Every 8-K that CDT Equity Inc. (CDT) 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 CDT 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 CDT filings page.
CDT Equity Inc. amended its February 19, 2026 agreement to acquire a 20% equity interest in Sarborg Limited for $8,000,000, allowing $1,750,000 (or a mutually agreed amount) of that consideration to be paid in CDT common stock, subject to a 4.99% beneficial ownership limitation. CDT will apply Sarborg audit costs as credits against cash owed and pay the remaining cash consideration from its at-the-market program with minimum payments of $150,000 per month, with any balance due by May 31, 2027. On August 31, 2026, CDT issued 650,000 shares to Sarborg based on the August 28, 2026 share price as partial satisfaction of the stock component.
CDT also issued a senior secured convertible promissory note to J.J. Astor & Co. for a principal amount of $541,620, receiving $401,200 before fees and $375,002 in net proceeds, and repaid the note in full on September 4, 2026. In connection with this note, CDT issued warrants to purchase 237,000 CDT shares at an exercise price of $1.69 per share, exercisable immediately for five years; any warrant share issuance above 19.99% of current outstanding shares is subject to Nasdaq stockholder-approval requirements.
CDT Equity Inc. (CDT) reports that stockholders at its 2026 Annual Meeting approved the issuance of common shares underlying pre-funded warrants held by certain former Sarborg Limited investors. Those investors subsequently exercised all pre-funded warrants on a cashless basis, and CDT Equity issued 12,131,122 shares of common stock.
After these exercises, issuances under the at-the-market offering program, and other recent issuances, CDT Equity had 13,693,866 common shares issued and outstanding as of August 31, 2026. Based on the August 31, 2026 closing share price, market capitalization was approximately $23.0 million, while stockholders’ equity, as reported for the quarter ended June 30, 2026, was approximately $103 million. The company states that, as a result, it no longer has any outstanding deficiencies with The Nasdaq Stock Market LLC.
CDT Equity Inc. (CDT) appointed James Bligh as Chief Executive Officer effective August 31, 2026; he will continue as Chief Financial Officer and a director. Under a new employment agreement, he receives a $600,000 annual base salary and is eligible for an annual cash bonus targeted at 50% of base salary.
Former CEO and director Dr. Andrew Regan resigned effective the same date, receiving $50,000 per month in severance for six months, and the board size decreased from five to four members. Stockholders at the August 28, 2026 annual meeting elected five directors, ratified Carr, Riggs & Ingram, L.L.C. as auditor, and approved amendments authorizing one or more reverse stock splits within a range between 1‑for‑2 and, in the aggregate, not more than 1‑for‑500, at the board’s discretion.
Stockholders also approved share issuances under a senior secured convertible note and warrant issued to J.J. Astor & Co., and the issuance of up to 12,131,770 shares of common stock upon exercise of certain pre‑funded warrants, each under Nasdaq Listing Rule 5635, along with an adjournment proposal supporting these items.
CDT Equity Inc. (CDT) filed an amended report to add detailed financial statements for Sarborg Limited, the Cayman Islands agentic-intelligence company in which CDT has invested, plus unaudited pro forma condensed consolidated financials giving effect to this investment.
Sarborg generated $4.63 million of revenue and a net loss of $0.51 million in 2025, up from $0.10 million of revenue and a $0.28 million net loss for 2024. For the six months ended June 30 2026, Sarborg reported revenue of $0.94 million and a net loss of $0.49 million, compared with $2.55 million of revenue and a $0.83 million net loss in the prior-year period.
All 2025 revenue and 2024 revenue came from CDT-related agreements and addenda, and 79% of revenue for the first half of 2026 was from CDT, highlighting a high level of customer and related-party concentration. In April 2026 Sarborg issued shares valued at $65.03 million to acquire patents recorded as in-process R&D intangible assets. Its auditors and management noted historical losses and low cash balances, but management concluded that a founder liquidity guaranty and planned financings alleviate substantial doubt about Sarborg’s ability to continue as a going concern.
CDT Equity Inc. (CDT) filed an amended report to add full audited financials for Sarborg Limited and unaudited pro forma results for CDT’s recently announced 20% investment in Sarborg. CDT is acquiring 1,020 Sarborg shares for CDT common stock and pre-funded warrants plus a deferred $8 million cash component, payable once CDT raises at least $20 million via an at-the-market program.
Sarborg is a Cayman Islands “agentic intelligence” company focused on autonomous AI platforms for drug repurposing and other applications. In 2025 Sarborg generated $4.6 million of revenue, entirely from related-party contracts with CDT, and recorded a net loss of $0.5 million, leaving a negative equity position of $(0.8) million. Its auditor issued an unqualified opinion.
On a pro forma basis as of December 31 2025, CDT would recognize an $122.9 million equity method investment in Sarborg, increase additional paid-in capital by $115.0 million, and record the $8.0 million contingent cash obligation. CDT would also record a $0.1 million loss from its 20% share of Sarborg’s 2025 net loss.
CDT Equity Inc. modified its financing with J.J. Astor & Co. through second and third amendments to its senior secured convertible promissory note. The principal balance under the Amended Note increased from $1,971,000 to $2,536,650, and the interest rate is now 19%. Repayment is scheduled in twenty-three equal weekly installments of $104,187.65 beginning August 19, 2026, and the lender’s share of net proceeds from the Sales Agreement with A.G.P. was raised from 80% to 90% to pay these installments.
Subject to stockholder approval, the lender may convert outstanding amounts into common stock at the greater of 70% of the lowest volume-weighted average price over twenty consecutive trading days before conversion or the Nasdaq floor price. Under the Third Amendment, the lender advanced an additional $200,000, and the contractual “Floor Price” will reset every six months, starting December 11, 2026, at 20% of the lowest twenty-day volume-weighted average price. CDT Equity must file by August 31, 2026 a resale registration statement covering 200% of the shares underlying the increased principal and obtain stockholder approval by August 28, 2026 for issuances above 19.99% of current outstanding shares. The lender also received warrants for 37,500 shares of common stock at $7.20 per share.
CDT Equity Inc. prepared Amendment No. 1 to its July 30, 2026 current report to address its Sarborg Limited investments. The amendment adds disclosure under the “Completion of Acquisition or Disposition of Assets” item, while incorporating detailed terms from Items 1.01 and 3.02 of the earlier report by reference and leaving all other prior disclosures unchanged.
The company explains that historical financial statements of the businesses or funds acquired and related pro forma financial information required for the Sarborg Limited investments will be provided in a further amendment. This additional amendment is expected to be filed as soon as practicable, and in any event within 71 calendar days after the Original Report’s required filing date.
CDT Equity Inc. agreed to acquire 270 shares of Sarborg Limited from certain Sarborg investors, representing approximately 4.76% of Sarborg’s outstanding common stock. As consideration, CDT Equity will issue pre-funded warrants to purchase up to 12,131,770 shares of its common stock at an exercise price of $0.0001 per share, exercisable only after required stockholder approval under Nasdaq’s 19.99% issuance rules.
CDT Equity will use commercially reasonable efforts to file a resale registration statement for the warrant shares within 60 days of closing. An affiliate of Chief Executive Officer Andrew Regan, Corvus Capital Limited, will receive pre-funded warrants for 5,436,830 shares on the same terms as other investors. Separately, CDT Equity issued an aggregate 123,537 common shares to four service providers as consideration for services, relying on exemptions under Section 4(a)(2) and/or Rule 506 of Regulation D.
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.
CDT Equity Inc. approved and is implementing a 1-for-10 reverse stock split of its common stock to ensure continued compliance with the Nasdaq bid-price rule. The split becomes effective on July 17, 2026 at 5:00 p.m. Eastern Time, and the shares will begin trading on a split-adjusted basis on The Nasdaq Capital Market on July 20, 2026 under the existing symbol CDT, with a new CUSIP number 20678X601.
Each block of ten issued and outstanding shares will be combined into one share, with the par value remaining $0.0001 per share and other terms unchanged. No fractional shares will be issued; stockholders will receive cash in lieu based on the July 17, 2026 closing price. Following the reverse split, outstanding common shares are expected to be reduced to approximately 631,077, and proportional adjustments will apply to equity awards, convertible securities, warrants, and equity incentive plan reserves.
CDT Equity Inc. updated the terms of an existing financing arrangement with J.J. Astor & Co. by entering into an Amended and Restated Loan Agreement and Amended and Restated Senior Secured Convertible Promissory Note on June 30, 2026. The original Note has a principal amount of $1,971,000, with the Company receiving $1,460,000 in loan proceeds funded in two tranches. The amendment closes the second tranche and reschedules repayment so that twenty-four equal weekly installments of $82,125 now begin on July 10, 2026, instead of the previously agreed start date of June 18, 2026. The filing also records this as a direct financial obligation and attaches the full amended note and loan agreement as exhibits.
CDT Equity Inc. reported that its audit committee dismissed CBIZ CPAs P.C. as independent auditor and approved Carr, Riggs & Ingram, L.L.C. (CRI) as the new independent registered public accounting firm, effective June 23, 2026.
CBIZ CPAs’ audit report on the year ended December 31, 2025 contained an explanatory paragraph about substantial doubt regarding CDT Equity’s ability to continue as a going concern. The company also disclosed previously identified material weaknesses in internal control over financial reporting, including limited segregation of duties, lack of formal review processes, recurring errors, inadequate control design, restatements, and inconsistent review of related-party transactions. The company states there were no disagreements with CBIZ CPAs on accounting or auditing matters, and it had not consulted CRI on accounting issues before the engagement.
CDT Equity Inc. has restructured its financing, eliminating over $6.3 million of legacy obligations while entering a new secured convertible loan facility. The company repaid a $5,737,500 A.G.P. convertible note and will repay $555,555.56 to Ascent Partners, leaving a single senior secured convertible note with J.J. Astor & Co.
Under the new Loan Agreement, CDT will receive up to $1,460,000 against a senior secured convertible promissory note with a principal amount of $1,971,000, repayable in twenty-four weekly installments of $82,125. The note can be converted into common stock after six months at a variable price tied to the stock’s volume-weighted average price and subject to Nasdaq Rule 5635(d) and ownership caps of 4.99% or, at the lender’s election, 9.99%.
CDT also issued warrants to purchase 912,500 shares at $0.72 per share, with all conversion and warrant issuance above 19.99% of current outstanding shares requiring stockholder approval. The note is interest-free unless a default occurs, in which case the amount due increases to 120% of the outstanding balance and accrues interest at 19% per annum, compounded daily.
CDT Equity Inc. reported receiving a Nasdaq deficiency notice because it did not file its Form 10‑Q for the quarter ended March 31, 2026 on time, as required by Nasdaq Listing Rule 5250(c)(1) governing periodic filings. The notice does not immediately affect trading or the listing of its common stock or warrants on The Nasdaq Capital Market.
Nasdaq has given the company until July 20, 2026 to submit a plan to regain compliance. CDT Equity anticipates filing the delayed Form 10‑Q once its review process is complete, which it expects will restore compliance with the periodic filing requirement.
CDT Equity Inc. entered into amendments to its equity line of credit and a related senior secured convertible note. The company and its institutional investor set the gross purchase price for each regular ELOC closing, without purchaser consent, at $510,000. The note amendment allows the company to retain 90% of proceeds from any debt or equity financing, including the ELOC, while 10% must be applied to amounts due under the note. Both amendments are effective through May 31, 2026 and then cease to modify the original agreements.
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.
CDT Equity Inc. is implementing a 1-for-25 reverse stock split of its common stock. The split becomes effective on March 26, 2026 at 5:00 p.m. Eastern Time, with trading on a split-adjusted basis on Nasdaq starting March 27, 2026 under the same ticker, CDT.
Every 25 issued and outstanding shares will be combined into one share, while the par value remains $0.0001. The company expects its post-split outstanding common shares to be reduced to approximately 4,722,450. Outstanding equity awards, convertible securities and warrants, as well as plan reserves and exercise prices, will be adjusted proportionally.
No fractional shares will be issued; stockholders otherwise entitled to fractions will receive a cash payment based on the split-adjusted closing price on March 26, 2026. The common stock will continue trading on Nasdaq with a new CUSIP 20678X502.
CDT Equity Inc. reported that stockholders approved seven proposals at a special meeting held on March 17, 2026. A quorum was present with proxies representing over one-third of common shares entitled to vote.
Stockholders approved the issuance of up to 3,685,815 shares of common stock upon exercise of certain pre-funded warrants, and separately approved the issuance of up to 109,978,918 shares upon exercise of additional pre-funded warrants, each in accordance with Nasdaq Listing Rule 5635. They also approved issuances of common stock under a January 16, 2026 equity line of credit purchase agreement.
Investors authorized one or more reverse stock splits at ratios between 1-for-2 and 1-for-100, and in the aggregate not more than 1-for-250, at the board’s discretion, as well as an increase in authorized common shares from 250,000,000 to 500,000,000. Stockholders further approved redomestication of the company from Delaware to the Cayman Islands, including adoption of new memorandum and articles of association, and authorized potential adjournment of the meeting to continue soliciting votes if needed.
CDT Equity Inc. amended its directed stock purchase agreement with an institutional investor, lowering the equity line of credit floor price to $0.60. At this level, the maximum common shares potentially issuable under the facility is 41,666,667 shares, with full issuance subject to stockholder approval under Nasdaq rules.
The company also entered into a Securities Purchase Agreement and issued a Senior Secured Convertible Promissory Note with principal of up to $555,556, bearing 10% annual interest and maturing on July 3, 2026. After stockholder approval, the investor may convert principal into common shares at the Nasdaq official closing price on the approval date, subject to a 9.99% beneficial ownership cap. The note is secured by company assets and supported by a guaranty, and both the equity line shares and conversion shares are being issued in unregistered transactions under Section 4(a)(2).
CDT Equity Inc. entered a Securities Purchase Agreement to acquire approximately 20% of Sarborg Limited in exchange for equity, warrants and future cash. The company will issue 598,006 shares of common stock and pre-funded warrants to purchase up to 109,978,918 additional shares, plus pay Sarborg $8 million in cash after it raises at least $20 million through an at-the-market program. The pre-funded warrants, priced at $0.0001 per share, are exercisable only after required stockholder approval under Nasdaq rules. CDT Equity also extended two consulting agreements, paying retainers via 199,734 shares to NJS Foresight Bio-Advisory and 341,702 shares to Thesprogen PC, and previously issued 130,000 shares to Maxim Partners LLC for investment banking services.
CDT Equity Inc. entered into a directed equity purchase agreement with an institutional investor, creating an equity line of credit facility of up to $25 million in common stock. The company can, at its option, direct the investor to buy shares over a period of up to 36 months, with each purchase priced at a discount to market based on recent volume-weighted average prices and subject to a $750,000 per-closing cap and trading-volume limits.
The investor is not required to buy shares that would push its beneficial ownership above 9.99% of CDT’s voting power, and generally will not buy if the stock trades below a floor price of $1.35, which resets every six months based on Nasdaq closing prices. As consideration, CDT agreed to issue 204,031 commitment shares of common stock. CDT plans to use any proceeds from share sales under this facility for working capital and general corporate purposes and has agreed to register the resale of both the purchased shares and the commitment shares.
CDT Equity Inc. approved a 1-for-8 reverse stock split of its common stock, as described in an amendment to its certificate of incorporation filed in Delaware on October 8, 2025. At the effective time on October 10, 2025, every eight issued and outstanding shares of common stock will be combined into one share, while the par value and other terms of the stock remain unchanged.
The common stock is expected to begin trading on a reverse-split-adjusted basis on The Nasdaq Capital Market on October 13, 2025 under the ticker “CDT,” with a new CUSIP number 20678X403. No fractional shares will be issued; instead, stockholders entitled to a fraction will receive cash based on the split-adjusted closing price on October 10, 2025.
CDT Equity Inc. determined its previously issued unaudited interim financial statements for the quarter ended March 31, 2025 should no longer be relied upon because $0.4 million in milestone payments to Sarborg Limited were misclassified. Those payments were recorded as research and development expense but should have been recorded as an acquired diagnostic asset on the March 31, 2025 condensed consolidated balance sheet in accordance with ASC 730. Management and the Audit Committee discussed the matter with CBIZ CPAs P.C., the independent registered public accounting firm. The company plans to amend its Quarterly Report for the Subject Period to restate and adjust the affected financial statements and related notes.
CDT Equity Inc. completed a corporate rebranding, changing its name from Conduit Pharmaceuticals Inc. to CDT Equity Inc. and amending its bylaws to reflect the Name Change. The company confirmed its common stock will continue to trade on The Nasdaq Capital Market under the ticker CDT, and stated the CUSIP for the common stock will not change.
At its annual meeting, stockholders approved an amendment and restatement of the 2023 Stock Incentive Plan to authorize an additional 2,000,000 shares for awards. Stockholders also ratified CBIZ CPAs P.C. as the independent auditor and elected five director nominees. The board appointed James Bligh, a co-founder and interim CFO, as the company’s permanent Chief Financial Officer; he will remain a member of the board and his compensation remains as disclosed in the company’s proxy.