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Blue Gold (BGLWW) SEC Filings

BGLWW NASDAQ
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Blue Gold Ltd (BGL) reports that Executive Chairman Kevin John Clark held 128,765 Class A Ordinary Shares directly as of September 17, 2026. The reported holdings also include 1,071,428 shares held by Fountainhead Holdings LLC, over which Clark holds voting power, and 2,870,565 shares held directly by his spouse, Kaela Ritchie.

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Blue Gold Ltd (BGL) director Gary L. Herman reported a direct position of 0 Class A Ordinary Shares in an ownership entry dated September 18, 2026.

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Blue Gold Ltd (BGL) Chief Financial Officer Shah Nawaz Alam reported a direct holding of 0 Class A Ordinary Shares as of September 18, 2026.

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Blue Gold Limited (BGL) reported a net loss of $8,775,295 for the six months ended June 30, 2026, compared with $7,835,939 a year earlier. Management said its liquidity raises substantial doubt about its ability to continue as a going concern through twelve months from when the statements were available to be issued; current plans do not alleviate that doubt.

Cash was $591,641 and the net working capital deficit was approximately $17.9 million as of June 30, 2026; operating cash used was $5,622,246 for the six months. The Bogoso Prestea lease dispute remained in international arbitration as of June 30, 2026, and an unfavorable outcome could reduce the mineral rights value on the balance sheet to zero.

After June 30, 2026, Nasdaq notified BGL that it no longer satisfied the minimum bid price, market value of listed securities, and market value of publicly held shares requirements for continued listing. On September 11, 2026, the Board amended lender Kaela Ritchie’s facility so she may require, but is not obligated to require, conversion of all or any portion of the outstanding advance balance at $0.50 per Class A ordinary share before maturity; the Board also unconditionally released all 9,717,837 remaining restricted shares from lock-up.

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Blue Gold Limited reports that Nasdaq’s Listing Qualifications staff notified the company that it no longer meets the minimum Market Value of Publicly Held Shares (MVPHS) requirement for continued listing. Nasdaq requires an MVPHS of $15,000,000, and Blue Gold’s MVPHS was below this level for 30 consecutive business days from June 10 to July 23, 2026.

Blue Gold has a 180‑day compliance period, until January 20, 2027, to regain compliance by having its MVPHS at or above $15,000,000 for at least 10 consecutive business days; Nasdaq may extend this to 20 days at its discretion. The notice does not immediately affect the listing or trading of the company’s Class A ordinary shares, which continue to trade under “BGL”. The company plans to monitor its MVPHS and consider options such as actions to increase market value or applying to transfer its listing to the Nasdaq Capital Market, and states that its business operations are not affected by the notification.

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Blue Gold Limited shareholders approved key governance measures at extraordinary and annual meetings held on July 24, 2026. At the Extraordinary General Meeting, 25,123,131 votes, representing approximately 58.019% of votes exercisable as of July 7, 2026, were represented in person or by proxy.

Shareholders authorized a reverse stock split of all authorized shares at a ratio of not less than 1:2 and not more than 1:200, with the Board empowered to select the final ratio and implement it at any time before the first anniversary of the meeting. Related amendments to the Memorandum and Articles of Association were also approved. At the Annual General Meeting, with 21,977,873 votes present (53.818% of exercisable votes as of May 27, 2026), shareholders re-elected Candice Beaumont as a Class I director to serve until the 2029 annual general meeting or earlier in accordance with the articles. The company states that the authorization provides the Board with flexibility as it executes its strategy and seeks to maintain its Nasdaq listing.

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Blue Gold Limited has called an extraordinary general meeting for July 24, 2026 to seek shareholder approval to authorize a reverse stock split of all authorized shares at a ratio between 1-for-2 and 1-for-200, with the board empowered to choose the exact ratio and timing within one year.

A second proposal would amend and restate the Memorandum and Articles of Association to align share capital, par value and authorized share counts with the chosen ratio. The company cites Nasdaq’s US$1.00 minimum bid-price requirement and a potential 180-day compliance period as the main reason for requesting this flexibility.

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Blue Gold Limited reports that its 2026 annual general meeting of shareholders, originally scheduled for 10:00 a.m. Eastern Time on July 13, 2026, has been postponed because the directors determined that insufficient proxy votes were received to establish a quorum. The meeting has been rescheduled for 11:00 a.m. Eastern Time on July 24, 2026.

A notice of postponement has been posted on the company’s website in accordance with Cayman law. Any advance votes or abstentions submitted via the internet under the prior notice will be counted at the postponed meeting unless changed or withdrawn beforehand using the same procedures.

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Blue Gold Limited outlines steps to regain compliance with Nasdaq listing rules and strengthen its balance sheet. The company expects a series of balance sheet optimization transactions to improve shareholders’ equity by approximately $30 million, supporting the equity requirement for continued listing.

Under a Deed of Settlement and Conversion, $3,617,176 of payables from Blue Gold Bogoso Prestea Ltd to FGR will be settled through 3,617 shares of Series A Perpetual Convertible Preferred Stock issued to Future Global Resources Limited. A $3,500,000 CalBank deposit will be assigned to Blue Gold Bogoso Prestea Ltd, with 3,500 additional Series A shares issued as consideration.

Each Series A share is convertible into 1,000 non‑voting common shares, subject to a 19.99% Conversion Cap tied to pre‑issuance common shares, with higher conversion requiring Stockholder Approval. An extraordinary general meeting on July 24, 2026 will seek authority for a reverse share split, and, once compliant, the company plans to move its listings from the Nasdaq Global Market to the Nasdaq Capital Market.

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Blue Gold Limited has received two Nasdaq deficiency notices indicating its Class A ordinary shares no longer meet continued listing standards. For the past 30 consecutive business days, the closing bid price has stayed below $1.00 per share and the Market Value of Listed Securities has been under $50 million.

The shares and public warrants continue to trade on the Nasdaq Global Market while the company has until December 28, 2026 to regain compliance by meeting these thresholds for at least 10 consecutive business days. If it cannot do so, Blue Gold may seek an additional 180‑day grace period and could consider actions such as a reverse stock split to restore compliance.

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FAQ

How many Blue Gold (BGLWW) SEC filings are available on StockTitan?

StockTitan tracks 36 SEC filings for Blue Gold (BGLWW). Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Blue Gold (BGLWW)?

The most recent SEC filing for Blue Gold (BGLWW) was filed on October 21, 2026.