SRX GLOBAL INC 8-K Filings

SRX Global Inc. (SRXH) entered into a Securities Purchase Agreement with accredited investors for a private placement of its Series C Convertible Preferred Stock. The company issued 3,579 Series C shares for a purchase price of $2,862,500, paid by assigning Convertible Grid Promissory Notes of CERO Therapeutics Holdings, Inc. with an aggregate original principal of $2,812,500.

SRX Global has designated 4,000 Series C shares, each with a $1,000 stated value, ranking senior to common stock and pari passu with existing Series A and B preferred. The shares are convertible into common stock at a fixed Conversion Price of $2.1888 per share, with alternative conversion prices tied to 95% or 90% of the lowest five-day volume-weighted average price after stockholder approval and upon certain Triggering Events. The company may redeem all Series C shares in cash at 125% of a defined conversion-based value and must reserve at least 200% of the common shares needed for conversion.

In connection with the transaction, SRX Global entered into a Registration Rights Agreement requiring it to register for resale the common stock issuable upon conversion of the Series C Preferred Stock and upon exercise of related warrants. The securities were issued in an unregistered private offering under Section 4(a)(2) and Rule 506 of Regulation D.

SRX Global Inc. (SRXH) reported fiscal third quarter 2026 results highlighted by stronger revenue growth, narrower losses and a highly liquid balance sheet. Net sales rose 27% year over year to $3.4 million, while operating loss improved 63% to $3.2 million and net loss from continuing operations improved 40% to $4.1 million. Adjusted EBITDA loss improved 35% year over year to $1.6 million.

As of June 30, 2026, SRX Global reported $65.2 million in current assets and $2.4 million in total liabilities, with no debt outstanding. Net asset value was approximately $62.9 million or $3.22 per common share, above preliminary estimates of $60.0 million and $3.07 per share; the company also held $36.7 million in cash, cash equivalents and restricted cash.

The company completed the acquisition of EMJX, an AI-enabled digital-asset treasury platform, and reported hypothetical model results showing a maximum drawdown of about 10.6% versus 28–58% for benchmark comparators since February 2026. SRX approved a 10 million share repurchase program and declared a $0.05 per-share one-time dividend (about $1.3 million), while continuing to post sizable losses, including a nine-month net loss from continuing operations of $19.1 million.

SRX Global Inc. filed an amended report to correct a typographical error, clarifying that Carolina Martinez serves as Chief Financial Officer, not Chief Executive Officer.

The company describes a private placement under a Securities Purchase Agreement allowing purchase of up to 10,000 shares of Series B convertible preferred stock and accompanying warrants for up to $8.0 million. An initial March 16, 2026 closing involved 5,660 Series B shares and 22,237,666 warrants for approximately $4.528 million in cash proceeds. At an Additional Closing on July 27, 2026, investors purchased 4,340 Series B shares and 284,156 warrants, generating approximately $3.472 million in cash. Warrant numbers reflect a previously announced 60-for-1 reverse stock split effective July 2, 2026. These securities were issued without registration in reliance on Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D.

SRX Global Inc. reported an additional private placement closing under a Securities Purchase Agreement originally dated March 16, 2026. The agreement permits the sale of up to 10,000 shares of Series B convertible preferred stock for an aggregate purchase price of up to $8.0 million, together with accompanying warrants.

At the initial March 16, 2026 closing, the company sold 5,660 Series B shares and 22,237,666 warrants for cash proceeds of approximately $4.528 million. On July 27, 2026, at an Additional Closing, it sold 4,340 Series B shares and 284,156 warrants for approximately $3.472 million in cash, with the warrant number reflecting a 60-for-1 reverse stock split effective July 2, 2026.

The securities were issued in reliance on exemptions from registration under Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D. These securities are restricted and may not be offered or sold in the United States absent registration or an applicable exemption.

SRX Global Inc. entered into a Limited Waiver and Consent Agreement with the Required Holders under its existing Securities Purchase Agreement that allows the company to return capital to common stockholders while that financing remains in place. The original agreement permits accredited investors to purchase up to 10,000 shares of Series B convertible preferred stock for an aggregate purchase price of up to $8.0 million in one or more closings.

Under the Waiver, the Required Holders consent to SRX Global’s plan to declare and pay a one-time cash dividend of $0.05 per share on common stock outstanding, payable on August 3, 2026 to stockholders of record at the close of business on July 22, 2026. They also consent to a stock repurchase plan under which the company may repurchase up to the lesser of 10,000,000 shares of common stock or 50% of the issued and outstanding common stock at any given time, for an aggregate purchase price not to exceed $20,000,000, during the period ending July 7, 2027.

SRX Global Inc. reports that, on July 15, 2026, NYSE American notified the company it is back in compliance with all NYSE American LLC continued listing standards set forth in Part 10 of the NYSE American Company Guide. The company has resolved the continued listing deficiency related to Section 1003(a)(i) and (ii), which had been cited in an NYSE letter dated October 14, 2025.

According to NYSE Regulation, SRX Global’s compliance indicator “.BC” will no longer be disseminated, and the company will be removed from the NYSE American list of noncompliant issuers on the exchange’s website. SRX describes itself as an AI-driven platform focused on generating long-term shareholder value through investments in high-conviction operating companies and strategic assets.

SRX Global Inc. outlines its newly acquired EMJX strategy, an AI-driven, multi-asset crypto treasury model that, on a paper-traded basis, generated reported returns of 26% from February 11 to July 10, 2026. A time-weighted total return of 24.8% contrasted with Bitcoin at -4.2% over the same 149-day period.

Management notes these figures come from forward-dated, documented paper trades and that live capital deployment will follow. They describe EMJX market-regime signals shifting from stress to mixed, potential licensing and ETF applications, and emphasize a strong position with $55 million in cash and short-term investments, no debt, and net asset value of $3.07 per share, alongside a million-dollar aggregate cash dividend and up to a 10-million-share buyback authorization.

SRX Global Inc. outlined a series of capital return and balance sheet updates, including a one-time cash dividend and a sizable share repurchase authorization, alongside preliminary post-acquisition metrics. The board approved a $0.05 per share special dividend, totaling approximately $1 million, payable on or about August 3, 2026 to shareholders of record on July 22, 2026, funded by profits from its SpaceX investment and related hedging strategies.

The company reported preliminary figures as of June 30, 2026 of an estimated net asset value of about $60 million, or $3.07 per share, with roughly $40 million in cash, more than $15 million in short-term investments, no debt, and approximately 19,517,834 shares outstanding after a 1-for-60 reverse split. The board also authorized a share repurchase program for up to 10 million shares, or up to 50% of shares outstanding, with $20 million allocated and potential use of Rule 10b5-1 trading plans. Management emphasized a disciplined capital allocation framework, recent EMJX acquisition, and will discuss strategy and recent developments in a virtual fireside chat on July 14, 2026.

SRX Global Inc. furnished an investor presentation under Regulation FD, dated June 26, 2026, as Exhibit 99.1 to a current report. The same materials are available on the Company’s website in the presentations section and may be used in future meetings with investors and analysts.

The Company states the information is furnished, not filed, so it is not subject to Section 18 liabilities and is not automatically incorporated into other securities filings unless specifically referenced. The report includes a standard caution that the presentation contains forward-looking statements subject to risks and uncertainties and that the Company undertakes no obligation to update them.

SRX Global, Inc. received notice from NYSE American that it is not in compliance with Section 1003(f)(v) because its stock has traded at a low price for a substantial period and closed below $0.10 on June 23, 2026. Trading in the company’s common stock has been halted until a reverse split is effected.

The board and majority shareholders have authorized a 1-for-60 reverse stock split of the issued and outstanding common shares. The reverse split will be effective and shares will begin trading on a post-split basis on July 6, 2026, under the existing “SRXH” symbol with a new CUSIP.

The reverse split is intended to help the company regain compliance with NYSE American’s continued listing standards. It will apply uniformly to all shareholders, with no change to par value. Fractional positions will not be issued; instead, affected holders will receive one whole share in lieu of any fractional share.

SRx Health Solutions, Inc. has closed its previously announced share exchange transaction with EMJ Crypto Technologies Inc. and CCC Crypto Corp., acquiring 100% of their equity interests and a 100% ownership interest in the defined IP Asset. At closing, the company issued an aggregate 268,346,659 shares of common stock, 117,268,196 exchangeable shares of ExchangeCo (on a one-for-one basis into common stock), and pre-funded warrants to purchase 44,368,530 shares of common stock, all registered on an effective Form S-4.

Immediately after closing, the company changed its legal name from SRx Health Solutions, Inc. to SRX Global Inc., while its stock continues to trade on the NYSE American under the ticker SRXH and will use the existing name for up to 10 business days. A related press release describes the launch of an AI-driven capital allocation platform centered on investments in high-conviction operating companies and assets.

SRx Health Solutions, Inc. announced that its wholly owned subsidiary, Halo, Purely for Pets, Inc., has invested more than 10% of the company’s aggregate treasury assets in Astro Investment XVII, an affiliate of Astro Capital structured as a special purpose vehicle.

The company and EMJ Crypto Technologies highlighted that this represents an investment of greater than 10% of their investable capital, targeting opportunities at the intersection of artificial intelligence and space-related businesses. The disclosure also notes that SRx has filed a Registration Statement on Form S-4 covering common stock to be issued in its previously announced merger with EMJX, with an information statement/prospectus to be sent to stockholders after effectiveness.

SRx Health Solutions, Inc. released a shareholder letter from EMJ Crypto Technologies founder Eric M. Jackson updating on their proposed merger and EMJX’s recent performance. EMJX deployed $18 million into its second-generation digital-asset treasury hedging strategy, earning a 5.69% return in March 2026 versus a 4.98% decline in the S&P 500, a 10.67% outperformance. Through mid-April, EMJX reports approximate gains of 3.5% in its hedging pool and 8% in long treasury holdings. The Company filed a Form S-4 registration statement for the merger, after which a regulatory review is expected before the transaction can close.

SRx Health Solutions entered into a private placement Securities Purchase Agreement for up to 10,000 shares of Series B convertible preferred stock and accompanying warrants, for an aggregate purchase price of up to $8.0 million in one or more closings.

At the initial closing on March 16, 2026, investors purchased 5,660 Series B shares and 22,237,666 warrants for cash proceeds of approximately $4.528 million. Each Series B share has a stated value of $1,000, ranks senior to common stock (pari passu with Series A), and is convertible at a fixed price of $0.3182 per common share, subject to adjustments.

After stockholder approval, holders may elect alternative conversion prices tied to recent volume-weighted average prices, and the company may redeem all outstanding Series B at 125% of a defined conversion amount. The company agreed to register for resale common shares issuable upon conversion of the Series B and exercise of the warrants under a registration rights agreement.

SRx Health Solutions, Inc. entered into limited waiver and consent agreements with certain existing investors to support a planned new financing. The company intends to sell a new series of convertible preferred stock, called Series B Preferred Stock, together with related warrants, to new accredited investors.

Under these waivers, existing note and Series A preferred investors agree to permit this new offering and give up their contractual rights to participate in it and in any later similar financings. Required holders of Series A Preferred Stock also consent so that the new Series B Preferred Stock may rank on an equal footing with the Series A Preferred Stock for dividends, distributions, and liquidation payments.

The filing also reminds investors that SRx previously raised capital through senior secured convertible notes with an original principal amount of $7.65 million and through a Series A preferred stock financing that generated approximately $15.23 million in proceeds along with related warrants.

SRx Health Solutions, Inc. reported receiving a public Warning Letter from NYSE American, indicating it failed to comply with Sections 301 and 713 of the exchange’s Company Guide. The issue stems from issuing approximately 7.5 million common shares upon conversion of Series A preferred stock between December 31, 2025 and January 23, 2026.

NYSE Regulation states the company did not obtain prior listing approval for these additional shares and did not secure sufficient shareholder approval for an issuance exceeding 20% of common stock outstanding. The exchange notes that future failures to meet listing requirements could lead to further action, including potential delisting proceedings. SRx Health says all Series A preferred shares have now been converted or redeemed, with none outstanding.

SRx Health Solutions, Inc. filed a current report describing the full redemption of its Series A Convertible Preferred Stock. The company redeemed all outstanding preferred shares for an aggregate redemption price of approximately $21,772,500 under the terms of its certificate of designations.

According to the accompanying press release, the redeemed Series A Preferred Stock had represented about 125,000,000 shares of common stock on an as-converted basis, which are now canceled. The company previously issued 19,035 preferred shares in a private placement for roughly $15.23 million in proceeds. Management states that eliminating this class of preferred stock and the associated as-converted common shares improves capital structure flexibility for potential future investments or returning capital to shareholders.

SRx Health notes it has no undisclosed immediate plans for mergers and acquisitions as of the release date, but will continue to evaluate opportunities periodically. The company also expects to file its Form 10-Q for the quarter ended December 31, 2025 on February 13, 2026.

SRx Health Solutions, Inc. reports that NYSE American has accepted its plan to regain compliance with listing standards, allowing its common stock to continue trading during a plan period ending July 14, 2026. The company must give NYSE American quarterly updates on its progress toward the plan’s goals.

NYSE American previously notified the company that it fell below the continued listing requirement for stockholders’ equity of $4 million after SRx Health Solutions reported stockholders’ equity of ($45.9) million as of June 30, 2025, along with losses in three of its four most recent fiscal years ended December 31, 2024. The company states that it intends to regain compliance with Section 1003(a)(i) within the plan period.

SRx Health Solutions, Inc. reported that stockholders holding 12,591,645 votes, or 45.42% of outstanding voting power on an as-converted basis as of the December 12, 2025 record date, approved several actions by written consent. This exceeded the one-third threshold required under Delaware law and the company’s bylaws, so no meeting was held.

Stockholders approved changing the company’s name to EMJX, Inc. and its NYSE American ticker from SRXH to EMJX, conditioned on closing a proposed transaction with EMJ Crypto Technologies Inc., CCC Crypto Corp., and other transferors. They also approved issuing shares of common stock that may equal 20% or more of current outstanding common stock, potentially at below-market value, to acquire those entities and associated artificial intelligence-driven crypto trading intellectual property, and to appoint Eric M. Jackson, PhD as CEO and board chair in connection with the transaction.

Additional approvals included increasing the 2019 Incentive Award Plan pool to 10% of shares outstanding, but not less than 3,432,915 shares, electing four directors to terms running to the 2026 annual meeting, a non-binding advisory vote on executive compensation, and ratifying Davidson and Company LLP as auditor for 2025. Before closing the transaction or implementing these actions, the company will file and mail a Schedule 14C information statement.

SRx Health Solutions, Inc. entered into a Share Exchange and Asset Transfer Agreement to acquire EMJ Crypto Technologies Inc., CCC Crypto Corp. and related AI-driven trading intellectual property in an approximately $55 million all-stock transaction.

The IP Asset consists of worldwide intellectual property rights in technology that uses artificial intelligence to predict outcomes from data sets, including an algorithm designed to outperform Bitcoin and Ethereum based on trading volatility, together with associated software, data, know-how and related materials.

Closing is subject to customary conditions, including approval of the transaction by SRx stockholders, SEC effectiveness of a Form S-4 registering the common shares to be issued for resale, and NYSE American approval to list those shares. The agreement includes mutual termination rights through an End Date of June 30, 2026, and if it is terminated due to a party’s breach, the breaching side must reimburse the other parties’ transaction fees and expenses up to $300,000.

SRx Health Solutions, Inc. reported that its stockholders approved, and the company filed, an amendment to its Certificate of Incorporation to significantly increase its authorized common stock. The number of authorized shares of common stock, par value $0.001 per share, was raised from 200,000,000 shares to 5,000,000,000 shares, while the authorized preferred stock remains at 4,000,000 shares. Stockholders approved the amendment on October 8, 2025, following a recommendation from the Board of Directors, and the change became effective upon filing with the Delaware Secretary of State on November 19, 2025. This change expands the company’s capacity to issue additional common shares in the future for potential financing, acquisitions, or other corporate purposes.

SRx Health Solutions (SRXH) appointed Sammy Dorf to its Board of Directors, effective immediately. Dorf is Executive Chairman of Flora Growth and previously co-founded Verano Holdings, a multi-state cannabis company. The filing highlights his capital markets and operational experience, noting he has raised over $300 million and helped secure 25+ licenses across 14 states. The company also furnished a related press release as an exhibit.

SRx Health Solutions entered a private placement for up to $30.46 million of Series A convertible preferred stock and accompanying warrants, with an initial closing on October 31, 2025. At the first closing, investors purchased 19,035 Series A shares and 54,527,811 warrants for aggregate proceeds of approximately $15.23 million, paid in cash or through cancellation of prior instruments.

The warrants expire three years from first exercisability and have an exercise price of $0.6109, subject to adjustments as described. The Series A Preferred is convertible at a fixed price of $0.6109, with an alternate conversion formula during specified triggering events, bounded by a floor price of $0.6109. The company will seek stockholder approval to increase authorized common shares from 200,000,000 to 5,000,000,000.

The company also amended its common stock purchase agreement, increasing the total commitment from $50 million to $1 billion, and issued a $20 million convertible promissory note. Two directors resigned effective October 31, 2025, with no disagreements noted, and board committees were reconstituted.

SRx Health Solutions, Inc. reported a NYSE American noncompliance notice tied to Section 1003(a)(ii), which requires stockholders’ equity of at least $4 million when a company has losses in three of its four most recent fiscal years. The notice, dated October 14, 2025, has no immediate effect on the listing, and SRXH common stock will continue trading on NYSE American.

The company must submit a compliance plan by November 13, 2025, detailing actions to regain compliance by July 14, 2026. Under Section 1009 procedures, delisting proceedings could be initiated if the deficiency is not cured, and the exchange may accelerate action if trading levels are viewed as abnormally low. SRx stated it is developing plans and remains in discussions with the exchange. A press release was issued on October 17, 2025.

SRx Health Solutions, Inc. disclosed that its board will seek shareholder approval for an Additional Reverse Split of its common stock to occur after the previously approved reverse split from July 23, 2025. The Additional Reverse Split would be set at a ratio anywhere in the 15-to-1 to 85-to-1 range, with the Board to select the final ratio and timing so long as it occurs no later than March 31, 2026. The filing also references an issuance threshold equal to 19.99% of the common stock then outstanding in connection with an ELOC Purchase Agreement or related securities convertible into or exercisable for common stock. The Board retains discretion over the precise split ratio within the approved range following stockholder approval.

SRx Health Solutions, Inc. reported that its Board of Directors appointed Joshua A. Epstein as a director effective October 1, 2025. He will serve until a successor is elected and qualified or until his resignation or removal.

Epstein brings over 20 years of operational, advisory, investing, and legal experience across energy, technology, healthcare, medical cannabis, blockchain, and gaming sectors. His background includes leadership roles in corporate development, private equity, cannabinoid and wellness manufacturing, and international medical cannabis, as well as earlier work as an M&A and securities attorney.

SRx Health Solutions, Inc. filed an 8-K announcing it has dismissed CBIZ CPAs P.C. as its independent registered public accounting firm and engaged Davidson and Company LLP for the fiscal year ending September 30, 2025. The change was approved by the Board of Directors based on the Audit Committee’s recommendation.

The filing reviews prior audit opinions, noting that both Better Choice Company, Inc. and SRx Health Solutions (Canada), Inc. previously received going concern explanatory paragraphs and had multiple material weaknesses in internal control over financial reporting, including revenue recognition, IT and general control deficiencies.

While preparing the June 30, 2025 Form 10-Q, the company identified an error that overstated revenue by approximately $1.8 million for the fiscal year ended September 30, 2024; management concluded the error was not material and will revise, rather than restate, those financial statements and expects an additional material weakness related to revenue recognition. The filing also states that SRx Canada is under Companies’ Creditors Arrangement Act protection in Canada and that most of its assets have been sold through court-approved transactions.

SRx Health Solutions, Inc. announced that, pursuant to a Settlement, Share Forfeiture and Mutual Release Agreement, certain founders and officers of its wholly-owned subsidiary SRx Canada forfeited for cancellation approximately 18,839,332 million shares of SRx Canada stock that were exchangeable one-for-one into the Company's common stock. In consideration the Company agreed to release those parties from certain claims, and the filing states the forfeited shares represent approximately 60% of the aggregate number of Common Stock and Exchangeable Shares outstanding immediately prior to the Settlement.

The Company also accepted the voluntary resignation of director Adesh Vora, effective August 13, 2025, citing SRx Canada’s previously announced proceedings in Canada under the federal Companies' Creditors Arrangement Act. The Settlement Agreement is filed as Exhibit 10.1 and a related press release as Exhibit 99.1.

SRx Health Solutions, Inc. disclosed that its wholly owned Canadian subsidiary, SRx Health Solutions (Canada), Inc., obtained an Initial Order under the Companies' Creditors Arrangement Act from the Ontario Superior Court of Justice. The Court granted a stay of proceedings, appointed Grant Thornton Limited as Monitor, approved debtor-in-possession financing and authorized a sale process to identify potential transactions.

The Canadian unit secured DIP financing of up to $1,750,000 (which the filing states includes insider participation) to finance working capital and support restructuring while the sale process proceeds. The Company says it intends to continue critical Canadian operations during the proceedings, and that neither the parent company nor its U.S. subsidiary, Halo, Purely For Pets, Inc., have filed for bankruptcy in the U.S. or Canada.

Item 5.07: On 23 Jul 2025, stockholders holding 17.1 M votes (51.5% of the 33.2 M outstanding) of SRx Health Solutions, Inc. (SRXH) delivered a written consent approving an amendment that empowers the Board to carry out a reverse stock split of the company’s common shares at any ratio between 15-for-1 and 60-for-1. The Board may implement the split at any time before 31 Mar 2026 and may choose the exact ratio and timing without further shareholder action.

Because the majority was obtained by written consent, no shareholder meeting is required and there were no opposing, abstaining, or broker non-votes. The filing discloses no financial results, transactions, or other corporate actions beyond the potential split.

Reverse splits are often used to boost per-share price and preserve exchange listings, but they can also reduce liquidity and sometimes precede additional capital actions. Implementation remains at the Board’s sole discretion.