Every 8-K that Safe and Green Development Corporation (SGD) 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 SGD 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 SGD filings page.
RenX Enterprises reported first quarter 2026 results highlighted by consolidated revenue of $3.96 million, up approximately 20.5% quarter-over-quarter, driven by growth in its upgraded Myakka City platform.
The Logistics segment generated positive operating income and net income of $36,000, while the Biomass Recycling segment posted a net loss of $1.07 million and negative Adjusted EBITDA of $245,000. Company-wide, RenX recorded a consolidated net loss of $9.33 million and consolidated Adjusted EBITDA of $(1.59) million for the three months ended March 31, 2026.
Management is prioritizing expanding utilization and margins in Logistics, scaling Biomass Recycling material and service sales into the spring and summer demand cycle, and advancing the Microtec UTM 1200 Turbo Mill toward commissioning in the second half of 2026 to enable locally produced engineered substrates.
RenX Enterprises Corp. entered into a tranched PIPE financing using senior convertible notes and warrants, providing an initial $13 million commitment and potential access to up to $87 million more. The company received approximately $5.7 million net at the first closing and expects about $6.4 million net at a second closing.
The notes carry 10% annual interest, mature in 12 months, and are initially convertible at $2.895 per share, with an alternate conversion feature tied to a floor price of $0.534. Proceeds are earmarked for working capital and repayment of earlier February 2026 senior convertible notes at 110% of principal.
RenX Enterprises Corp. has regained compliance with Nasdaq’s minimum bid price rule, ensuring its common stock remains listed on the Nasdaq Capital Market under the symbol RENX. Nasdaq confirmed that for the 10 consecutive business days from March 26, 2026 through April 9, 2026, the closing bid price of RenX’s common stock was at least $1.00 per share, satisfying Nasdaq Listing Rule 5550(a)(2). The company highlights that its operations and project pipeline are progressing and reiterates its focus on key initiatives for 2026, including expanding its technology-driven environmental processing platform and monetizing legacy real estate assets to support growth.
RenX Enterprises Corp. entered into consent and waiver agreements with the institutional investors from its February 17, 2026 private placement of senior convertible promissory notes and warrants. The Investors agreed to extend several key deadlines tied to stockholder approval and registration of shares underlying the notes and warrants.
The deadline to file a proxy statement seeking stockholder approval of the exercise of certain Second Warrants is extended from 45 to 73 days after the Closing Date. The deadline to hold the stockholder meeting is extended from 90 to 118 days after the Closing Date. The date by which the initial registration statement for shares issuable upon conversion and exercise of the notes and certain warrants must be declared effective is extended from 45 to 57 days after the Closing Date, or 75 days if the SEC conducts a full review. RenX also agreed to file a new Form S-3 registration statement to register for resale the shares issuable upon exercise of the Second Warrants on or before the tenth calendar day after obtaining the required stockholder approval, while all other Private Placement terms remain in effect.
RenX Enterprises Corp. approved and implemented a 1-for-20 reverse stock split of its common stock to support continued listing on the Nasdaq Capital Market. Stockholders had previously authorized a reverse split ratio between 1-for-5 and 1-for-20, and the board selected the highest ratio.
The reverse split became legally effective at 12:01 a.m. Eastern Time on March 26, 2026, after RenX filed a certificate of amendment in Delaware. The company’s common stock continues to trade on Nasdaq under the symbol RENX, now on a split-adjusted basis, with a new CUSIP 78637J 402.
The reverse split reduces outstanding common shares from approximately 50 million to 2.5 million, with proportional adjustments to equity awards and warrants. Fractional shares will not be issued; instead, affected holders receive a cash payment based on the 10-day average closing price before effectiveness.
RenX Enterprises Corp. entered into a private placement, issuing $6,042,985.39 of 12% Senior Convertible Notes maturing in 13 months and initially convertible into 21,505,287 common shares at $0.281 per share, plus related warrants.
Investors received 38,751,991 warrants, with 21,505,287 First Warrants immediately exercisable and 17,246,704 Second Warrants exercisable only after required stockholder approval, all at an exercise price of $0.15594 per share for six years. Net proceeds are expected to be about $5.4M, earmarked for working capital.
The Notes rank senior to other indebtedness, are redeemable at 110% of principal plus interest, and include default interest of 18% and redemption premiums after events of default. As of February 13, 2026, 46,360,994 common shares were outstanding, including shares issued from a prior October 2025 PIPE.
RenX Enterprises Corp. reported that Nasdaq notified the company on January 26, 2026 that its common stock has failed to meet the minimum $1.00 per share closing bid price requirement for 30 consecutive business days, from December 5, 2025 through January 20, 2026.
The notice does not immediately affect trading, and the stock will continue to trade on The Nasdaq Capital Market under the symbol RENX. The company has 180 calendar days, until July 27, 2026, to regain compliance, which would occur if its closing bid price is at or above $1.00 for at least ten consecutive business days, subject to Nasdaq’s discretion to require a longer period.
If RenX does not regain compliance by that date, it may qualify for an additional compliance period if it meets other Nasdaq listing standards and submits a plan to cure the deficiency. The company states it will monitor its share price and may consider options such as a reverse stock split to maintain its Nasdaq listing.
Safe and Green Development Corporation furnished an 8‑K under Item 2.02 announcing a press release with financial information for its quarter ended September 30, 2025. The press release is provided as Exhibit 99.1.
The information is furnished, not filed, and is not subject to Section 18 liabilities. It is also not incorporated by reference into other SEC filings. The company’s common stock trades on Nasdaq under the symbol SGD.
Safe and Green Development Corporation reported that it has satisfied and retired all of its outstanding convertible debt obligations. The update was disclosed in an 8‑K under “Other Events,” noting a press release dated October 30, 2025 is included as an exhibit.
Eliminating convertible debt can reduce interest burden and remove potential share overhang from future conversions. The company did not include amounts or terms in this notice, directing readers to the attached press release for details.
Safe and Green Development Corporation entered a private placement, issuing 360,000 shares of Series B Non‑Voting Convertible Preferred Stock and warrants, delivering net proceeds of $8.175 million. Each preferred share converts at $1.36 per common share into 6,617,647 initial conversion shares, with matching warrants for up to 6,617,647 shares at an initial exercise price of $1.36, all subject to shareholder approval, adjustment mechanics, and a 4.99% beneficial ownership cap.
The conversion and warrant prices may reset no lower than a $0.242 floor. A 9% annual, non‑compounding dividend applies, plus a make‑whole on early conversion; dividends or make‑whole can be paid in stock at the “Dividend Conversion Price” but not below the floor. If fully converted or exercised at the floor, the company would issue up to 37,190,083 shares per instrument. The company increased authorized common shares to 500,000,000.
Proceeds are earmarked to expand the Resource Group site in Florida, reduce certain debt, pursue strategic investments and acquisitions, and for working capital. Registration rights include filing within 15 days and effectiveness within 60–90 days, with liquidated damages if delayed. Warrants become exercisable only after shareholder approval and expire two-and-a-half years thereafter.
Safe and Green Development Corporation (SGD) filed a Form 8-K reporting a material event consisting of an amendment to the Safe and Green Development 2023 Incentive Compensation Plan. The filing includes an Interactive Data File as Exhibit 104 (Inline XBRL). The Form 8-K was signed by Nicolai Brune, Chief Financial Officer, and is dated September 30, 2025. The cover page references Common Stock, par value $0.001 and lists The Nasdaq Stock Market LLC as the trading market.
Safe and Green Development Corporation reported that investors’ contractual right of first refusal to participate in future equity or debt financings has expired under a June 29, 2025 Securities Purchase Agreement. The right lapsed because no qualifying $100,000,000 or greater private placement financing, letter of intent, or completed transaction with a third party occurred within the timeframes defined as a Treasury Opportunity. As a result of this Treasury Opportunity Failure, a related June 29, 2025 Consulting Agreement with Bill Panagiotakopoulos terminated pursuant to its terms, and his resignation as consultant to the company became effective.
Safe and Green Development Corporation filed a second amendment to a prior current report to add a missing exhibit. This 8-K/A (Amendment No. 2) simply includes Exhibit 23.1, the consent of M&K CPA’s, PLLC, the independent registered public accounting firm. Other than updating the exhibit index to reflect this consent, the amendment does not change any previously reported information or financial disclosures.
Safe and Green Development Corporation furnished an update on its business by issuing a press release with financial information for the quarter ended June 30, 2025. The company used a current report to make this information available, but specified that the press release and related details are being provided as supplemental information rather than as part of its formal, filed financial statements. The press release is attached as an exhibit to the report for investors who want to review the quarterly financial results.
Safe and Green Development Corporation amended its prior current report to provide financial statements and pro forma financial information related to its acquisition of Resource Group US Holdings LLC. Resource Group continues as the surviving company and is now a wholly owned subsidiary of Safe and Green. The amendment adds audited financial statements of Resource Group for the years ended 2024 and 2023 (Exhibit 99.3), unaudited pro forma combined balance sheet and statements reflecting the acquisition (Exhibit 99.4), and other exhibits including an amendment to bylaws, a Certificate of Designations for Series A Convertible Preferred Stock, promissory notes, and a press release. These filings supply the accounting detail investors need to assess the transaction's effect on the combined company.
Safe and Green Development Corporation (NASDAQ: SGD) filed an 8-K detailing board changes tied to the June 2, 2025 acquisition of Resource Group US Holdings LLC.
Board reconstitution: Directors Paul M. Galvin, Alyssa Richardson and Yaniv Blumenfeld resigned effective June 17 and June 23, 2025. In their place, the company appointed Bjarne Borg (Class I), James D. Burnham (Class III) and Anthony M. Cialone (Class II), all designees of Resource Group’s former members. Borg will also serve on the Nominating & Governance Committee.
Consideration issued at closing:
- 121,992 common shares, 485,616 Series A preferred shares and a US$155,397 unsecured 6 % note to Index Equity US LLC (managed by Borg).
- 38 common shares, 150 Series A preferred shares and a US$48 unsecured 6 % note to Index Resource Equity LLC.
- 94,798 common shares, 2,263,350 Series A preferred shares and a US$120,712 unsecured 6 % note to Burnham.
- 106,221 common shares, 2,537,010 Series A preferred shares and a US$135,307 unsecured 6 % note to Cialone.
Additional obligations: Resource Group US issued an 11.5 % note for US$1.255 million to Burnham, and SGD agreed to indemnify the new directors for certain Resource Group debts.
Consulting agreements: Effective June 2, 2025, Resource Group US entered into amended agreements with Cialone (AMC Environmental) and Burnham (JDB Consulting). Each receives US$25,000 per month, a US$1,250 car stipend, potential bonuses, and substantial termination fees (US$600,000; Burnham also eligible for US$72,000 health reimbursement). Both contracts impose 24-month post-termination non-compete and non-solicit covenants.
The filing contains no report of disagreements from departing directors and includes a press release (Ex. 99.1) announcing the appointments.