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  4. [8-K] Glucotrack, Inc. Reports Material Event

Glucotrack, Inc. (NASDAQ: GCTK) secures $5.5M debt and equity financing

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Rhea-AI Filing Summary

Glucotrack, Inc. arranged approximately $5.5 million of new capital with institutional investors, consisting of a $3.5 million follow-on senior secured convertible note financing and a $2.0 million equity-linked private placement. The company stated the $0.75-per-unit equity financing was priced at a premium to market.

The Follow-On Bridge Notes have an aggregate face amount of $4,487,179 (22% original issue discount), bear 8% annual interest, mature nine months from July 14, 2026, carry an 18% default rate, and are secured by a first-priority lien on most company assets. After stockholder approval under Nasdaq Listing Rule 5635(d), they become convertible at the lower of the Nasdaq Minimum Price or 80% of the lowest daily VWAP over 15 trading days, subject to a 20% floor. Follow-On Bridge Warrants become exercisable for five years after approval, with a formula-based exercise price and similar floor protections. In the Interim PIPE, Glucotrack issued 2,666,667 pre-funded warrants and 2,666,667 common warrants (exercise price $1.50) for $2,000,000 in gross proceeds, with a 4.99% (or 9.99%) beneficial ownership cap and resale registration rights under a Registration Rights Agreement.

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Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 3.02 Unregistered Sales of Equity Securities Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Follow-On Bridge principal $3,500,000 Aggregate principal amount of Follow-On Bridge Notes issued to New Investors
Follow-On Bridge face amount $4,487,179 Face amount of Follow-On Bridge Notes reflecting a 22% original issue discount
Bridge note interest rate 8% per annum Interest rate on outstanding principal of Follow-On Bridge Notes
Default interest rate 18% per annum Interest rate on principal and past due interest after an Event of Default
Pre-Funded Warrants issued 2,666,667 Number of pre-funded warrants issued in the Interim PIPE
Common Warrants issued 2,666,667 Number of common stock purchase warrants issued in the Interim PIPE
Equity financing unit price $0.75 per unit Price per unit in the $2.0 million equity financing component
Common Warrant exercise price $1.50 per share Exercise price of Common Warrants issued to the PIPE Purchaser
original issue discount financial
"aggregate face amount of $4,487,179, reflecting a 22% original issue discount"
Original issue discount (OID) is the difference between a debt security’s face value and the lower price at which it is first sold, treated as additional interest that accrues over the life of the instrument. For investors it matters because OID raises the effective yield and changes taxable income and the holding’s cost basis over time — think of buying a $100 voucher for $90 and recognizing the $10 gain as earned interest as the voucher approaches maturity.
Nasdaq Minimum Price financial
"a conversion price equal to the lower of (i) the Nasdaq Minimum Price"
A Nasdaq minimum price is the lowest share price a company must maintain to meet listing rules on the Nasdaq stock market, similar to a height requirement that determines whether someone can stay on a ride. If a stock falls below that threshold for a sustained period, the company can be warned or removed from the exchange, which can reduce investor liquidity, increase trading costs and signal potential financial trouble.
beneficial ownership limitation regulatory
"The exercise of the Warrants is subject to a beneficial ownership limitation of 4.99%"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
Registration Rights Agreement regulatory
"the Company entered into a Registration Rights Agreement with the PIPE Purchaser"
A registration rights agreement is a contract that gives investors the option to have their ownership stakes officially registered with the government, making it easier to sell their shares later. This agreement matters because it provides investors with a clearer path to cash out their investments if they choose, offering more liquidity and confidence in their ability to sell their holdings when desired.
pre-funded warrants financial
"the Company issued 2,666,667 pre-funded warrants to purchase 2,666,667 shares of Common Stock"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

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Understanding 8-K Material Events →

FAQ

What financing did Glucotrack (GCTK) complete in August 2026?
Glucotrack completed approximately $5.5 million of financing, including $3.5 million of senior secured convertible notes and a $2.0 million equity-linked PIPE with pre-funded and common warrants purchased by institutional investors.

What are the key terms of Glucotrack (GCTK)’s $3.5 million Follow-On Bridge Notes?
The Follow-On Bridge Notes total $3,500,000 in principal with a $4,487,179 face amount, bear 8% annual interest, mature nine months from July 14, 2026, carry an 18% default rate, and are secured by a first-priority lien on most company assets.

How is the conversion price for Glucotrack (GCTK)’s Follow-On Bridge Notes determined?
After stockholder approval, the notes are convertible at the lower of the Nasdaq Minimum Price or 80% of the lowest daily VWAP over the prior 15 trading days, subject to a floor equal to 20% of the Nasdaq Minimum Price and customary anti-dilution adjustments.

What securities were issued in Glucotrack (GCTK)’s $2.0 million Interim PIPE?
Glucotrack issued 2,666,667 pre-funded warrants with a $0.0001 exercise price per share and 2,666,667 common warrants with a $1.50 exercise price, for aggregate gross proceeds of $2,000,000 to a single PIPE investor.

What ownership limits apply to the Interim PIPE warrants of Glucotrack (GCTK)?
The pre-funded and common warrants are subject to a beneficial ownership limitation of 4.99% of outstanding common stock, or 9.99% at the PIPE purchaser’s election, restricting exercises that would exceed those ownership thresholds.

What registration rights did Glucotrack (GCTK) grant for the Interim PIPE securities?
Under a Registration Rights Agreement, Glucotrack agreed to file a resale registration statement for the Pre-Funded Warrant Shares and Warrant Shares within 30 days and to seek effectiveness within 60 days, or 90 days if the SEC conducts a full review.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): August 4, 2026

 

GLUCOTRACK, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41141   98-0668934
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

 

301 Rte. 17 North, Ste. 800, Rutherford, NJ   07070
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (201) 842-7715

 

N/A

(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   GCTK   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 (17 CFR § 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR § 240.12b-2).

 

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 1.01. Entry Into a Material Definitive Agreement.

 

On August 4, 2026, Glucotrack, Inc. (the “Company”) entered into a series of definitive agreements providing for (i) a follow-on investment in the Company’s existing bridge financing (the “Bridge Follow-On”) and (ii) an interim private placement (the “Interim PIPE” and, together with the Bridge Follow-On, the “Follow-On Financing”). This section describes the material provisions of the Follow-On Financing but does not purport to describe all of the terms thereof. The following summary is qualified in its entirety by reference to the complete text of the agreements, copies of which are filed as exhibits to this Current Report on Form 8-K. Unless otherwise defined herein, capitalized terms used below have the meanings ascribed to them in the applicable Follow-On Financing agreements.

 

As previously disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on July 15, 2026, on July 14, 2026, the Company entered into a Securities Purchase Agreement (the “Existing SPA”) with certain investors (the “Existing Bridge Investors”) pursuant to which the Company issued to the Existing Bridge Investors senior secured convertible promissory notes (the “Bridge Notes”) and common stock purchase warrants (the “Bridge Warrants”) for gross proceeds of approximately $4.45 million (such transactions, the “Bridge Financing”). In connection with the Bridge Financing, the Company also entered into a related Security Agreement (the “Security Agreement,” and together with the Existing SPA, the Bridge Notes, the Bridge Warrants and any other documents or agreements executed or delivered in connection therewith, the “Bridge Documents”).

 

Bridge Follow-On

 

On August 4, 2026, certain investors (collectively, the “New Investors”) entered into a joinder to participate in the Bridge Financing. Pursuant to the joinder, the New Investors joined the Existing SPA and the Security Agreement and agreed to invest an aggregate of $3,500,000 in the Bridge Follow-On, in exchange for the issuance of Follow-On Bridge Notes and Follow-On Bridge Warrants (each as defined below). The Existing Bridge Investors constituting the Requisite Holders (as defined in the Existing SPA) consented to the Bridge Follow-On and the Interim PIPE, and waived all applicable provisions of the Bridge Documents (and any other documents to which they and the Company are party) otherwise triggered or affected by the Follow-On Financing.

 

Follow-On Bridge Notes

 

On August 4, 2026, the Company issued to the New Investors senior secured convertible promissory notes in substantially identical form to the Bridge Notes (the “Follow-On Bridge Notes”) in the aggregate principal amount of $3,500,000, with an aggregate face amount of $4,487,179, reflecting a 22% original issue discount. The Follow-On Bridge Notes bear interest at the rate of 8% per annum on the outstanding principal amount and mature nine (9) months from July 14, 2026. Following the occurrence of any Event of Default (as defined in the Follow-On Bridge Notes), the outstanding principal amount, together with any past due and unpaid interest, will bear interest at a rate of 18% per annum until paid in full. The Follow-On Bridge Notes are secured by a first-priority security interest in the assets of the Company and its subsidiaries (excluding the Operating Sub Assets (as defined in the Existing SPA)) on the same basis as the Bridge Notes under the Security Agreement.

 

The Follow-On Bridge Notes are not convertible until the Company obtains stockholder approval of the issuance of the underlying common stock, par value $0.001 per share (“Common Stock”), in accordance with Nasdaq Listing Rule 5635(d) (the “Stockholder Approval”). Following Stockholder Approval, the Follow-On Bridge Notes are convertible, in whole or in part, at any time on or after the issuance date, at a conversion price equal to the lower of (i) the Nasdaq Minimum Price (as defined in the Existing SPA) and (ii) 80% of the lowest daily volume weighted average price of the Common Stock during the fifteen (15) trading days immediately preceding the applicable conversion notice, subject in each case to a floor price equal to 20% of the Nasdaq Minimum Price. The conversion price and floor price are subject to customary adjustment for stock splits, stock dividends, reclassifications, dilutive issuances, share combination events, and reorganization or change of control transactions.

 

 

 

 

Follow-On Bridge Warrants

 

On August 4, 2026, the Company also issued to the New Investors Common Stock purchase warrants in substantially identical form to the Bridge Warrants (the “Follow-On Bridge Warrants”) exercisable for a number of shares of Common Stock equal to 125% of the aggregate principal amount of the Follow-On Bridge Notes divided by the exercise price (i.e., $4,375,000 divided by the exercise price). The Follow-On Bridge Warrants are not exercisable until the Company obtains the Stockholder Approval. Following the Stockholder Approval, the Follow-On Bridge Warrants are exercisable for a period of five (5) years from the date of issuance and have an exercise price per share equal to $35,000,000 divided by the number of outstanding shares of Common Stock, subject to a floor price equal to 20% of the Nasdaq Minimum Price. Subject to the Stockholder Approval, the floor price is subject to reset if the volume-weighted average price of the Common Stock is below the floor price for ten (10) consecutive trading days.

 

The Bridge Financing Documents (as defined in the Company’s Current Report on Form 8-K filed with the SEC on July 15, 2026), including the Existing SPA, the Bridge Notes, the Bridge Warrants and the Security Agreement, otherwise continue in full force and effect, as amended and supplemented by the Follow-On Bridge Notes and the Follow-On Bridge Warrants.

 

Copies of the form of Follow-On Bridge Note and the form of Follow-On Bridge Warrant are filed as Exhibits 4.1 and 4.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference. The foregoing description of each such agreement is qualified in its entirety by reference to the full text thereof.

 

Interim PIPE

 

Securities Purchase Agreement

 

On August 4, 2026, the Company entered into a Securities Purchase Agreement (the “Interim PIPE SPA”) with an investor (the “PIPE Purchaser”) for a private placement of securities (the “Interim PIPE”). At the closing, the Company issued 2,666,667 pre-funded warrants (the “Pre-Funded Warrants”) to purchase 2,666,667 shares of Common Stock (the “Pre-Funded Warrant Shares”), at a purchase price of $0.75 per warrant less the exercise price per Pre-Funded Warrant of $0.0001 per share (the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants, the “Pre-Funded Warrant Shares”), and Common Stock purchase warrants (the “Common Warrants” and, together with the Pre-Funded Warrants, the “Warrants”) to purchase 2,666,667 shares (the “Warrant Shares”) of Common Stock, at an exercise price of $1.50 per Warrant Share, for aggregate gross proceeds to the Company of $2,000,000.

 

The Pre-Funded Warrants are exercisable at any time after their original issuance, and will not expire until exercised in full. The Common Warrants are exercisable immediately upon issuance and have a term of exercise of five (5) years, and are subject to a floor price equal to 20% of the closing price of the Common Stock on the date of issuance of the Common Warrant.

 

The exercise of the Warrants is subject to a beneficial ownership limitation of 4.99% (or, at the election of the PIPE Purchaser, 9.99%) of the outstanding Common Stock. The Interim PIPE SPA contains customary representations, warranties and covenants of the Company and the PIPE Purchaser and customary indemnification provisions in favor of the PIPE Purchaser.

 

Registration Rights Agreement

 

In connection with the Interim PIPE SPA, the Company entered into a Registration Rights Agreement (the “Registration Rights Agreement”) with the PIPE Purchaser, pursuant to which the Company agreed to prepare and file with the SEC a registration statement (the “Registration Statement”) covering the resale by the PIPE Purchaser of the Pre-Funded Warrant Shares and the Warrant Shares (collectively, the “Registrable Securities”) on or prior to the 30th calendar day following the date of the Registration Rights Agreement. The Company is required to use commercially reasonable efforts to have the Registration Statement declared effective as promptly as possible after the filing thereof, but in any event no later than the 60th calendar day following the date of the Registration Rights Agreement (or the 90th calendar day in the event of a “full review” by the SEC). The Registration Rights Agreement contains customary representations, warranties, covenants and indemnification provisions.

 

Copies of the Interim PIPE SPA, the form of Common Warrant, the form of Pre-Funded Warrant, and the Registration Rights Agreement are filed as Exhibits 10.1, 4.3, 4.4 and 10.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference. The foregoing description of each such agreement is qualified in its entirety by reference to the full text thereof.

 

 

 

 

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

The disclosure set forth above in Item 1.01 of this Current Report on Form 8-K under the caption “Bridge Follow-On” is incorporated into this Item 2.03 by reference.

 

Item 3.02 Unregistered Sales of Equity Securities.

 

The disclosure set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 3.02 by reference.

 

The Follow-On Bridge Notes and Follow-On Bridge Warrants (and the shares of Common Stock issuable upon conversion of the Follow-On Bridge Notes and exercise of the Follow-On Bridge Warrants) were, or in the case of the underlying shares, will be, issued and sold by the Company to the New Investors in reliance upon the exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”) afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D thereunder.

 

In the Interim PIPE SPA, the PIPE Purchaser represented to the Company, among other things, that he is either (i) an “accredited investor” as defined in Rule 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Pre-Funded Warrants, the Pre-Funded Warrant Shares, the Common Warrants and the Warrant Shares issued and sold, or issuable, pursuant to the Interim PIPE SPA were issued and sold, or will be issued, by the Company to the PIPE Purchaser in reliance upon the exemptions from the registration requirements of the Securities Act afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D thereunder.

 

Item 7.01. Regulation FD Disclosure.

 

On August 5, 2026, the Company issued a press release announcing the closing of the Follow-On Financing. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or specifically incorporates it by reference into a filing under the Securities Act or the Exchange Act.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.   Description
4.1   Form of Follow-On Bridge Note, dated August 4, 2026
4.2   Form of Follow-On Bridge Warrant, dated August 4, 2026
4.3   Form of Common Warrant, dated August 4, 2026
4.4   Form of Pre-Funded Warrant, dated August 4, 2026
10.1   Securities Purchase Agreement, dated August 4, 2026, by and between Glucotrack, Inc. and the PIPE Purchaser
10.2   Registration Rights Agreement, dated August 4, 2026, by and between Glucotrack, Inc. and the PIPE Purchaser
99.1  

Press Release, dated August 5, 2026

104   Cover Page Interactive Data File (embedded within the inline XBRL document)

 

 

 

 

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.

 

Date: August 5, 2026    
     
  GLUCOTRACK, INC.
     
  By: /s/ Erik Emerson
  Name: Erik Emerson
  Title: Chief Executive Officer

 

 

 

 

Exhibit 99.1

 

Glucotrack Announces $5.5 Million Financing

 

Includes $2.0 Million Equity Financing at $0.75 Per Unit, priced at a premium to the market, and $3.5 Million Follow-On Investment from Institutional Investors

 

RUTHERFORD, N.J., and LA JOLLA, Calif., August 4, 2026 – Glucotrack, Inc. (NASDAQ: GCTK) (“Glucotrack” or the “Company”) today announced definitive agreements for approximately $5.5 million in financing from participating institutional investors, including a $2.0 million equity financing priced at $0.75 per unit and a $3.5 million follow-on investment in the form of convertible debt.

 

The equity financing consists of units priced at $0.75 per unit, with each unit comprised of one share of common stock (or equivalent) and one five-year warrant with an exercise price of $1.50 per share.

 

“We believe one of the strongest signals investors can send is choosing to increase their alignment with common shareholders,” said Erik Emerson, Chief Executive Officer of Glucotrack. “This financing strengthens our balance sheet, provides additional growth capital, and reflects confidence in our long-term strategy. We believe it positions us well as we continue executing across our portfolio of opportunities.”

 

E.F. Hutton & Co. served as exclusive advisor to Lōkahi Therapeutics™, a subsidiary of Glucotrack, in conjunction with the transaction.

 

About Glucotrack, Inc.

 

Glucotrack, Inc. (NASDAQ: GCTK) operates Lōkahi and, through its subsidiary Glucotrack Technologies, Inc., is also focused on the design, development, and commercialization of novel technologies for people with diabetes, including a long-term implantable continuous blood glucose monitoring system. The Glucotrack CBGM is an Investigational Device and is limited by federal (or United States) law to investigational use. For more information, please visit www.glucotrack.com.

 

About Lōkahi Therapeutics™

 

Lōkahi Therapeutics is a capital-efficient biopharmaceutical platform company focused on identifying, evaluating, acquiring, and advancing overlooked therapeutic assets. Through its ai² platform and ai² Futures Lab execution model, Lōkahi integrates cross-functional expertise and disciplined decision-making to drive strategic development and long-term value creation. For more information, please visit www.lokahithera.com. For more information on the ai² Futures Lab program, please visit www.ai2futureslab.com.

 

 

 

 

About E.F. Hutton & Co.

 

E.F. Hutton & Co. is a full-service investment bank and broker-dealer headquartered in New York City, serving corporations, financial sponsors, and institutional investors across the U.S., Asia, Europe, the UAE, and Latin America. We provide a comprehensive range of investment banking and capital markets services across our specialized divisions, delivering integrated solutions at every stage of the capital lifecycle. For more information, please visit www.efhutton.com.

 

Forward-Looking Statements

 

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the generality of the foregoing, words such as “anticipate”, “believe”, “expect”, “plan,” and “will” are intended to identify forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, management. These statements relate only to events as of the date on which the statements are made, and Glucotrack undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law. All of the forward-looking statements made in this press release are qualified by these cautionary statements, and there can be no assurance that the actual results anticipated by Glucotrack will be realized or, even if substantially realized, that they will have the expected consequences to or effects on us or our business or operations. Readers are cautioned that certain important factors may affect Glucotrack’s actual results and could cause such results to differ materially from any forward-looking statements that may be made in this news release. Factors that may affect Glucotrack’s results include, but are not limited to, the ability of Glucotrack to raise additional capital to finance its operations (whether through public or private equity offerings, debt financings, strategic collaborations or otherwise); risks relating to merger integration; risks relating to the receipt (and timing) of regulatory approvals (including U.S. Food and Drug Administration approval); risks relating to enrollment of patients in, and the conduct of, clinical trials; risks relating to Glucotrack’s future distribution agreements; risks relating to its ability to hire and retain qualified personnel; and the additional risk factors described in Glucotrack’s filings with the U.S. Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the year ended December 31, 2025 as filed with the SEC on March 30, 2026.

 

Contact:

 

Glucotrack

 

GlucotrackPR@icrinc.com

 

Lōkahi Therapeutics™

 

ir@lokahithera.com

 

 

 

Source: View Original Filing on SEC EDGAR

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