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Beneficient 424B Filings

BENF NASDAQ

Every 424B that Beneficient (BENF) has filed with the SEC in the last 12 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 424B covers the supplement that carries the terms of a priced offering, so if you follow BENF 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 BENF filings page.

Rhea-AI Summary

Beneficient is registering the resale of up to 55,671,296 shares of Class A common stock for selling holders, led by Yorkville-related securities under an Amended and Restated Standby Equity Purchase Agreement (A&R SEPA) and multiple series of resettable convertible preferred stock.

The A&R SEPA provides up to $100.0 million of Class A share purchases by Yorkville, with 32,467,532 shares registered, priced at 96% or 97% of VWAP over specified periods, subject to a 4.99% Beneficial Ownership Limitation and a 19.99% exchange cap. Yorkville also holds $4.0 million of promissory notes, 280,631 commitment-fee shares, and warrants for 165,674 shares at $21.04.

The company will not receive proceeds from selling holders’ resales but may receive cash from SEPA sales, warrant exercises and note issuances, expected to fund working capital, alternative-asset liquidity transactions and potential related-party payments. Risk factors highlight going-concern doubt, credit agreement defaults, significant litigation and regulatory history, extreme stock volatility, substantial potential dilution from SEPA and preferred conversions, and controlled-company governance concentrated in Class B holders.

Rhea-AI Summary

Beneficient files a prospectus supplement and updates its registration to cover 71,017,840 shares of Class A Common Stock. The supplement incorporates an April 8, 2026 Form 8-K describing a primary capital transaction that issued 875,214 shares of Series B-10 Resettable Convertible Preferred Stock convertible into Class A shares under resettable terms.

The Series B-10 has an initial conversion price of $3.5479, a floor of $1.2418, a maximum of 7,047,947 Class A shares issuable upon conversion, and ownership/Exchange Cap limits including a 4.99% beneficial ownership cap. The prospectus supplement incorporates the 8-K and related certificate of designation.

Rhea-AI Summary

Beneficient files a prospectus supplement registering 71,017,840 shares of Class A Common Stock. The supplement incorporates a Form 8-K dated March 27, 2026, which reports approval of a First Amendment to the Beneficient 2023 Long‑Term Incentive Plan that became effective on March 27, 2026.

The Amendment adds 1,000,000 authorized shares and sets an automatic quarterly Adjustment Date to increase Authorized Shares so the Plan equals the lesser of 200,000,000 shares and 1,000,000 plus 15% of outstanding Common Stock. At the Annual Meeting, 13,261,279 shares of Class A and 2,066 shares of Class B were present, representing approximately 91.7% of voting power. The supplement states Class A last sale price was $3.82 per share and warrants $0.0103 on April 6, 2026.

Rhea-AI Summary

Beneficient registers 71,017,840 shares of Class A common stock in a prospectus supplement to its Form S-1. The supplement incorporates a Form 8-K dated March 12, 2026, and updates disclosure in the January 2, 2026 prospectus.

The Form 8-K describes an amendment to a credit agreement under which the company issued 149,904 shares to HH-BDH to satisfy $572,588 of accrued interest and fees, and agreed to deferred cash payments of $94,365 (payable March 31, 2026) and $1,000,000 (payable following September 30, 2026). The amendment grants HH-BDH piggyback registration rights for the issued shares. The company also appointed Mack Hicks to the board; Mr. Hicks is affiliated with Hicks Holdings and HH-BDH.

Rhea-AI Summary

Beneficient files a prospectus supplement registering 71,017,840 shares of Class A common stock. The supplement incorporates the Company’s Form 10-Q for the quarter ended December 31, 2025 and updates the prior S-1 prospectus.

The 10-Q discloses cash and cash equivalents of $7.9 million as of December 31, 2025 (approximately $2.5 million as of January 31, 2026), consolidation of Customer ExAlt Trusts, a confirmed equity arbitration award of $62.8 million, related-party debt and events of default under the HCLP Loan Agreement, and a 1-for-8 reverse stock split effective December 15, 2025. The supplement notes an available SEPA facility up to $250.0 million with approximately $240.7 million remaining available under its terms.

Rhea-AI Summary

Beneficient is registering 71,017,840 shares of Class A common stock under a supplemented S-1 prospectus that now incorporates a new Form 8-K. The supplement adds disclosure that a U.S. District Court has approved a previously announced settlement of all GWG Holdings-related claims against Beneficient, its subsidiaries, and their current and former directors and officers, with the settlement amount falling within applicable insurance policy limits.

The settlement, which had already been approved by the Bankruptcy Court, will now be final under its terms and resolves these claims without any admission of fault or wrongdoing by the company or other defendants. Other GWG-related claims remain outstanding against parties other than the Beneficient parties, including entities related to the company’s founder and former CEO, and Beneficient may owe certain indemnification obligations to those parties.

Rhea-AI Summary

Beneficient filed a prospectus supplement covering 71,017,840 shares of its Class A common stock, updating its existing Form S-1 prospectus with new information from a recent current report. The supplement incorporates a Form 8-K describing that the company has completed repayment of approximately $27.5 million of loans owed to a Texas state bank, satisfying all outstanding principal under that facility.

Those loans were made under the Hicks Holdings Credit Agreement, which initially provided a $25.0 million term loan and was later amended to add a subsequent term loan of up to approximately $1.7 million, both fully drawn. After repaying principal on January 12, 2026, Beneficient still owes $1.66 million to Hicks Holdings for interest and fees, which it expects to pay over time on mutually agreed terms; once these amounts are paid, all obligations under the Hicks Holdings Credit Agreement will be fully satisfied.

Rhea-AI Summary

Beneficient has a prospectus covering 71,017,840 shares of Class A common stock, and this supplement adds details from a new capital transaction reported on Form 8-K. The company, through a subsidiary, acquired a limited partner interest in an investment fund with a net asset value of $3,022,728 and, in exchange, issued 302,273 shares of unregistered Series B-9 Resettable Convertible Preferred Stock.

The Series B-9 preferred shares are initially convertible into Class A common stock at a conversion price of $7.1332 per share, with a reset feature subject to a floor of $5.3499 per share, and allow for a maximum of 565,007 Class A shares on conversion. The conversion price is reset monthly within defined bands, and all Series B-9 shares will automatically convert to Class A stock around the fifth anniversary once specified reporting or resale-registration conditions are met, subject to a 4.99% beneficial ownership cap and a Nasdaq-related Exchange Cap.