STOCK TITAN

Stewards enters $1.5M junior bridge financing

Stewards, Inc. (SWRD) has entered into a secured, short-term bridge financing arrangement with Accretiv Investment Holdings Inc. via a Promissory Note and Security Agreement for an original principal amount of $1,500,000.

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Stewards, Inc. (SWRD) has entered into a secured, short-term bridge financing arrangement with Accretiv Investment Holdings Inc. via a Promissory Note and Security Agreement for an original principal amount of $1,500,000. As of the agreement date, the lender had not yet advanced the funds, and Stewards’ payment obligations arise only upon actual receipt of the principal in immediately available funds.

The principal under the note is due on September 21, 2026, which is a firm outside date. Stewards must also pay a fixed return of $75,000, equal to 5% of the original principal, on or before November 30, 2026, earned upon funding and not prorated. The note is secured by a continuing junior security interest in substantially all of the company’s personal property and is expressly subordinate to existing senior liens, including up to $5,000,000 of secured convertible promissory notes. Upon payment default, the lender may accelerate obligations, impose $200,000 in liquidated damages, and charge default interest at 18% per annum, subject to a usury savings provision and the rights of senior lienholders.

Positive

  • None.

Negative

  • $1,500,000 short-term bridge loan carries a firm maturity on September 21, 2026 and a non‑prorated fixed return of $75,000, adding costly, time‑compressed funding pressure.
  • Upon payment default, obligations may accelerate and trigger $200,000 in liquidated damages plus 18% per annum default interest, increasing downside risk if the note is not repaid on time.

Filing Explained

The note is reported as a direct obligation, but remained unfunded; its collateral is junior to existing liens and its recourse is against the company.

The 8-K reports the note as a direct financial obligation while stating that the lender had not advanced the funds by September 2, 2026; the disclosed borrowing therefore remained unfunded at that point, despite the company granting junior security over substantially all personal property.

The company is fully recourse for the debt, but the filing states that no officer, director, employee, or stockholder provided a personal guaranty, so the disclosed recourse is against the company rather than personally guaranteed by those individuals.

Amounts actually received from the related Stewards Private Credit Fund must first be applied to the note unless the lender agrees otherwise, but the filing expressly says this is a payment-source covenant and does not create a first-priority security interest.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Bridge loan principal $1,500,000 Original principal amount of the secured short-term bridge Promissory Note
Fixed return $75,000 (5% of principal) Fixed return owed to lender on or before November 30, 2026, earned upon funding
Principal maturity date September 21, 2026 Firm outside date on which the $1,500,000 principal is due
Default interest rate 18% per annum Interest on overdue amounts after payment default, subject to maximum lawful rate
Liquidated damages on default $200,000 Amount payable upon payment default in addition to accelerated obligations
Senior secured convertible notes $5,000,000 Aggregate principal of existing secured convertible notes senior to this new junior lien
Fixed return due date November 30, 2026 Latest date by which the $75,000 fixed return must be paid
Promissory Note financial
"entered into a Promissory Note (the “Note”) and a related Security Agreement"
A promissory note is a written IOU in which one party promises to pay a specific sum, often with interest, to another party by a set date or on demand. Investors care because it functions like a loan: it creates a legal claim on future cash flows, carries credit and timing risk, and can affect valuation or liquidity—think of it as a formal, tradable promise to be repaid that can be assessed like any other debt investment.
Security Agreement financial
"Promissory Note (the “Note”) and a related Security Agreement (the “Security Agreement”)"
A security agreement is a legal contract in which a borrower promises specific assets as collateral to a lender until a debt is repaid. Think of it like leaving your car keys with a mechanic while they fix the car — the lender can take or sell the pledged assets if the borrower defaults. For investors, these agreements reveal which company assets are tied up, who gets paid first in trouble, and how risky other creditors’ claims may be.
junior security interest financial
"The Note is secured by a continuing junior security interest under the Security Agreement"
liquidated damages financial
"The Note also provides for liquidated damages of $200,000 upon a payment default"
A pre-agreed sum that one party must pay if it breaks a contract, chosen so both sides avoid arguing over the exact amount of loss later. Think of it like a fixed cancellation fee for a reservation: it makes potential costs predictable. For investors, liquidated damages matter because they create a known financial liability that can affect cash flow, contract risk, balance-sheet exposure and deal valuations.
default interest financial
"default interest on overdue amounts at 18% per annum or, if lower, the maximum lawful rate"
Default interest is an extra, higher interest rate that kicks in when a borrower fails to make required payments or otherwise breaches loan terms. Think of it as a penalty interest or late fee that increases the cost of unpaid debt, causing overdue balances to grow faster. Investors care because default interest raises potential recoveries, affects cash flow timing, and signals heightened credit risk that can change a loan or bond's value.
usury savings provision regulatory
"in each case subject to the Note’s usury savings provision"

FAQ

What new financing did Stewards, Inc. (SWRD) enter into on September 2, 2026?

Stewards, Inc. entered into a secured, short-term bridge Promissory Note with Accretiv Investment Holdings Inc. for an original principal of $1,500,000, together with a related Security Agreement granting a junior security interest in substantially all of the company’s personal property.

When are the principal and fixed return on Stewards, Inc.’s new $1,500,000 note due?

The $1,500,000 principal is due on September 21, 2026, a firm outside date. A fixed return of $75,000 (5% of principal) is due on or before November 30, 2026, earned upon funding and not prorated, subject to the note’s usury savings provision.

What collateral secures Stewards, Inc.’s new bridge loan?

The note is secured by a continuing junior security interest in substantially all of Stewards, Inc.’s personal property, including accounts, deposit accounts, equipment, inventory, general intangibles, instruments, investment property and related proceeds, subordinated to existing senior liens.

How does the new Stewards, Inc. bridge note rank relative to existing debt?

The security interest under the new note is expressly junior and subordinate to existing senior liens, including liens securing up to $5,000,000 in aggregate principal amount of secured convertible promissory notes issued under a July 27, 2026 note purchase agreement.

What are the default penalties on Stewards, Inc.’s new $1,500,000 note?

Upon a payment default, the lender may accelerate all outstanding obligations, impose $200,000 in liquidated damages, and charge default interest at 18% per annum or the maximum lawful rate, subject to applicable law and a usury savings provision.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
FALSE000179585100017958512026-09-022026-09-02

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): September 2, 2026
Stewards, Inc.
(Exact name of registrant as specified in its charter)
Nevada
333-291586
88-0436017
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)

4300 N. University Drive, Suite D-105, Lauderhill, Florida
33351
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code: (516) 419-5300
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: None
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

1


Item 1.01 Entry into a Material Definitive Agreement.

On September 2, 2026, Stewards, Inc. (the “Company”) entered into a Promissory Note (the “Note”) and a related Security Agreement (the “Security Agreement”) with Accretiv Investment Holdings Inc. (the “Lender”) in connection with a secured, short-term bridge financing in the original principal amount of $1,500,000 (the “Loan”). The Company has no material relationship with the Lender other than in respect of the Note and the Security Agreement.

As of the date of this Current Report, the Lender has not yet advanced the $1,500,000 principal amount to the Company in immediately available funds. The Company’s payment obligations under the Note arise only upon its actual receipt of the principal amount in immediately available funds.

The Note provides that the outstanding principal is due on September 21, 2026, which is a firm outside date and is not subject to extension. In addition to repayment of principal, the Company is obligated to pay the Lender a fixed return of $75,000, equal to 5% of the original principal amount, on or before November 30, 2026. The fixed return is earned upon funding and is not prorated based on the period the principal remains outstanding, in each case subject to the Note’s usury savings provision. The principal is due independently of, and is not reduced by, the fixed return.

The Note is secured by a continuing junior security interest under the Security Agreement in substantially all of the Company’s personal property, including accounts, deposit accounts, equipment, inventory, general intangibles, instruments, investment property and related proceeds. The security interest is expressly junior and subordinate to the Company’s existing senior liens, including the liens securing up to $5,000,000 in aggregate principal amount of secured convertible promissory notes issued under a note purchase agreement dated as of July 27, 2026. The Loan is full recourse to the Company, but no officer, director, employee or stockholder of the Company has provided a personal guaranty.

The Note requires the Company to apply amounts actually received from or in connection with a capital commitment from Stewards International Funds PCC, acting for and in respect of its Stewards Private Credit Fund, and other amounts actually received from that fund, first to the obligations under the Note until paid in full, unless the Lender otherwise agrees in writing. As previously disclosed, that fund is a related party. This covenant identifies a payment source and does not grant the Lender a first-priority security interest.

The Note and the Security Agreement contain customary representations, covenants and events of default. Upon a payment default, the Lender may elect to accelerate all outstanding obligations. The Note also provides for liquidated damages of $200,000 upon a payment default and default interest on overdue amounts at 18% per annum or, if lower, the maximum lawful rate, subject to applicable law and the usury savings provision. The Lender’s remedies, including remedies against the collateral, remain subject to the rights of holders of senior liens.

The foregoing descriptions of the Note and the Security Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Note and the Security Agreement, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
Description
10.1
Promissory Note, dated as of September 2, 2026, issued by Stewards, Inc. to Accretiv Investment Holdings Inc.
10.2
Security Agreement, dated as of September 2, 2026, by and between Stewards, Inc. and Accretiv Investment Holdings Inc.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
2


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

STEWARDS, INC.
Dated:
September 4, 2026
By:
/s/ Katuischia Murless
Name:
Katuischia Murless
Title:
Chief Financial Officer and Treasurer
(Principal Financial and Accounting Officer)
3

Filing Exhibits & Attachments

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