CDT Equity issues stock for consulting services

On July 24, 2026, CDT Equity Inc. issued 32,110 shares of common stock, par value $0.0001 per share, to a service provider as consideration for consulting services.

Rhea-AI Filing Summary

On July 24, 2026, CDT Equity Inc. issued 32,110 shares of common stock, par value $0.0001 per share, to a service provider as consideration for consulting services. The stock was valued at $3.27 per share for this transaction.

The issuance was an unregistered sale of equity securities, made in reliance on the exemption from registration under Section 4(a)(2) of the Securities Act of 1933 as a transaction not involving a public offering.

Filing Explained

On July 24, 2026, CDT Equity issued 32,110 common shares as consulting consideration; issuing those additional shares increases the total share count and reduces an existing holder’s percentage ownership absent offsetting changes.

8-K Event Classification

Item 3.02 — Unregistered Sales of Equity Securities

1 item

Item 3.02 Unregistered Sales of Equity Securities Securities

The company sold equity securities in a private placement or other unregistered transaction.

Key Figures

Shares Issued: 32,110 shares Share Valuation: $3.27 per share Par Value: $0.0001 per share +1 more

4 metrics

Shares Issued 32,110 shares Common stock issued on July 24, 2026 to a service provider

Share Valuation $3.27 per share Value assigned to common stock issued for consulting services

Par Value $0.0001 per share Par value of CDT Equity Inc. common stock

Warrant Exercise Ratio 1 share per warrant Each whole redeemable warrant exercisable for one share of common stock

Key Terms

Unregistered Sales of Equity Securities, Section 4(a)(2), par value, emerging growth company

4 terms

Unregistered Sales of Equity Securities regulatory

"Item 3.02 Unregistered Sales of Equity Securities. On July 24, 2026"

Section 4(a)(2) regulatory

"in reliance on the exemption from the registration requirements provided by Section 4(a)(2)"

Section 4(a)(2) is a part of U.S. securities laws that allows companies to sell their stock directly to certain investors without registering the sale with regulators. This process is often used for private placements, making it easier and faster for companies to raise money from knowledgeable or institutional investors. It matters to investors because it provides an alternative way to buy shares, often with fewer disclosures and lower costs.

par value financial

"shares of common stock, par value $0.0001 per share, to a service provider"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity transaction did CDT (CDT) recently complete?

CDT Equity Inc. issued 32,110 shares of common stock to a service provider as consideration for consulting services, valuing the shares at $3.27 per share. This represents stock-based payment rather than a cash settlement for the engagement.

At what value were CDT (CDT) shares issued to the service provider?

The common stock was valued at $3.27 per share when issued to the service provider. This valuation applies to the full block of 32,110 shares used as consideration for the consulting services provided to CDT Equity Inc.

How many CDT (CDT) shares were issued in the unregistered transaction?

CDT Equity Inc. issued 32,110 shares of its common stock in the described transaction. These shares were granted to a service provider as payment for consulting services, rather than being sold to the public or through a registered offering.

Under what legal exemption did CDT (CDT) issue the new shares?

The company relied on Section 4(a)(2) of the Securities Act of 1933, treating the issuance as a transaction not involving a public offering. This allowed CDT Equity Inc. to issue the 32,110 shares without registering them with the SEC.

Was the CDT (CDT) share issuance a public offering?

No, the share issuance was not a public offering. CDT Equity Inc. treated the grant of 32,110 shares at $3.27 per share to a service provider as an unregistered private transaction under Section 4(a)(2) of the Securities Act.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 07/29/2026 - 04:31 PM Accepted by SEC EDGAR 07/29/2026 - 04:30 PM Learn about SEC filing dates

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 24, 2026

CDT Equity Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-41245		87-3272543
(State or other jurisdiction		(Commission		(I.R.S. Employer
of incorporation)		File Number)		Identification No.)

4851 Tamiami Trail North, Suite 200, Naples, FL		34103
(Address of principal executive offices)		(Zip Code)

(646) 491-9132

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.0001 par value per share		CDT		The Nasdaq Stock Market LLC
Redeemable Warrants, each whole warrant exercisable for one share of Common Stock		CDTTW		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 3.02 Unregistered Sales of Equity Securities.

On July 24, 2026, CDT Equity, Inc. (the “Company”) issued 32,110 shares of common stock, par value $0.0001 per share (the “Common Stock”) at a value of $3.27 per share to a service provider as consideration for certain consulting services. The Company issued the shares in reliance on the exemption from the registration requirements of the Securities Act, provided by Section 4(a)(2) under the Securities Act of 1933, as amended, as a transaction not involving a public offering.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CDT EQUITY INC.
July 29, 2026	By:	/s/ Andrew Regan
	Name:	Andrew Regan
	Title:	Chief Executive Officer

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 3.7 KB
• EX-101 XBRL DEFINITION FILE 26.1 KB
• EX-101 XBRL LABEL FILE 36.0 KB
• EX-101 XBRL PRESENTATION FILE 24.7 KB