iPath® B S&P 500® VIX Md-Trm Futs™ ETN SEC Filings

Classover Holdings, Inc. (KIDZW) has called a virtual special meeting for July 18, 2025 to seek stockholder approval for two pivotal capital-structure actions.

Proposal 1 – “Nasdaq Proposal”: authorizes the issuance of Class B common stock above the 19.99% threshold required by Nasdaq rules in connection with (i) a $400 million Equity Purchase Facility Agreement (EPFA) with Solana Strategic Holdings LLC and (ii) up to $500 million of senior secured convertible notes under a May 30, 2025 Securities Purchase Agreement. Both agreements allow issuance below the Nasdaq “Minimum Price” and could trigger a change of control, hence the need for shareholder consent.

Proposal 2 – “Authorized Share Proposal”: amends the certificate of incorporation to raise authorized Class B shares from 450 million to 2 billion. The board says the additional capacity will (1) cover all shares issuable under the EPFA and note conversions and (2) support future financing, equity compensation and strategic M&A.

Voting dynamics: CEO & Chair Hui Luo owns all 6.54 million Class A shares (25 votes each) plus 522.8 k Class B shares, giving management roughly 91% of total voting power. A Voting Agreement obligates Luo to vote “FOR” both items, effectively guaranteeing passage.

Capital & structural implications:

• The EPFA allows discounted share sales at 95% of the lowest VWAP over the prior three trading days, incentivising rapid resale by the investor.
• The notes are senior, secured by all company assets (including crypto holdings) and prohibit cash dividends while outstanding.
• If approved, common shareholders face potentially massive dilution and a decline in per-share voting and economic interests.

Strategic rationale & risks: Proceeds back a “Solana-centric” digital-asset treasury strategy that includes buying, staking and validator operations. The proxy enumerates extensive risks: crypto price volatility, potential classification of SOL as a security, 1940 Act “investment company” issues, custody & cyber-security exposure, restrictive debt covenants and dilution. Failure to obtain approval would cap issuances at 19.99%, limit access to capital, and force repeated shareholder meetings.

Board recommendation: vote FOR both proposals.

The Toronto-Dominion Bank (TD) is offering 1,940,779 units of senior unsecured Accelerated Return Notes (ARNs) linked to the Invesco S&P 500 Equal Weight ETF (ticker RSP). Each note has a $10 principal amount, for a total face value of $19.41 million. The notes price on 26 Jun 2025, settle 3 Jul 2025, and mature 28 Aug 2026, giving an effective life of about 14 months.

The structure provides 300% leveraged upside on any positive performance of RSP, but gains are capped at a Capped Value of $11.143 per unit, equal to an 11.43 % maximum return. Downside exposure is one-for-one: if the ETF finishes below its $180.23 starting value, investors lose principal proportionally and could lose 100 % of their investment. No periodic interest is paid.

Initial estimated value is $9.719, below the $10 offering price, reflecting TD’s internal funding rate, a $0.175 underwriting discount and a $0.05 hedging-related charge. All payments are subject to TD’s credit risk; the notes are not FDIC or CDIC insured and will not be listed on any exchange. Secondary market liquidity is expected to be limited and any resale price may be well below issue price.

Key risks highlighted include full downside exposure, return cap, valuation uncertainty, limited liquidity, potential conflicts for calculation agents (TD and BofA Securities), and complex U.S./Canadian tax treatment. The filing also details the methodology and risks of the underlying ETF, the S&P 500 Equal Weight Index, and extensive tax disclosures under U.S. and Canadian law.

The Toronto-Dominion Bank (TD) is offering 1,940,779 units of senior unsecured Accelerated Return Notes (ARNs) linked to the Invesco S&P 500 Equal Weight ETF (ticker RSP). Each note has a $10 principal amount, for a total face value of $19.41 million. The notes price on 26 Jun 2025, settle 3 Jul 2025, and mature 28 Aug 2026, giving an effective life of about 14 months.

The structure provides 300% leveraged upside on any positive performance of RSP, but gains are capped at a Capped Value of $11.143 per unit, equal to an 11.43 % maximum return. Downside exposure is one-for-one: if the ETF finishes below its $180.23 starting value, investors lose principal proportionally and could lose 100 % of their investment. No periodic interest is paid.

Initial estimated value is $9.719, below the $10 offering price, reflecting TD’s internal funding rate, a $0.175 underwriting discount and a $0.05 hedging-related charge. All payments are subject to TD’s credit risk; the notes are not FDIC or CDIC insured and will not be listed on any exchange. Secondary market liquidity is expected to be limited and any resale price may be well below issue price.

Key risks highlighted include full downside exposure, return cap, valuation uncertainty, limited liquidity, potential conflicts for calculation agents (TD and BofA Securities), and complex U.S./Canadian tax treatment. The filing also details the methodology and risks of the underlying ETF, the S&P 500 Equal Weight Index, and extensive tax disclosures under U.S. and Canadian law.

Royal Bank of Canada (Series J) is offering unsecured, senior Market-Linked Securities linked to the S&P 500 Index, due August 3, 2028. The $1,000-denominated notes are auto-callable after roughly one year (call date: August 4, 2026). If the Index closing value on that date is at or above the starting value, investors receive the face amount plus a minimum 7.15% call premium and the notes terminate early.

If not called, the maturity payment depends on Index performance from the starting value (set on July 30, 2025) to the ending value (July 31, 2028):

• Upside: 125% participation in any Index gain (no cap).
• Buffer: Full principal back if the Index is flat or ≤10% down.
• Downside: 1-to-1 loss beyond the 10% buffer; investors may lose up to 90% of principal.

The securities pay no coupons, dividends, or interest, and are not listed on any exchange. All cash flows are subject to RBC’s credit risk. The initial estimated value is expected between $910.50 and $960.50—below the $1,000 offering price—reflecting agent discounts (Wells Fargo Securities as principal distributor), hedging costs, and RBC’s internal funding rate. RBC Capital Markets acts as calculation agent.

Key risk disclosures stress potential principal loss, limited liquidity, uncertain tax treatment, and conflicts of interest arising from dealer hedging and pricing activities. Hypothetical tables show returns ranging from +125% to −90%, illustrating leverage, buffer protection, and auto-call limitations.

Barclays Bank PLC is issuing $1.861 million aggregate principal amount of Global Medium-Term Notes, Series A that are linked to the price return of the S&P 500® Index (SPX). The notes will be offered in $1,000 denominations, price at par, and settle on 1 July 2025. They mature on 29 June 2028 (subject to possible postponement).

Return profile: At maturity investors receive (i) full principal repayment, plus an index-linked uplift equal to the lesser of the S&P 500 return and a Maximum Return of 21.95 %, or (ii) principal only if the index declines. The maximum redemption value is therefore $1,219.50 per $1,000 note. There are no interim coupons or dividends.

Key terms:

• Initial Value: 6,141.02 (SPX close on 26 June 2025).
• Reference Asset Return = (Final Value − Initial Value) / Initial Value.
• Estimated value on pricing date: $978.90, below the $1,000 issue price, reflecting fees (2% sales commission) and hedging costs.
• Issuer credit risk and potential U.K. Bail-in Power apply; the notes are unsecured and unsubordinated.
• Not listed on any exchange; secondary market making is at the discretion of Barclays Capital Inc.
• U.S. investors are expected to accrue taxable interest annually under the contingent payment debt instrument (CPDI) rules.

Risk highlights: upside is capped; no participation in dividends; illiquidity; the note’s value may be materially below par before maturity; investors could lose some or all value if Barclays defaults or if U.K. authorities exercise bail-in powers.

Barclays Bank PLC has filed a preliminary Rule 424(b)(2) pricing supplement for a new structured product — Capped Notes due July 6, 2027 — that provide unleveraged, principal-protected exposure to an equally weighted basket composed of the S&P 500® Index (SPX) and the EURO STOXX 50® Index (SX5E). Investors purchase the Notes at $1,000 par in minimum denominations of $1,000 on the expected Issue Date of July 3 2025; maturity is two years and three days later on July 6 2027.

Return mechanics. • If the Final Basket Value exceeds the Initial Basket Value (set at 100 on the Initial Valuation Date of June 30 2025), investors receive principal plus the lesser of the Basket Return and a fixed Maximum Return of 13.40%. • If the Basket is flat or declines, holders only receive their $1,000 principal (100 % downside protection at maturity). • The maximum redemption amount is therefore $1,134 per $1,000 note, equivalent to an annualized gross yield of roughly 6.5%.

Economics & fees. Barclays’ internal models estimate the initial fair value at $924.10–$974.10, below the $1,000 offering price, primarily due to selling commissions of up to 1.85%, hedging costs and structuring fees. Barclays Capital Inc. acts as sole agent and may pay up to $18.50 per note in selling concessions and structuring fees, reducing net proceeds to 98.15 % of face.

Key risks. • Return cap: upside is limited to 13.40%, so investors do not participate fully in any strong equity rally. • No coupons or dividends: the strategy forgoes current income and the dividend yield of both indices. • Credit exposure: payments rely on the unsecured, unsubordinated credit of Barclays Bank PLC and are subject to the U.K. Bail-in Power. • Liquidity: the Notes will not be listed; any secondary market will be made solely on a best-efforts basis by Barclays affiliates. • Tax: expected to be treated as contingent-payment debt instruments, requiring holders to accrue taxable interest annually despite no interim cash flows.

Investor profile. The product targets investors who (1) are moderately bullish on U.S. and Eurozone large-cap equities over a two-year horizon, (2) are comfortable exchanging uncapped equity upside and dividends for full principal protection, and (3) can tolerate issuer credit risk and limited liquidity.

Barclays Bank PLC is offering $2,315,000 principal amount of Autocallable Fixed Coupon Notes due July 1, 2027 linked to the worst performer of Palo Alto Networks, Inc. (PANW) and ServiceNow, Inc. (NOW). Each note is issued in $5,000 denominations under the Global Medium-Term Notes, Series A programme.

Coupon & Early Redemption: Investors receive fixed quarterly coupons of $29.875 per note (11.95% p.a.). Beginning three months after issuance, if on any of seven scheduled Call Valuation Dates the closing price of each reference asset is at or above its Initial Value, the notes are automatically called at $5,000 plus the accrued coupon, ending further payments.

Protection & Barrier: Should the notes remain outstanding to maturity, principal is repaid in full only if the Final Value of the least-performing stock is ≥ 60% of its Initial Value (Barrier). Otherwise, investors incur a dollar-for-dollar loss (or receive shares via Barclays’ physical-settlement option), exposing up to 100% of principal to equity downside.

Key Terms: Initial Valuation Date – 26 Jun 2025; Issue Date – 1 Jul 2025; Maturity Date – 1 Jul 2027. Initial Values: PANW $202.34; NOW $1,011.44. Barrier levels therefore equal $121.40 and $606.86, respectively. Agent commission is 1.75%; net proceeds 98.25%. Barclays’ internal models assign an estimated value of $981.60 per $5,000 note, well below issue price.

Risk Highlights: • Unsecured and unsubordinated; subject to U.K. Bail-in Power. • No participation in upside beyond coupons. • Credit, market, volatility and liquidity risks; no listing. • Early redemption risk limits coupon stream. • Potential physical share delivery may realise less than cash alternative.

The product suits investors seeking high fixed income and willing to accept concentrated equity, credit and bail-in risks, limited upside and the possibility of significant principal loss.

Leggett & Platt, Inc. (LEG) – Form 4 insider transaction

Executive Vice-President and Chief Strategic Planning Officer Ryan Michael Kleiboeker reported two open-market purchases of the company’s common stock on June 27 2025:

• 93.4919 shares at an average price of $7.8625
• 215.6959 shares at an average price of $7.40

Following these small acquisitions (total ≈ 309 shares), Kleiboeker’s directly held position rose to 82,717.1441 shares. He also reports indirect holdings of 1,000 shares held in a spouse’s IRA and 855.742 shares within the company retirement plan. No derivative transactions were disclosed. There is no indication that the purchases were executed under a Rule 10b5-1 trading plan.

The filing represents routine insider accumulation amounting to less than 0.4 % of the executive’s existing stake and is unlikely to have a material impact on LEG’s share price or fundamentals.

Barclays Bank PLC is offering $500,000 in Buffered Autocallable Fixed Coupon Notes (Global MTN Series A) due 31-Dec-2026. The notes are linked to the worst performer of NVIDIA (NVDA), Spotify (SPOT) and Meta Platforms (META) common shares and are unsecured, unsubordinated obligations of Barclays.

Key economic terms

• Principal denomination: $1,000 (minimum purchase and tradable in $1,000 increments).
• Issue / maturity: 01-Jul-2025 to 31-Dec-2026 (≈18 months).
• Fixed coupons: $32.65 quarterly (3.265%), equivalent to 13.06% p.a.; paid regardless of share performance until an automatic call or maturity.
• Automatic call: On five quarterly valuation dates, if each share closes ≥ its initial value, investors receive $1,000 + current coupon and the note terminates.
• Principal buffer: 30%. If not called and the worst-performing share closes ≥70% of its initial value, full principal is repaid.
• Downside exposure: Below the buffer, loss accelerates at a 1.428571× leverage (e.g., –40% worst-performer → –42.86% principal loss).
• Physical settlement option: Barclays may deliver shares of the worst-performer instead of cash when buffer breached.
• Estimated value: $958.30 (95.83% of issue price); investor pays 100%. Agent commission 2%.
• Secondary trading: No exchange listing; liquidity solely through Barclays Capital Inc.

Risk highlights

• Credit risk of Barclays and potential U.K. Bail-in Power.
• Significant loss of principal possible; worst-share risk not diversified.
• Complex tax treatment; uncertain secondary market pricing.
• Estimated value below offer price highlights embedded costs.

Investor profile: Yield-seeking investors comfortable with single-stock volatility, short tenor, issuer credit exposure and limited upside. Not suitable for investors requiring principal protection, dividend participation or ready liquidity.