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TOTALIGENT INC 8-K Filings

TGNT OTC

Every 8-K that TOTALIGENT INC (TGNT) 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 TGNT 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 TGNT filings page.

Rhea-AI Summary

Totaligent, Inc. entered into a Definitive Agreement with Ivan Klarich to complete a strategic acqui-hire of the Aetherium Medical team and related intangible Aetherium Assets through a new wholly owned subsidiary, Aetherium Medical LLC. Klarich becomes President immediately and is expected to join the Board, which will expand to three members after closing. He will receive milestone-based equity, including an initial 10% fully-diluted equity issuance at closing and additional Series D Preferred Stock (convertible into 1,000 shares of Common Stock) or Common Stock as specific performance milestones are met. Closing is scheduled for 30 days after the Effective Date, subject to customary conditions, while a potential joint venture with GloMed is contemplated but not a condition to this transaction.

Rhea-AI Summary

Totaligent, Inc. entered into an Extension Amendment to its Binding Letter of Intent with GloMed Solutions Limited Liability Company dated February 22, 2026. The original letter outlines plans for a joint venture and a call option for Totaligent to acquire GloMed, including its operations, intellectual property, and related assets.

The Amendment moves the target dates for negotiating and signing definitive agreements, and for closing the proposed transaction, to April 22, 2026 to allow more time for negotiations and due diligence. The binding exclusivity period is also extended through April 22, 2026, with all other terms of the letter of intent remaining in effect.

Rhea-AI Summary

Totaligent, Inc. entered into an Extension Amendment with Aetherium Medical to its existing binding letter of intent. The amendment moves the target dates for negotiating and signing definitive agreements, and for closing the proposed acqui-hire transaction, from March 5, 2026 to April 10, 2026.

The proposed transaction would involve Totaligent issuing equity in exchange for Aetherium’s team, business plan, intellectual property, know-how, contacts and related assets. The exclusivity period under the original letter of intent is extended through April 10, 2026, and all other terms of the letter of intent remain in effect.

Rhea-AI Summary

Totaligent, Inc. signed an Extension Amendment to its binding letter of intent with Aetherium Medical, which outlines a proposed acqui-hire where Totaligent would acquire Aetherium’s team, business plan, intellectual property, know-how, contacts and related assets in exchange for equity.

The Amendment moves the target date to negotiate and sign definitive agreements, and the target closing date of the transaction, from March 5, 2026 to March 20, 2026 to allow more time for negotiations and due diligence. The binding exclusivity period in the letter of intent continues through April 5, 2026, and all other terms of the original letter of intent remain in effect.

Rhea-AI Summary

Totaligent, Inc. entered into a binding letter of intent with GloMed Solutions to form a joint venture that combines Totaligent’s Aetherium Medical platform with GloMed’s distribution network in high‑growth APAC markets. GloMed currently generates about $10 million in annual revenue and $1 million in free cash flow.

The joint venture will be formed on a contribution basis, with no initial cash consideration, and aims to start operations about four weeks after the LOI. Incremental revenue from the venture will be shared at a ratio still to be determined, while GloMed keeps its baseline income. Governance will include a three‑member board, with Totaligent appointing all three seats for strategic control.

The LOI also grants Totaligent a binding call option to acquire 100% of GloMed, including its joint venture interests, for $3,000,000 in cash plus newly issued equity equal to 15% of Totaligent’s fully diluted common stock after closing, exercisable for one year following the joint venture closing. Most business terms are non‑binding and closing is subject to due diligence, definitive agreements, absence of material adverse change, and a PCAOB‑compliant audit for the call option.

Rhea-AI Summary

Totaligent, Inc. entered into a binding letter of intent with Aetherium Medical for a proposed acqui-hire transaction. Totaligent plans to acquire Aetherium’s team, intellectual property, business plan, contacts, and related assets in exchange for equity, with no cash paid at closing.

The deal would create a new wholly owned subsidiary, Aetherium Medical LLC, and appoint Aetherium’s CEO, Ivan Klarich, as its Managing Director. Totaligent expects to issue equity equal to 10% of its outstanding common stock (or equivalent) as restricted preferred stock to Klarich and key team members, subject to performance-based vesting, escrow, and repurchase rights.

The LOI is binding on exclusivity, confidentiality, expenses, and Delaware governing law, while other terms are non-binding. The parties aim to sign definitive agreements within about four weeks and target a March 5, 2026 closing, subject to due diligence, final documentation, absence of a material adverse change, and other conditions.