Welcome to our dedicated page for CHARLES & COLVARD SEC filings (Ticker: CTHR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Charles & Colvard, Ltd. filings document the regulatory record for a North Carolina fine jewelry company specializing in moissanite and lab-grown diamonds. Its 8-K and amended 8-K reports cover material definitive agreements, convertible secured note disclosures, capital-structure changes, and strategic financing arrangements tied to the company’s operating and liquidity position.
The filing record also documents the company’s Chapter 11 bankruptcy petition, debtor-in-possession financing, securities registered under Section 12(b), late-filing notices, board composition changes, executive chair compensation, proxy-solicitation expense reimbursement, and other governance matters. These disclosures frame CTHR’s formal reporting around corporate status, governance, financing, and ongoing operating risks.
Charles & Colvard, Ltd. is in voluntary Chapter 11 in the Eastern District of North Carolina and has furnished its Bankruptcy Court Monthly Operating Report for the period ended May 31, 2026. Management states the business continued to operate but incurred a cash loss for the month.
The report shows complex cash movements across several operating accounts, including one account receiving $326,104 of May receipts, of which $205,843 came from Debtor-In-Possession financing with Van Lang Jewelry, and ending with $178,922 cash. Another account recorded $579,691 in receipts and $578,982 in disbursements, ending with $7,788. An auction of the debtor’s assets on June 22, 2026 resulted in AJS Creations as winning bidder with a price of $2, and the debtor is working with counsel to formulate a Chapter 11 plan.
Accounts receivable ended at $284,895, while post-petition accounts payable totaled $349,417, including significant payables over 60 days, mainly related to the corporate office lease, on which $0 was paid and the lease is not current. No payments were made this month to secured creditors Wolfspeed, Essential Lab Grown Diamonds, or Van Lang Jewelry. Officer compensation for the month included $16,540.33 to CFO Clint J. Pete, and $109,984.21 was paid in professional fees to Hendren, Redwine & Malone. The company cautions that trading in its common stock is highly speculative and that equity holders may experience a significant or complete loss.
Charles & Colvard, Ltd. reports that AJS Creations, Inc. has been approved by the U.S. Bankruptcy Court to acquire specified business assets and assume certain liabilities for cash consideration of $2,700,000 under an Overbid Purchase Agreement. This followed a court-supervised auction where AJS submitted the highest or otherwise best bid.
The earlier Asset Purchase Agreement with Jewelry Design Partners LLC, which contemplated $1,500,000 of consideration via a credit bid under the DIP Facility, was terminated and JDP received a $45,000 break-up fee. The company cautions that, given its ongoing Chapter 11 Case, holders of its common stock may experience a significant or complete loss on their investment and urges extreme caution regarding existing and future investments.
Charles & Colvard, Ltd. has entered into an Overbid Purchase Agreement with AJS Creations, Inc. to sell specified business assets and transfer certain liabilities for $2,700,000 in cash, as part of its ongoing Chapter 11 bankruptcy process.
The auction, held on June 22, 2026, selected AJS as the successful bidder and Light & Star USA Inc. as back-up bidder, replacing a prior $1,500,000 stalking-horse bid from Van Lang Jewelry LLC/Jewelry Design Partners LLC. Upon closing, the earlier JDP agreement will terminate and Van Lang Jewelry LLC will receive a $45,000 break-up fee.
The Bankruptcy Court approved the AJS Purchase Agreement and related transactions on June 25, 2026, with closing required by July 7, 2026, subject to specified extensions and customary conditions. The company warns that trading in its common stock is highly speculative and that shareholders may suffer a significant or complete loss depending on the Chapter 11 outcome.
Charles & Colvard, Ltd. updates its Chapter 11 process and governance arrangements. The company highlights an asset purchase agreement under which a buyer agreed to acquire substantially all assets, excluding specified items, for $1,500,000, subject to Bankruptcy Court approval and potential credit bidding of debtor-in-possession loan obligations.
The Bankruptcy Court approved the buyer as “stalking horse,” related credit bid provisions, break-up fee, expense reimbursement, and bidding procedures, and set a final sale hearing for June 22, 2026. Separately, Executive Chair Michael Levin’s role was shifted to a month-to-month term at $7,500 per month in lieu of other board compensation.
The company warns that trading in its common stock during the Chapter 11 case is highly speculative and states that common shareholders may face a significant or complete loss of their investment, depending on the ultimate outcome of the restructuring.
Charles & Colvard, Ltd. entered into an Asset Purchase Agreement to sell its assets (other than specified excluded assets) to Van Lang Jewelry LLC or its affiliate for $1,500,000, subject to conditions including approval by the U.S. Bankruptcy Court.
The buyer is expected to serve as the Chapter 11 “stalking horse” bidder under section 363 sale procedures, with a $45,000 break-up fee and up to $45,000 of expense reimbursement in certain termination scenarios. The company, which filed for Chapter 11 on March 2, 2026, warns that common stockholders may face a significant or complete loss on their investment.
Charles & Colvard, Ltd. obtained interim court approval for a senior secured superpriority debtor-in-possession credit facility as part of its ongoing Chapter 11 case. The multiple-draw term loan allows borrowing of up to $1 million under a Section 364 Financing Loan Agreement with Van Lang Jewelry LLC.
The funds may be used to pay operating expenses, bankruptcy administration costs, required debt service in the Chapter 11 proceeding, and fees, interest and other amounts owed under the DIP agreement. Borrowings generally bear interest at 9% per annum and are subject to customary covenants and events of default.
The company warns that trading in its common stock during the Chapter 11 process is highly speculative and that shareholders may face a significant or complete loss of their investment, depending on how the restructuring is resolved.
Charles & Colvard, Ltd. reported several governance changes. Director Duc Pham resigned from the board effective March 25, 2026, with the company stating his departure did not involve any disagreement over operations, policies, or practices. He previously served on the Audit Committee and chaired the Compensation Committee, and the board size was reduced from four to three members.
Michael Levin’s role as Executive Chair, originally a three‑month appointment beginning January 5, 2026, was extended by one additional month. During this extended term, he will be paid $7,500 per month in place of standard board compensation. The board also amended the bylaws on March 27, 2026 to change the permitted board size range from between four and nine directors to between three and nine directors, aligning the bylaws with the new board structure.
Charles & Colvard, Ltd. filed an amended current report to correct its share count and clarify the treatment of a prior note conversion. The company had issued a $2.0 million convertible secured note dated July 3, 2025, due October 3, 2025, to Ethara Capital LLC.
Under an August 29, 2025 Note Conversion Agreement, $200,000 of principal and accrued interest was intended to convert into 1,353,180 common shares at a $0.1478 conversion price. After reviewing this transaction and a related default notice, the Board determined on February 26, 2026 that the attempted conversion was invalid because it lacked required shareholder approval.
As a result, the company states that the correct number of authorized and outstanding shares is 3,118,273, and no other aspects of the earlier disclosure are being changed in this amendment.
Charles & Colvard, Ltd. reported that disinterested members of its Board of Directors approved reimbursing $406,188.72 of reasonable and necessary expenses incurred by Riverstyx Fund, LP and director Duc Pham in a proxy solicitation for the Company’s 2025 Annual Meeting of Shareholders.
The Board noted that shareholders holding a majority of voting power had supported the Riverstyx Fund, LP and Duc Pham nominees and that such reimbursements are a common practice in resolving proxy contests. Payment of this reimbursement was approved contingent on, and deferred until, the Company is in a stronger financial position.
Charles & Colvard, Ltd. has filed a voluntary petition for relief under Chapter 11 in the U.S. Bankruptcy Court for the Eastern District of North Carolina. The company plans to operate as a debtor in possession while pursuing a court-supervised restructuring of its financial and operational obligations.
The company is seeking typical first-day court approvals to keep paying employee wages and benefits, certain vendors for post-petition goods and services, and ongoing insurance and tax obligations. It warns that the bankruptcy filing may trigger defaults and potential acceleration under contracts and debt agreements, including a convertible secured note and its main lease, although these effects may be stayed under the Bankruptcy Code.
Management states that business operations, including online sales, are expected to continue in the ordinary course during the process. The company cautions that trading in its common stock during the Chapter 11 case is highly speculative and that shareholders may face a significant or complete loss of their investment, depending on the outcome of the restructuring.