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Duke Energy Corporation filed an Item 1.01/8-K dated September 11, 2025 that includes written communications and soliciting/pre-commencement communications references under Rules 425, 14a-12, 14d-2(b) and 13e-4(c). The filing lists multiple Duke Energy securities (common stock; 5.625% Junior Subordinated Debentures due 2078; depositary shares representing 5.75% Series A preferred; and senior notes due 2028, 2031 and 2034) and indicates New York Stock Exchange listings. The filing expressly includes an opinion of Elizabeth H. Jones regarding the validity of the securities and her consent (included as part of Exhibit 5.1). The document is signed by an Assistant Corporate Secretary for Duke Energy Corporation on the stated date.
Duke Energy Corporation is offering $1.75 billion of senior unsecured notes in two series: $1.0 billion of 4.95% notes due September 15, 2035 and $750 million of 5.70% notes due September 15, 2055. Interest is payable semi-annually beginning March 15, 2026. Net proceeds are expected to be approximately $1.7 billion and will be used to repay $650 million of 0.90% senior notes maturing September 15, 2025, $500 million of 5.00% senior notes maturing December 8, 2025, to repay a portion of commercial paper and for general corporate purposes. The notes are unsecured, rank pari passu with other unsecured indebtedness, have no sinking fund and will be issued in book-entry form through DTC.
Duke Energy Corporation is offering two series of senior unsecured note securities in a preliminary prospectus supplement: 2035 Notes maturing September 15, 2035 and 2055 Notes maturing September 15, 2055. Each series will pay interest semi-annually on March 15 and September 15 beginning March 15, 2026. The Notes are direct, unsecured and unsubordinated obligations ranking equally with other unsecured senior indebtedness and are structurally subordinated to liabilities of subsidiaries. The offering is a new issue with no current trading market and will be issued in book-entry form through DTC, Clearstream and Euroclear. Net proceeds (amounts redacted) are intended to repay $650 million of 0.90% Senior Notes due September 15, 2025, $500 million of 5.000% Senior Notes due December 8, 2025, to repay a portion of outstanding commercial paper and for general corporate purposes; at August 21, 2025 Duke had about $3.0 billion of commercial paper outstanding with a weighted average rate of ~4.54%.
Trustee is The Bank of New York Mellon Trust Company, N.A.; joint book-running managers include Citigroup, Goldman Sachs, Mizuho, MUFG, PNC, Truist, Wells Fargo and others. The prospectus supplement references risk factors and forward-looking statements and incorporates prior SEC filings by reference. Certain offer details and numeric terms in this preliminary supplement are redacted and subject to completion.
The filer submitted a Form 144 notifying a proposed sale of 10,000 common shares of the issuer. The sale is scheduled approximately for 08/25/2025 through Rockefeller Capital Management (broker address provided). The aggregate market value of the shares at filing is $1,241,400.00 and the issuer's reported shares outstanding is 777,000,000. All 10,000 shares were acquired as stock awards from Duke Energy on four dates in February 2025 with transaction dates and award amounts listed in the filing. The filer states no sales in the past three months and certifies no undisclosed material adverse information.
Alexander J. Weintraub, Senior Vice President and Chief Customer Officer of Duke Energy (ticker DUK), reported an insider sale of company common stock. On 08/19/2025 he disposed of 400 shares at a price of $121.64 per share. After the sale he beneficially owns 7,860 shares directly and an additional 2,550 shares indirectly through a 401(k) plan, which the filer describes as interests in an issuer stock fund. The Form 4 was submitted by an attorney-in-fact and discloses routine executive stock sales rather than derivative or option activity.
Bonnie B. Titone, Senior Vice President and Chief Administrative Officer of Duke Energy Corp (ticker shown in the filing as DUK), reported the sale of 2,000 shares of Duke Energy common stock on 08/20/2025 at a weighted average price of $124.3819. After the transaction she beneficially owned 19,608 shares, held directly. The filing notes the shares were sold in multiple transactions at prices ranging from $124.379 to $124.400 and that the reporting person will provide detailed per-trade quantities on request. The Form 4 was signed by an attorney-in-fact on 08/21/2025.
Form 144 notice for Ocean Park High Income ETF (DUKH) discloses a proposed sale of 2,000 common shares through Fidelity Brokerage Services with an aggregate market value of $248,763.82. The filing lists the approximate sale date as 08/20/2025 on the NYSE and reports total shares outstanding of 777,624,467. The shares were acquired on 02/06/2023 via restricted stock vesting and paid as compensation. No securities were sold by the filer in the past three months. The notice includes the standard attestation that the seller does not possess undisclosed material adverse information.
The filer submitted a Form 144 notifying a proposed sale of 400 common shares of the issuer through Fidelity Brokerage Services on 08/19/2025, with an aggregate market value of $48,656.00 and 777,624,467 shares outstanding. The 400 shares were acquired via restricted stock vesting: 174 shares on 02/23/2025 and 226 shares on 04/01/2025, and the consideration is listed as compensation. The filer reports no securities sold in the past three months and makes the required representation that they are not aware of undisclosed material adverse information about the issuer.
Thomas Preston Gillespie Jr., an officer of Duke Energy Corp (DUK), reported a sale on Form 4. On 08/12/2025 he sold 6,700 shares of Duke Energy common stock at $124.26 per share. Following the transaction he beneficially owned 46,422 shares directly. The filing also shows an indirect holding of 403 shares through a 401(k) stock fund. The Form 4 was signed by an attorney-in-fact on 08/13/2025. The document lists the reporting person’s title and address and discloses the transaction but provides no reason for the sale.
Ocean Park High Income ETF submitted a Form 144 reporting a proposed sale of 6,700 common shares through Fidelity Brokerage Services, with an aggregate market value of $832,542.67, to be executed approximately on 08/12/2025 on the NYSE. The filing lists 777,624,467 shares outstanding, and the securities to be sold were acquired as restricted stock vesting in February 2022 (two grants of 6,546 and 154 shares) recorded as compensation. The form states “Nothing to Report” for sales in the past three months and includes the required representation that the filer is not aware of undisclosed material adverse information.