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Board reshuffle at CDT Equity (NASDAQ: CDT) adds Ulrik Olsen, new chairs

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

CDT Equity Inc. announced changes to its board leadership and membership. The company appointed Ulrik Olsen, age 50, as a director and member of the Audit, Compensation, and Nominating and Corporate Governance Committees. The board determined he meets independence requirements under Nasdaq and the Securities Exchange Act.

Olsen is based in New Zealand, where Sarborg Limited, in which CDT holds a 20% equity stake, has its principal place of business. He brings experience in commercial property, including director roles at Scarborough Group Limited since 2017 and managing director of OB Energy since 2018. He will participate in CDT’s non-employee director compensation program.

Freda Lewis-Hall resigned from the board and her committee roles for family health reasons, with no disagreement related to company operations. Chele Chiavacci Farley was appointed chairperson of the board and of the Nominating and Corporate Governance Committee, and Simon Fry was appointed chairperson of the Audit Committee.

Positive

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Negative

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Ulrik Olsen age 50 years Age of newly appointed director Ulrik Olsen
Equity stake in Sarborg Limited 20% equity stake Ownership held by CDT Equity Inc. in Sarborg Limited
Olsen ownership in Sarborg Ltd. 7.84% ownership Approximate ownership held by Ulrik Olsen in Sarborg Ltd.
Director role at Scarborough Group Since 2017 Olsen’s directorship at Scarborough Group Limited began in 2017
Managing director at OB Energy Since 2018 Olsen’s role as managing director of OB Energy
COO at Gull New Zealand 2015 to 2017 Period when Olsen served as Chief Operating Officer of Gull New Zealand
Audit Committee financial
"appointed Ulrik Olsen as a director of the Company, and as a member of the Audit Committee"
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
Compensation Committee financial
"appointed Ulrik Olsen as a director of the Company, and as a member of the Audit Committee, Compensation Committee"
A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.
Nominating and Corporate Governance Committee financial
"as a member of the Audit Committee, Compensation Committee, and the Nominating and Corporate Governance Committee"
A nominating and corporate governance committee is a group within a company's board of directors responsible for selecting and recommending individuals to serve as company leaders, such as directors or executives. They also develop and oversee policies to ensure the company is run fairly, ethically, and transparently. This committee matters to investors because it helps ensure the company is well-managed and guided by qualified, responsible leadership.
emerging growth company regulatory
"Emerging growth company Item 5.02."
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.
non-employee director compensation program financial
"Mr. Olsen will participate in the Company’s non-employee director compensation program."
independence regulatory
"The Board has determined that Mr. Olsen meets the requirements for independence under the applicable listing standards"
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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): April 27, 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)

 

 

(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 at an exercise price of $11.50   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 5.02. Departure Of Directors Or Certain Officers; Election Of Directors; Appointment Of Certain Officers; Compensatory Arrangements Of Certain Officers.

 

Appointment to the Board of Directors

 

On April 27, 2026, upon the recommendation of the Nominating and Corporate Governance Committee, the Board of Directors (the “Board”) of CDT Equity Inc. (the “Company”) appointed Ulrik Olsen as a director of the Company, and as a member of the Audit Committee, Compensation Committee, and the Nominating and Corporate Governance Committee. Mr. Olsen will serve as a director until the Company’s 2026 annual meeting of stockholders and until his successor has been duly elected and qualified, or until his earlier resignation or removal. The Board has determined that Mr. Olsen meets the requirements for independence under the applicable listing standards of The Nasdaq Stock Market LLC and the Securities Exchange Act of 1934, as amended.

 

Mr. Olsen, age 50, is based in New Zealand, the principal place of business of Sarborg Limited, in which the Company holds a 20% equity stake. He is an experienced executive in the commercial property industry with expertise in all aspects of strategic growth, client and project management, and marketing strategies. Mr. Olsen has been a director of Scarborough Group Limited, a New Zealand-based property investment and development company since 2017. In this role, Mr. Olsen has been actively involved in the strategic direction, acquisition, development, leasing, and management of the group’s commercial and industrial property portfolio. Concomitantly, Mr. Olsen has held a role as managing director of OB Energy since 2018. From 2015 to 2017, Mr. Olsen served as the Chief Operating Officer of Gull New Zealand in which he has held various roles since 1999.

 

Mr. Olsen will participate in the Company’s non-employee director compensation program. There is no arrangement or understanding between Mr. Olsen and any other person pursuant to which he was selected as a director of the Company and there are no family relationships between Mr. Olsen and any of the Company’s directors or executive officers. Other than Mr. Olsen’s approximate 7.84% ownership in Sarborg Ltd., there are no transactions to which the Company is a party and in which Mr. Olsen has a direct or indirect material interest that would be required to be disclosed under Item 404(a) of Regulation S-K.

 

Resignation from the Board of Directors

 

On April 27, 2026, Freda Lewis-Hall notified the Board of the Company of her decision to resign from the Board for family health reasons, vacating her role as chairperson on the Board, as chairperson of the Nominating and Corporate Governance Committee, and as a member of the Audit Committee and Compensation Committee, effective immediately. Dr. Lewis-Hall’s resignation is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. The Company and the Board wish to sincerely thank Dr. Lewis-Hall for her exceptional years of service and significant contributions to the Company. Chele Chiavacci Farley has been appointed as chairperson of the Board and as chairperson of the Nominating and Corporate Governance Committee, effective immediately. As a result, Ms. Farley will step down as chairperson of the Audit Committee, but will remain as a member of the Audit Committee. Simon Fry has been appointed as chairperson of the Audit Committee.

 

 
 

 

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.
     
April 27, 2026 By: /s/ Andrew Regan
  Name: Andrew Regan
  Title: Chief Executive Officer

 

 

 

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