Peoples Bancorp Inc SEC Filings

Sonnet BioTherapeutics Holdings, Inc. (NASDAQ: SONN) filed an 8-K announcing a $2.0 million private placement of zero-interest convertible notes and accompanying warrants. The notes, issued on 30 June 2025, mature on 30 June 2026 and can be converted at any time into up to 1,730,104 common shares at a fixed price of $1.156.

Investors also purchased five-year warrants for 865,052 shares at the same $1.156 exercise price, providing approximately $50,000 additional cash proceeds. If the company completes a subsequent equity raise of at least $5.0 million, any outstanding principal will automatically convert into the securities offered in that financing. Should such a financing not occur within 90 days, investors may buy an extra 3,460,208 warrants at $0.25 per share, and Sonnet must file a registration statement covering all underlying securities.

Ownership limits of 4.99%, 9.99% or 19.99% (at each investor’s election) apply to both note conversions and warrant exercises. The securities were issued under Sections 4(a)(2) and/or Rule 506(b) of Regulation D. Exhibit filings include the form of Convertible Note (Ex. 4.1) and Warrant (Ex. 4.2).

• Total immediate proceeds: $2.05 million.
• Potential future dilution: up to 6.06 million shares if all notes convert and all warrants (initial and contingent) are exercised.
• No cash interest expense until maturity, but notes represent a direct financial obligation.

On 30 June 2025 and 1 July 2025, ReposiTrak Inc. (TRAK) Chairman, CEO and >10 % owner Randall K. Fields reported the sale of a combined 7,500 common shares under a pre-arranged Rule 10b5-1 trading plan executed through RK Fields Charitable 2022, LLC. Weighted-average prices were $20.0089 and $19.4508, reflecting intraday ranges of $19.785–$20.10 and $19.215–$19.66, respectively.

Post-transaction, Fields continues to own approximately 3.68 million shares directly and over 1.14 million shares indirectly (including common and Series B preferred stock), maintaining a substantial insider position. The divestiture represents <0.2 % of his total common-stock holdings; therefore, it does not materially alter his voting power or economic exposure.

No derivative transactions were reported, and the filing cites charitable commitments as the rationale for the sales. Given the small proportion sold, the automatic nature of the plan, and the continued large stake, the disclosure is viewed as routine with limited near-term impact on the company’s valuation or governance dynamics.

Peoples Bancorp Inc. (PEBO) – Form 4 filing dated 07/02/2025

Director Susan D. Rector reported an automatic, non-open-market acquisition of derivative securities tied to PEBO common stock. On 06/30/2025, 1,672 deferred stock units were credited to her account under the company’s Deferred Compensation Plan for Directors, representing board meeting fees and the quarterly retainer paid in stock.

• Transaction code: A (acquisition)
• Price reference: $30.54 per unit (plan-determined)
• Total derivative units after transaction: 25,594
• Ownership form: Indirect – held within the Deferred Compensation Plan

No common shares or other non-derivative securities were bought or sold in the open market. The transaction reflects routine director compensation rather than discretionary insider buying.

Peoples Bancorp Inc. (PEBO) – Form 4 insider filing

Non-employee director Carol A. Schneeberger reported the acquisition of 429 common shares on 30 June 2025. The shares were awarded in lieu of cash for board meeting fees and the quarterly retainer, a standard component of director compensation. The shares were valued at $30.54 each, implying a transaction value of roughly $13.1 thousand. Following this grant, Schneeberger’s direct ownership increases to 26,330 shares. No derivative securities were involved, and there were no dispositions.

The filing reflects routine, compensation-related equity issuance rather than an open-market purchase. Nonetheless, it modestly aligns director incentives with shareholders by enlarging insider ownership.

Peoples Bancorp Inc. (PEBO) – Form 4 filing dated 07/02/2025

Non-employee director Kevin R. Reeves reported the receipt of 429 shares of PEBO common stock on 06/30/2025. The shares, valued at $30.54 each (≈ $13.1 k total), were issued in lieu of cash for quarterly retainer and meeting fees, as disclosed in the footnote. Following the transaction, Reeves’ direct ownership stands at 11,367.84 shares. No derivative securities were transacted, and there were no dispositions.

The filing signals a modest increase in insider equity alignment, though the purchase was compensation-related rather than an open-market buy, limiting its signaling strength for investors.

Hewlett Packard Enterprise Company (HPE) filed an 8-K announcing the 2 July 2025 closing of its previously announced acquisition of Juniper Networks. At the effective time, Juniper merged into a wholly owned HPE subsidiary and each Juniper share was converted into $40.00 cash, yielding aggregate consideration of roughly $13.4 billion.

HPE financed the purchase with a mix of balance-sheet cash, commercial paper and borrowings under its three-year and 364-day delayed-draw term-loan credit facilities that were first disclosed on 12 September 2024.

The filing outlines equity-award treatment: (i) Juniper stock options became HPE options; (ii) director RSUs were cashed out for the $40 consideration; (iii) employee RSUs converted into time-vesting HPE RSUs with performance goals removed; and (iv) award share counts/exercise prices were adjusted via an exchange ratio designed to preserve value.

Regulatory clearance was obtained through a settlement with the U.S. Department of Justice announced 28 June 2025. HPE must divest its Instant On business and conduct an auction for a non-exclusive licence of Juniper’s Mist AIOps WLAN source code.

Required financial statements and pro-forma information for the acquisition will be filed within 71 days. Press releases announcing the transaction close (Exhibit 99.1) and DOJ settlement (Exhibit 99.2) are furnished but not deemed “filed” for Exchange Act liability purposes.

On 06/30/2025, Peoples Bancorp Inc. (PEBO) director David F. Dierker reported new equity awards under the company’s non-employee director compensation program.

• 429 common shares were acquired at an implied price of $30.54 per share, representing board meeting fees and a quarterly retainer paid in stock.
• 287 deferred stock units were credited to Dierker’s account in the Deferred Compensation Plan for Directors at the same reference price.

Post-transaction holdings stand at 2,396 common shares held directly and 21,667 deferred units held indirectly. No shares were sold. The Form 4, signed 07/02/2025, reflects routine compensation rather than open-market insider buying, but it modestly increases the director’s economic exposure to PEBO.

Peoples Bancorp Inc. (PEBO) filed a Form 4 disclosing that director James Brooke Williams acquired 429 shares of common stock on 06/30/2025 under the company’s non-employee director compensation program (transaction code “A”). The shares were valued at an effective price of $30.54, for a total consideration of roughly $13,100. After the award, Williams directly owns about 230,198 shares of PEBO. No derivative securities were reported, and there were no dispositions. The transaction reflects routine equity compensation rather than an open-market purchase, so the filing is informational and carries limited market impact.

Peoples Bancorp Inc. (PEBO) – Form 4 insider filing

Director Craig S. Beam reported the receipt of 429 PEBO common shares on 30 June 2025 at an average price of $30.54 per share. The shares represent payment of regular board meeting fees and the quarterly retainer, which the company allows non-employee directors to take in stock rather than cash. Following this routine, non-open-market transaction, Mr. Beam’s direct ownership increased to 24,942 common shares. No derivative securities were involved, and there were no dispositions.

The filing does not disclose any material corporate events or earnings data; it solely documents a small, compensation-related share issuance. Given the limited size (≈0.002% of PEBO’s ~19 million outstanding shares) and its routine nature, the market impact is expected to be immaterial.