarter.

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Aterian, Inc. seeks stockholder approval of an Asset Sale to Trademark Global and related proposals tied to a concurrent $7.0 million preferred-stock investment by David E. Lazar. Under the Asset Purchase Agreement dated April 27, 2026, Trademark Global will pay base cash consideration of $18,000,000 (subject to net working capital and other customary adjustments) for substantially all purchased assets, with certain holdbacks and indemnity mechanics.

The Board unanimously recommends votes FOR the Asset Sale and seven related proposals needed to effect the Investment Transaction, including authorizations for preferred-stock conversions, a potential reverse split and an authorized share increase. Estimated distributable net proceeds to holders are presented as approximately $10.6M–$14.2M, or roughly $0.85–$1.14 per share, subject to adjustments, closing conditions and board discretion.

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Aterian, Inc. director David E. Lazar entered into a Securities Purchase Agreement to acquire preferred equity in the company. On April 27, 2026, he purchased 1,750,000 shares of Series AA Convertible Non-Redeemable Preferred Stock at $2.00 per share, for a total of $3,500,000, and currently holds no beneficially owned common stock.

The agreement also provides that, at a subsequent closing following required stockholder approvals, he will acquire an additional 1,750,000 Series AAA Convertible Non-Redeemable Preferred Shares at $2.00 per share, for another $3,500,000. After stockholder approvals and a charter amendment, each Series AA share will be convertible into 7.7 common shares, while each Series AAA share will convert into between 117.63 and 135.10 common shares, at the holder’s option for no additional consideration.

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Aterian, Inc. director David E. Lazar filed a Form 3 indicating that he does not beneficially own any shares of the company’s Common Stock. The filing shows total Common Stock holdings of 0.0000 shares, with a footnote stating that no shares of Common Stock are beneficially owned.

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Aterian, Inc. agreed to sell the assets of its marquee e‑commerce brands, including Mueller Living, PurSteam, hOmeLabs, Squatty Potty, Healing Solutions, and Photo Paper Direct, to Trademark Global for $18 million in cash, subject to working capital and other adjustments.

Separately, Aterian entered into a Securities Purchase Agreement with David E. Lazar for a $7.0 million private placement of Series AA and Series AAA convertible preferred stock at $2.00 per share. After the second closing and stockholder approvals, Lazar is expected to hold about 95.13% of Aterian’s fully diluted share capital, with existing holders at 4.87%.

The company plans a stockholder meeting to approve the Asset Sale, the preferred share conversions, an increase in authorized common shares to up to 1,000,000,000, and a reverse stock split between 1‑for‑2 and 1‑for‑99. Lazar has joined the Board and is expected to become sole Chief Executive Officer after the second closing, while Aterian continues smaller brands such as Vremi and Xtava and explores possible distributions and CVRs from sale proceeds.

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Aterian, Inc. provided an update on its ongoing review of strategic alternatives, which began in December 2025. The company reports that the process is progressing and that it is engaged in constructive discussions and evaluating various opportunities, with another update anticipated in mid-April.

The Board is formally exploring options to maximize shareholder value, including a potential sale of company assets, a sale of the company, a business combination, a merger or other strategic actions. Aterian has engaged A.G.P / Alliance Global Partners as financial advisor and Paul Hastings LLP as legal counsel, while emphasizing there is no assurance any specific transaction will occur or when the review will be completed.

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FAQ

How many Aterian (ATER) SEC filings are available on StockTitan?

StockTitan tracks 30 SEC filings for Aterian (ATER), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Aterian (ATER)?

The most recent SEC filing for Aterian (ATER) was filed on June 8, 2026.