[SCHEDULE 13G] HarborOne Bancorp, Inc. SEC Filing

Rhea-AI Filing Summary

Upexi (Nasdaq: UPXI) filed an 8-K disclosing two material events.

1) $500 million equity line. On 25-Jul-25 the company signed a Common Stock Purchase Agreement with A.G.P./Alliance Global Partners. Management may, at its sole discretion, sell the lesser of (i) $500 million or (ii) shares equal to 19.99 % of current outstanding stock, unless shareholder approval lifts the cap. Stock is issued at 95 % of VWAP via dollar or intraday orders. The facility ends after one year or when fully drawn. A companion Registration Rights Agreement requires a resale registration filing within 30 days and effectiveness within 60 days.

2) Additional Solana purchase. On 23-Jul-25 Upexi bought 83,000 SOL for $16.7 million ($201.34/SOL), lifting holdings to 1.9 million SOL valued above $381 million at the 22-Jul-25 spot price.

Implications: The equity line supplies flexible liquidity but could dilute shareholders by up to 20 % at a 5 % discount. The enlarged cryptocurrency position increases exposure to price volatility and concentration risk.

Positive

• $500 million equity line provides flexible, low-cost access to capital.
• Share issuance priced at only 5% discount to VWAP, limiting cost of capital.
• Solana holdings rise to 1.9 million tokens worth ~$381 million, offering potential upside to crypto appreciation.

Negative

• Facility could dilute shareholders by up to 19.99%, or more with approval.
• Discounted issuance transfers immediate value to the investor and may pressure share price.
• Large concentration in volatile Solana exposes balance sheet to significant price swings.
• Strict registration deadlines introduce execution risk; non-compliance would halt funding.

Insights

Financial Analyst

TL;DR: Equity line boosts liquidity but at potential 20% dilution; Solana buy diversifies assets yet heightens volatility—net impact balanced.

The $500 million commitment gives Upexi a sizeable, on-demand capital source without immediate leverage, enhancing funding optionality for working capital or acquisitions. Pricing at 95 % of VWAP is relatively shareholder-friendly versus PIPE norms. However, issuing nearly one-fifth of the float would weigh on EPS and voting power. The Solana accumulation, now >$381 million, provides mark-to-market upside but links enterprise value to crypto cycles, potentially increasing share-price beta. Overall, the filing is strategically useful but financially neutral until management signals how proceeds will be deployed.

Risk Analyst

TL;DR: Dilutive equity issuance and $381M crypto concentration materially raise capital structure and market risk; investors face pricing, regulatory and volatility uncertainties.

The equity facility’s 19.99 % cap skirts Nasdaq shareholder-approval thresholds but still represents material dilution, especially given the 5 % discount. Should the share price weaken, additional issuance could create a downward spiral. Compliance lapses on the registration timetable would suspend access to funds when most needed. The enlarged Solana exposure concentrates >$381 million of corporate assets in a single, highly volatile token, introducing mark-to-market earnings noise, liquidity risk, and potential regulatory scrutiny. Collectively, these moves tilt the risk-reward profile to the downside.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

HarborOne Bancorp, Inc.

(Name of Issuer)

Common Stock, $0.01 par value

(Title of Class of Securities)

41165Y100

(CUSIP Number)

07/18/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 41165Y100

1

Names of Reporting Persons

Glazer Capital, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,283,877.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,283,877.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,283,877.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.30 %

12

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13G

CUSIP No. 41165Y100

1

Names of Reporting Persons

Paul J. Glazer

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,283,877.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,283,877.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,283,877.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.30 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: HarborOne Bancorp, Inc.
(b)	Address of issuer's principal executive offices: 770 Oak Street, Brockton, Massachusetts 02301
Item 2.
(a)	Name of person filing: This statement is filed by: (i) Glazer Capital, LLC, a Delaware limited liability company ("Glazer Capital"), with respect to the shares of Common Stock (as defined in Item 2(d)) held by certain funds and managed accounts to which Glazer Capital serves as investment manager (collectively, the "Glazer Funds"); and (ii) Mr. Paul J. Glazer ("Mr. Glazer"), who serves as the Managing Member of Glazer Capital, with respect to the shares of Common Stock held by the Glazer Funds. The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the shares of Common Stock (as defined in Item 2(d)) reported herein.
(b)	Address or principal business office or, if none, residence: The address of the business office of each of the Reporting Persons is 250 West 55th Street, Suite 30A, New York, New York 10019.
(c)	Citizenship: Glazer Capital is a Delaware limited liability company. Mr. Glazer is a United States citizen.
(d)	Title of class of securities: Common Stock, $0.01 par value
(e)	CUSIP No.: 41165Y100
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 2283877
(b)	Percent of class: 5.30%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 2283877
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 2283877
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. See Item 2.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Glazer Capital, LLC

Signature:	Paul J. Glazer
Name/Title:	Paul J. Glazer, Managing Member
Date:	07/25/2025

Paul J. Glazer

Signature:	Paul J. Glazer
Name/Title:	Paul J. Glazer
Date:	07/25/2025

FAQ

How large is Upexi's new equity facility with A.G.P./Alliance Global Partners?

The Common Stock Purchase Agreement allows Upexi to sell up to $500 million in common stock, subject to a 19.99 % share cap.

What pricing formula will be used for future UPXI share sales?

Shares will be issued at 95 % of the volume-weighted average price (VWAP) for the specified order period.

When must Upexi file the resale registration statement?

Under the Registration Rights Agreement, the company must file within 30 days and achieve SEC effectiveness within 60 days.

How many Solana tokens does Upexi now hold?

After purchasing 83,000 SOL, Upexi holds 1.9 million SOL valued at over $381 million (spot price $200.60).

What is the potential shareholder dilution from the equity line?

Absent additional approval, dilution is capped at 19.99 % of existing outstanding shares.