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. (symbol CDT) has a group of related investors reporting beneficial ownership of its common stock. Primary Development Fund (Cayman) SPC, E2 Trust, E3 Fund SP and IALC Trustees SA together may be deemed to beneficially own 23,912 shares of CDT common stock after a 1-for-10 reverse stock split effected on July 20, 2026.
The group’s holdings represent 2.97% of CDT’s common stock, based on 786,670 shares outstanding as of August 12, 2026. Voting and dispositive powers over these 23,912 shares are reported as shared among the four reporting persons, with no sole voting or dispositive power for any of them.
CDT Equity Inc. (CDT) has a new Schedule 13G showing that a group of related investment entities collectively report beneficial ownership of a minority stake in the company’s common stock. Primary Development Fund (Cayman) SPC, E2 Trust, E3 Fund SP, and IALC Trustees SA together report beneficial ownership of 5.3% of CDT common stock. This is based on 786,670 CDT shares outstanding as of August 12, 2026, after the company’s 1-for-25 reverse stock split on March 26, 2026 and 1-for-10 reverse stock split on July 20, 2026.
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. reported a net loss of $8.7 million for the six months ended June 30, 2026, compared with a $10.8 million loss a year earlier, as operating expenses declined, particularly research and development. Cash and cash equivalents were $0.7 million, and operating cash outflow improved to $2.4 million from $6.5 million.
Total assets rose sharply to $126.7 million, driven by a new $122.8 million equity method investment in related-party Sarborg Limited, while current liabilities increased to $23.4 million, including an accrued litigation liability of $9.6 million and an $8.0 million investment payable tied to the Sarborg deal. Stockholders’ equity swung from a $7.2 million deficit at year-end 2025 to $103.1 million of equity, largely due to this investment and substantial warrant issuance and exercises.
The company discloses substantial doubt about its ability to continue as a going concern, citing recurring losses, low cash, and expected future negative cash flows. Management plans to rely on its at-the-market offering program, with approximately $73.6 million of capacity referenced, and a senior secured $2.0 million J.J. Astor convertible note (later amended) plus an equity line of credit, but notes there is no assurance that sufficient funding will be available.
CDT Equity Inc. is asking stockholders at its virtual August 28, 2026 annual meeting to elect five directors, ratify Carr, Riggs & Ingram as auditor for 2026, and approve several capital-structure and share-issuance actions.
The board seeks authority to implement one or more reverse stock splits of the common stock, with individual ratios between 1‑for‑2 and 1‑for‑100 and an aggregate limit of 1‑for‑500, at its discretion. Stockholders are also asked to approve share issuances under a senior secured convertible note and warrant issued to J.J. Astor & Co., and to approve the issuance of up to 12,131,770 shares of common stock upon exercise of pre‑funded warrants, all under Nasdaq Listing Rule 5635.
There were 786,716 shares of common stock outstanding and entitled to vote as of August 3, 2026. The proxy details significant related‑party arrangements, including transactions with Corvus Capital (associated with CEO Andrew Regan), extensive services and equity-linked deals with Sarborg Limited, and prior secured notes with Nirland that have been repaid. It also outlines executive and director compensation, committee structures, independence determinations, and prior reverse stock splits already reflected in share figures.
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.