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Brand Engagement Network Inc SEC Filings

BNAIW NASDAQ

Welcome to our dedicated page for Brand Engagement Network SEC filings (Ticker: BNAIW), 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.

Brand Engagement Network Inc. filings document material-event disclosures for a generative AI company with common stock and Nasdaq-listed redeemable warrants. Current reports cover definitive reseller agreements for AI-driven engagement and media technology, subsidiary arrangements involving Grupo SKYE, S.A. de C.V. and Skye AI USA, LLC, capital activity, warrant exercises, stock purchase agreements, debt-to-equity conversions, and related capital-structure disclosures.

The filings also identify the BNAIW warrant terms, including whole warrants exercisable for common stock at a stated exercise price, and include Regulation FD business updates, material agreement exhibits, governance matters, operating and financial results, and security-structure disclosures.

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Brand Engagement Network Inc. reported that its wholly owned subsidiary, Datum Point Labs, was granted U.S. Patent No. 12,633,027 on May 19, 2026, covering “Systems and Methods for Gesture Generation From Text.”

The patent describes a multi-stage AI system that transforms natural language into internal action representations and then into coordinated body positions and gesture sequences using layered motion decoders and control tokens. This is intended to let avatars, digital humans, and AI agents respond with lifelike gestures based on text or speech input.

The company believes this technology can be applied to digital humans and virtual assistants, robotics, gaming and entertainment, metaverse environments, AI-based education and training, and telepresence or customer interaction platforms.

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Brand Engagement Network Inc. reported that its wholly owned subsidiary, Datum Point Labs, was granted U.S. Patent No. 12,633,027 on May 19, 2026, covering “Systems and Methods for Gesture Generation From Text.”

The patent describes a multi-stage AI system that transforms natural language into internal action representations and then into coordinated body positions and gesture sequences using layered motion decoders and control tokens. This is intended to let avatars, digital humans, and AI agents respond with lifelike gestures based on text or speech input.

The company believes this technology can be applied to digital humans and virtual assistants, robotics, gaming and entertainment, metaverse environments, AI-based education and training, and telepresence or customer interaction platforms.

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Brand Engagement Network Inc. reported that BEN Capital Fund I LLC beneficially owns 464,923 shares of Common Stock, representing 7.1% of the class based on 6,507,687 shares outstanding as of May 12, 2026. The filing states BEN Capital has sole voting and dispositive power over all 464,923 shares.

The Schedule 13G was signed by James Irving as Managing Director on 05/19/2026 and lists the filer’s address in Jackson, Wyoming. Ownership is presented as a passive reporting disclosure of beneficial ownership under applicable reporting rules.

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Brand Engagement Network Inc. reported that BEN Capital Fund I LLC beneficially owns 464,923 shares of Common Stock, representing 7.1% of the class based on 6,507,687 shares outstanding as of May 12, 2026. The filing states BEN Capital has sole voting and dispositive power over all 464,923 shares.

The Schedule 13G was signed by James Irving as Managing Director on 05/19/2026 and lists the filer’s address in Jackson, Wyoming. Ownership is presented as a passive reporting disclosure of beneficial ownership under applicable reporting rules.

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Brand Engagement Network Inc. entered into a definitive Reseller Agreement with HighTide Energy, Inc. d/b/a Accelevate Solutions for a strategic commercial collaboration in Africa. Through its subsidiary SKYE AI USA, LLC, the company obtained exclusive rights across the entire African continent for an initial five-year term.

Exclusivity can be renewed annually if minimum revenue thresholds are met, tying long-term access to performance. The licensor of the technology is entitled to 35% of gross revenue from related sales, excluding hardware, and the parties will operate under a joint Pricing Committee with standard indemnification and confidentiality provisions.

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Brand Engagement Network Inc. entered into a definitive Reseller Agreement with HighTide Energy, Inc. d/b/a Accelevate Solutions for a strategic commercial collaboration in Africa. Through its subsidiary SKYE AI USA, LLC, the company obtained exclusive rights across the entire African continent for an initial five-year term.

Exclusivity can be renewed annually if minimum revenue thresholds are met, tying long-term access to performance. The licensor of the technology is entitled to 35% of gross revenue from related sales, excluding hardware, and the parties will operate under a joint Pricing Committee with standard indemnification and confidentiality provisions.

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Brand Engagement Network Inc. reported another quarterly loss while facing serious liquidity pressure. For the three months ended March 31, 2026, revenue was $104,311, still very small, and the company recorded a net loss of $3,060,977, narrower than a year earlier. Cash and cash equivalents rose to $1,801,011, supported by $5.5 million of financing cash inflows, mainly from warrant exercises and a private placement, but operations used $3,724,697 of cash. Management states that recurring losses, negative operating cash flow and limited cash raise substantial doubt about BEN’s ability to continue as a going concern and that additional capital will be needed. The company also announced a roughly $19.5 million agreement to acquire Cataneo GmbH and several strategic partnerships, which will require further funding to complete.

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Brand Engagement Network Inc. reported another quarterly loss while facing serious liquidity pressure. For the three months ended March 31, 2026, revenue was $104,311, still very small, and the company recorded a net loss of $3,060,977, narrower than a year earlier. Cash and cash equivalents rose to $1,801,011, supported by $5.5 million of financing cash inflows, mainly from warrant exercises and a private placement, but operations used $3,724,697 of cash. Management states that recurring losses, negative operating cash flow and limited cash raise substantial doubt about BEN’s ability to continue as a going concern and that additional capital will be needed. The company also announced a roughly $19.5 million agreement to acquire Cataneo GmbH and several strategic partnerships, which will require further funding to complete.

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Brand Engagement Network Inc. Schedule 13G reports that AFG Companies, Inc. and Ralph Wright Brewer III now each beneficially own 1,000 shares of the issuer's common stock, representing 0.00017% of the class as reported. The filing notes that following dispositions in the first quarter of 2026, AFG's reported ownership fell below 5%. The filing also states that 49,333 shares owned by Genuine Lifetime, LLC were pledged to AFG as security for a note that is the subject of litigation.

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Brand Engagement Network Inc. Schedule 13G reports that AFG Companies, Inc. and Ralph Wright Brewer III now each beneficially own 1,000 shares of the issuer's common stock, representing 0.00017% of the class as reported. The filing notes that following dispositions in the first quarter of 2026, AFG's reported ownership fell below 5%. The filing also states that 49,333 shares owned by Genuine Lifetime, LLC were pledged to AFG as security for a note that is the subject of litigation.

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Brand Engagement Network Inc. is deepening its relationship with Accelevate Solutions through new reseller agreements and a planned equity investment. The company executed two definitive Reseller Agreements that expand its AI engagement technology into commercial fleet operations.

Through subsidiary Grupo SKYE, BEN obtained exclusive rights to resell its technology in Mexico for an initial five-year term, and through Skye AI USA, it signed a global reseller agreement excluding Mexico and Latin America. Under these contracts, the technology licensor receives 35% of gross revenue from related sales, excluding hardware, and a joint Pricing Committee will govern pricing.

BEN will make a $1,000,000 strategic investment in Accelevate based on an $8,000,000 pre-money valuation. In return, it receives one-year warrants with 100% coverage at strike prices tied to $10,000,000–$12,500,000 valuations, the right to appoint one Accelevate board member, and a right of first refusal to acquire Accelevate under any bona fide third-party offer.

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Brand Engagement Network Inc. is deepening its relationship with Accelevate Solutions through new reseller agreements and a planned equity investment. The company executed two definitive Reseller Agreements that expand its AI engagement technology into commercial fleet operations.

Through subsidiary Grupo SKYE, BEN obtained exclusive rights to resell its technology in Mexico for an initial five-year term, and through Skye AI USA, it signed a global reseller agreement excluding Mexico and Latin America. Under these contracts, the technology licensor receives 35% of gross revenue from related sales, excluding hardware, and a joint Pricing Committee will govern pricing.

BEN will make a $1,000,000 strategic investment in Accelevate based on an $8,000,000 pre-money valuation. In return, it receives one-year warrants with 100% coverage at strike prices tied to $10,000,000–$12,500,000 valuations, the right to appoint one Accelevate board member, and a right of first refusal to acquire Accelevate under any bona fide third-party offer.

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The Goldman Sachs Group, Inc. and Goldman Sachs & Co. LLC report shared beneficial ownership of 279,927 shares of Brand Engagement Network Inc. common stock, representing 4.6% of the class. The filing is an Amendment No. 1 to a Schedule 13G/A and includes a joint filing agreement and subsidiary attribution details.

The cover data shows shared voting and dispositive power of 279,927 shares by the two filers; the filing disclaims ownership for certain client accounts and specifies subsidiary reporting units.

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The Goldman Sachs Group, Inc. and Goldman Sachs & Co. LLC report shared beneficial ownership of 279,927 shares of Brand Engagement Network Inc. common stock, representing 4.6% of the class. The filing is an Amendment No. 1 to a Schedule 13G/A and includes a joint filing agreement and subsidiary attribution details.

The cover data shows shared voting and dispositive power of 279,927 shares by the two filers; the filing disclaims ownership for certain client accounts and specifies subsidiary reporting units.

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Brand Engagement Network Inc. entered a Securities Purchase Agreement with BEN Capital Fund I, LLC for a private placement of 25,492 common shares at $39.25 per share, generating gross proceeds of $1,000,561. The price equals 120% of the company’s April 21, 2026 closing share price, indicating a premium transaction.

The investment is split into two installments of $250,101, which closed on April 21, 2026, and $750,460, expected to close before May 29, 2026. The agreement includes 100% warrant coverage, granting the investor additional potential upside. Separately, the company reports $1,114,164 of cash proceeds from warrant exercises during April, further strengthening liquidity.

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Brand Engagement Network Inc. entered a Securities Purchase Agreement with BEN Capital Fund I, LLC for a private placement of 25,492 common shares at $39.25 per share, generating gross proceeds of $1,000,561. The price equals 120% of the company’s April 21, 2026 closing share price, indicating a premium transaction.

The investment is split into two installments of $250,101, which closed on April 21, 2026, and $750,460, expected to close before May 29, 2026. The agreement includes 100% warrant coverage, granting the investor additional potential upside. Separately, the company reports $1,114,164 of cash proceeds from warrant exercises during April, further strengthening liquidity.

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Brand Engagement Network, Inc. entered into a letter agreement to pursue a strategic investment and commercial collaboration with Accelevate Solutions focused on AI in live fleet operations. The Company expects to invest up to $1,000,000 in Accelevate, including an initial $250,000 to support commercialization and deployment and a second installment of $750,000 upon completion of definitive agreements.

The transaction structure contemplates acquiring equity interests in Accelevate under a subscription agreement and a common share purchase agreement, based on a proposed pre-money valuation of $8,000,000, with warrant coverage and the right to appoint an Accelevate board member. The deal is subject to due diligence, negotiation, and execution of definitive agreements, and the Company is not obligated to close until then.

Separately, Brand Engagement Network highlighted a newly granted U.S. patent supporting its AI-driven, real-time messaging and decisioning capabilities in dynamic environments. Together with Accelevate’s fleet analytics platform, this collaboration is intended to extend BEN’s AI engagement technology into commercial fleet markets, creating a potential new recurring-revenue channel once fully implemented.

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Brand Engagement Network, Inc. entered into a letter agreement to pursue a strategic investment and commercial collaboration with Accelevate Solutions focused on AI in live fleet operations. The Company expects to invest up to $1,000,000 in Accelevate, including an initial $250,000 to support commercialization and deployment and a second installment of $750,000 upon completion of definitive agreements.

The transaction structure contemplates acquiring equity interests in Accelevate under a subscription agreement and a common share purchase agreement, based on a proposed pre-money valuation of $8,000,000, with warrant coverage and the right to appoint an Accelevate board member. The deal is subject to due diligence, negotiation, and execution of definitive agreements, and the Company is not obligated to close until then.

Separately, Brand Engagement Network highlighted a newly granted U.S. patent supporting its AI-driven, real-time messaging and decisioning capabilities in dynamic environments. Together with Accelevate’s fleet analytics platform, this collaboration is intended to extend BEN’s AI engagement technology into commercial fleet markets, creating a potential new recurring-revenue channel once fully implemented.

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FAQ

How many Brand Engagement Network (BNAIW) SEC filings are available on StockTitan?

StockTitan tracks 39 SEC filings for Brand Engagement Network (BNAIW), 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 Brand Engagement Network (BNAIW)?

The most recent SEC filing for Brand Engagement Network (BNAIW) was filed on May 20, 2026.