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FreeCast, Inc. 8-K Filings

CAST NASDAQ

Every 8-K that FreeCast, Inc. (CAST) 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 CAST 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 CAST filings page.

Rhea-AI Summary

FreeCast, Inc. expanded its board of directors from three to four members and appointed Eric Seidel as a director, effective July 17, 2026. He will serve until a successor is elected and qualified or earlier departure under Florida law and the company’s bylaws.

Seidel was also named the second member of the Audit Committee as FreeCast progresses toward Nasdaq Rule 5605(c)(2)(A) requirements for three independent audit committee members under applicable phase-in provisions. The board determined he is independent under SEC Rule 10A-3 and Nasdaq Rule 5605(a)(2), has not helped prepare the company’s financial statements in the past three years, and can read and understand fundamental financial statements.

At age 62, Seidel brings public-company CEO, technology and entrepreneurial experience, including leadership roles at Kinloom, Web-Est, and eAutoclaims, along with extensive civic and nonprofit board service. The board believes his background provides appropriate skills for board service.

Rhea-AI Summary

FreeCast, Inc. entered into a securities purchase agreement for a private placement of 4,666,667 shares of Class A common stock and pre-funded warrants to purchase 3,243,807 shares, at $3.00 per share or warrant, for aggregate gross proceeds of approximately $23.7 million.

The company plans to use net proceeds for working capital and general corporate purposes, with specific limits on using funds for debt repayment, redemptions, or litigation settlements. Pre-funded warrants carry a $0.0001 exercise price, a 9.99% beneficial ownership cap, and require shareholder approval. FreeCast agreed to file a resale registration statement and may owe 1.5% monthly liquidated damages if registration deadlines are missed. A.G.P./Alliance Global Partners acted as placement agent and received tiered cash fees on the capital raised.

Rhea-AI Summary

FreeCast, Inc. reports an unregistered equity issuance tied to previously issued warrants. On April 8, 2026, the company granted 137 warrants to accredited investors for up to 6,743,587 Class A common shares at $4.25 per share. On May 8, 2026, the board reduced the warrant exercise price to $1.33 and extended the expiration to May 22, 2026. Two investors, Carl and Joyce Peterson, exercised their warrants, and on May 28, 2026 the company issued 250,000 Class A shares, receiving cash proceeds of $332,500. All remaining warrants expired unexercised and 6,493,587 shares previously reserved for them reverted to authorized and unissued status. The share issuance relied on Section 4(a)(2) and Rule 506 of Regulation D, with both investors representing accredited status and investing for their own account.

Rhea-AI Summary

FreeCast, Inc. entered into a Renewal Revolving Convertible Promissory Note with Nextelligence, Inc., an entity controlled by its CEO, William A. Mobley Jr. The note allows borrowings up to $5,000,000 and is convertible into Class A common stock at the closing market price immediately before any conversion notice.

As of April 21, 2026, loans under the note totaled $3,400,000, and after an additional $500,000 borrowing, the outstanding principal reached $3,900,000 as of April 29, 2026. The debt bears 12% annual interest and matures no later than June 30, 2027, with a default rate of 18%. FreeCast may prepay with five days’ notice, and standard anti-dilution adjustments apply for stock splits or combinations.

Rhea-AI Summary

FreeCast, Inc. entered into a Renewal Revolving Convertible Promissory Note with related-party lender Nextelligence, Inc. for principal up to $5,000,000. The note carries a fixed interest rate of 12.0% and matures no later than June 30, 2027, with default interest increasing to 18.0%.

Nextelligence, which is controlled by FreeCast’s Chief Executive Officer and board chairman William A. Mobley, converted $1,714,052 of outstanding principal into a total of 484,354 Class A common shares. This includes 455,841 shares at $3.51 per share and 28,513 shares at $4.00 per share, approved by the independent directors. After these conversions, the remaining principal balance under the renewed note is $3,400,000, and FreeCast may prepay with five days’ prior written notice.

Rhea-AI Summary

FreeCast, Inc. approved and issued 137 warrants to 137 accredited investors to purchase an aggregate of 6,743,587 shares of its Class A common stock. The warrants have an exercise price of $4.25 per share, were immediately exercisable upon issuance, and expire on May 15, 2026.

The warrants were issued in a private placement relying on Section 4(a)(2) and Rule 506 of Regulation D, with recipients representing accredited investor status and acquiring the securities for investment purposes.

Rhea-AI Summary

FreeCast, Inc. filed an amended report to correct and update details on its financing arrangements and an existing convertible note. The company clarified that, after an extra $225,000 draw on April 1, 2026, total loans under a revolving convertible note with Nextelligence reached $5,114,052 as of April 7, 2026.

FreeCast also amended its Equity Purchase Agreement with Amiens Technology Investments, which allows sales of up to $50 million of Class A common stock. The amendment lengthens the pricing period for determining purchase prices to ten trading days and doubles the time allowed to file the initial resale registration statement to thirty days.

Rhea-AI Summary

FreeCast, Inc. updated two key financing arrangements that affect how it can raise cash and manage debt. The company amended its Equity Purchase Agreement with Amiens Technology Investments, LLC, which allows sales of up to $50 million of Class A common stock. The amendment doubles the pricing period used to calculate sale prices from five to ten trading days and gives FreeCast 30 days, instead of 15, to file the initial resale registration statement after its Nasdaq trading start on March 10, 2026.

FreeCast also detailed activity under a revolving convertible promissory note with Nextelligence, Inc., an entity controlled by its CEO. The note allows up to $5 million in borrowings at 12.0% annual interest, convertible into Class A shares at $8.00 per share. After an additional $200,000 borrowing on March 30, 2026, total principal outstanding under the note was $4,889,052 as of April 3, 2026, due no later than June 30, 2026, with an 18.0% default interest rate.

Rhea-AI Summary

FreeCast, Inc. reports a direct financial obligation under a related-party revolving convertible promissory note with Nextelligence, Inc., controlled by its Chief Executive Officer, William A. Mobley, Jr. The aggregate outstanding principal balance under the note is $4,689,052 as of March 23, 2026.

The note bears fixed interest at 12.0% per year, matures no later than June 30, 2026, and allows Nextelligence, at its option, to convert principal and accrued interest into Class A common stock at a conversion price of $8.00 per share. In default or certain bankruptcy events, the interest rate increases to 18.0% per year.

Rhea-AI Summary

FreeCast, Inc. describes a revolving convertible promissory note with Nextelligence, Inc., controlled by its CEO William A. Mobley, Jr., for a principal amount of not more than $5,000,000. The initial principal was $1,315,552 on November 21, 2025.

Outstanding principal rose to $2,725,552 as of January 19, 2026, and the company borrowed an additional aggregate $1,698,500 in nine draws from January 23, 2026 through March 4, 2026. As of March 5, 2026, total outstanding principal under the note is $4,424,052.

At Nextelligence’s option, the debt, including accrued interest, is convertible into Class A common stock at $8.00 per share. The note bears 12.0% annual interest, rising to 18.0% upon certain defaults, and all amounts are due no later than June 30, 2026. FreeCast may prepay with five days’ prior written notice.