Every 8-K that Terra Innovatum Global N.V. (NKLR) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow NKLR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NKLR filings page.
Terra Innovatum Global N.V. (NKLR) reported that its U.S. subsidiary, Terra Innovatum Corp., entered into an Employment Agreement with Katherine Williams, under which she will serve as Chief Financial Officer. Her term runs until after the 2028 annual general meeting relevant to the 2027 financial statements, subject to earlier termination or extension.
Ms. Williams will receive a base salary of $465,000, a one-time signing bonus of $40,000, and an annual performance-based MBO Bonus ranging from 50% to 250% of base salary depending on performance and form of payment. For qualifying terminations, she is entitled to salary-based severance, bonus elements, extended healthcare, and equity-vesting benefits, with enhanced cash and benefits if the termination occurs within 12 months after a change in control. She was also appointed an executive director and CFO of Terra Innovatum Global N.V. under a Directorship Agreement that runs to the 2028 AGM and provides EUR 200,000 in annual director compensation, which is paid to the U.S. subsidiary rather than to her.
Terra Global N.V. reported a governance change as its Board appointed Joanna Lohkamp as an interim non-executive director, effective July 1, 2026. She will also serve on the Audit Committee and chair the Remuneration Committee until the next annual general meeting of shareholders.
The company states there are no arrangements or understandings behind her selection, no family relationships with current directors or executives, and no material related-party transactions requiring disclosure. This emphasizes her independence within the board structure and key oversight committees.
Terra Global N.V. filed an amended report to correct a typographical error in the disclosed 2026 fixed compensation for executive director and COO Cesare Frepoli, revising it from EUR 5,000,000 to EUR 500,000. The company also describes Directorship Agreements for executives Alessandro Petruzzi, Massimo Morichi and Mr. Frepoli that define their roles, fixed pay and termination protections.
For 2025, fixed annual compensation is EUR 500,000 for CEO Petruzzi, EUR 400,000 for Chief Strategy Officer Morichi and EUR 450,000 for COO Frepoli, all paid pro rata for months served. For 2026, their fixed compensation rises to EUR 558,000, EUR 450,000 and EUR 500,000 respectively, payable monthly, with eligibility for performance-based bonuses under separate agreements. Following a qualifying change in control and certain terminations, each Manager could receive a lump sum equal to 18 months of fixed pay plus target bonus, continued healthcare for 18 months and outplacement benefits.
The remuneration committee also approved one-off bonus payments at subsidiary level in recognition of the business combination and Nasdaq listing, including EUR 130,374 for Mr. Petruzzi, EUR 116,832 for Mr. Frepoli, EUR 105,144 for Mr. Morichi and $100,002 for Guillaume Moyen, plus additional cash amounts such as €75,000 each for Mr. Petruzzi and Mr. Cherubini. The company notes customary intellectual property, non-disparagement and 12‑month non-solicitation provisions within these arrangements.
Terra Global N.V. received an expected deficiency notice from Nasdaq on May 19, 2026 because it has not filed its Form 10-Q for the quarter ended March 31, 2026 and remains delinquent on its Form 10-K for the year ended December 31, 2025. The company is therefore not in compliance with Nasdaq Listing Rule 5250(c)(1), which governs timely filing of periodic reports. The notice does not immediately affect the listing or trading of its ordinary shares on the Nasdaq Global Select Market. Terra Global has until June 15, 2026 to submit a plan to regain compliance, and Nasdaq may grant an exception extending until October 12, 2026 if the plan is accepted. The company states that it intends to regain compliance as soon as practicable.
Terra Global N.V. reported that Nasdaq has issued a deficiency notice because the company did not timely file its Annual Report on Form 10-K for the year ended December 31, 2025. This means the company is currently out of compliance with Nasdaq Listing Rule 5250(c)(1), which requires timely periodic filings.
The notice does not immediately affect trading of Terra Global’s ordinary shares on the Nasdaq Global Select Market. Terra Global has 60 calendar days, until June 15, 2026, to submit a compliance plan. If Nasdaq accepts the plan, the company could receive up to 180 calendar days from the extended Form 10-K due date, or until October 12, 2026, to regain compliance, and it states that it intends to do so as soon as practicable.
Terra Global N.V. reported leadership changes in its board and finance team. The board designated Katherine Williams as executive director and Chief Financial Officer, effective immediately, and she resigned her prior roles as non-executive director and chairperson. Michael Howard was appointed as the new chairperson of the board, and Peter Hastings joined the Audit Committee.
Williams, age 68, has been a director since October 2025 and previously served as CEO and CFO of Framatome Inc. and as CFO of Solestiss LLC. Her existing services agreement as a non-executive director is expected to be amended to reflect her new executive director and CFO role. Guillaume Moyen resigned with immediate effect from all positions, including CFO and executive director.
Terra Innovatum Global N.V. reports that its audit committee dismissed MaloneBailey, LLP as independent auditor and appointed KPMG Accountants N.V. on January 15, 2026.
MaloneBailey’s prior audit report on the company’s financial statements as of April 29, 2025 was unqualified but included an explanatory paragraph expressing substantial doubt about Terra Innovatum’s ability to continue as a going concern. The company states there were no disagreements or reportable events with MaloneBailey and has requested that MaloneBailey send the SEC a letter indicating whether it agrees with these disclosures, which is filed as an exhibit.
Terra Innovatum Global N.V. filed an amended report to correct typographical errors, mainly increasing Mr. Marco Cherubini’s subsidiary-level bonus from EUR 16,832.00 to EUR 116,832.00 and removing duplicate table entries. The board’s Remuneration Committee approved new directorship agreements for Alessandro Petruzzi (CEO), Massimo Morichi (Chief Strategy Officer) and Cesare Frepoli (Chief Operating Officer), setting fixed compensation for 2025 and 2026 and confirming that bonuses will depend on separate performance criteria.
The agreements run for one year, with annual renewals, and include termination rights, intellectual property ownership by the company, non-disparagement, and 12‑month non-solicitation clauses. In a change in control combined with certain terminations, each manager could receive a lump sum equal to 18 months of fixed pay plus target bonus, a pro-rated current-year bonus, extended healthcare for 18 months and potential equity vesting benefits. The committee also approved one-time subsidiary-level bonuses and additional payments for several officers and a related entity, in both euros and U.S. dollars, to recognize the successful business combination and Nasdaq listing.
Terra Innovatum Global N.V. (NKLR) filed a Form 8-K to announce that, on November 20, 2025, it issued a press release about signing a letter of intent with a customer. The filing treats this as a Regulation FD disclosure and furnishes the press release as Exhibit 99.1 rather than filing it, meaning it is not automatically incorporated into other securities law filings. The company also includes standard forward-looking statement language, emphasizing that expectations about future operating results, strategy, and growth are subject to significant risks and uncertainties described in its periodic SEC reports.