Welcome to our dedicated page for Aterian SEC filings (Ticker: ATER), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Aterian, Inc. filings document material events for a public consumer products company with a portfolio of e-commerce brands and online retail channels. Recent Form 8-K disclosures cover operating results, Regulation FD updates, credit agreement amendments, liquidity covenants, availability reserves, exhibits to material definitive agreements and other capital-structure matters.
The filing record also includes governance and shareholder-vote disclosures, including annual meeting matters, advisory vote frequency decisions, executive compensation voting procedures and officer transition reporting. These filings frame Aterian’s formal disclosures around financial performance, financing arrangements, board and stockholder actions, and corporate strategy updates.
Aterian, Inc. is registering for resale up to 6,737,500 shares of Common Stock issuable upon conversion of 875,000 shares of Series AA Convertible Non-Redeemable Preferred Stock, each convertible into 7.7 Common shares. These are being registered for selling stockholder David Lazar and related permitted transferees; Aterian will not receive proceeds from any resale. The registration follows an April 2026 private placement in which Lazar purchased 1,750,000 Series AA and 1,750,000 Series AAA Preferred shares for $7.0 million total, and an $18 million Asset Sale of marquee brands to Trademark Global, LLC. As of July 17, 2026, 10,879,410 Common shares were outstanding. Full conversion of all preferred series would give Lazar very high ownership and voting power, potentially making Aterian a controlled company and causing substantial dilution to existing holders. The company discloses continued operating losses, a recent going-concern paragraph from its auditor, and substantial doubt about its ability to continue as a going concern.
Aterian, Inc. completed two connected transactions on July 17, 2026: sale of specified consumer-brand assets to Trademark Global, LLC for $18.0 million in cash, and issuance of convertible preferred stock to investor David E. Lazar for aggregate gross proceeds of $7.0 million.
The asset sale covers brands including Mueller Living, PurSteam, hOmeLabs, Squatty Potty, Healing Solutions and Photo Paper Direct, while Aterian retains smaller brands such as Vremi and Xtava. The preferred financing comprised 1,750,000 Series AA and 1,750,000 Series AAA shares at $2.00 per share, each series convertible into common stock at fixed ratios.
Following the second preferred closing, Lazar beneficially owns about 95.8% of Aterian’s issued and outstanding voting securities, constituting a change in control; existing holders collectively own about 4.2% of voting power. Aterian repaid in full all indebtedness under its existing credit agreement and terminated related commitments, guarantees and liens.
The board declared a dividend of non-transferable contingent value rights linked to specified future cash proceeds, with an August 17, 2026 payment date for the dividend, though payments are not assured. Stockholders approved the asset sale, preferred-share conversion-related proposals, a reverse stock split range of 1-for-2 to 1-for-99, and an increase in authorized common shares up to 1,000,000,000.
Aterian, Inc. convened a special stockholder meeting on July 10, 2026 and immediately adjourned it without conducting business. A quorum was present, with 5,278,277 shares, or 48.65% of common stock outstanding as of May 29, 2026, represented virtually or by proxy. The meeting was adjourned because there were not sufficient votes to approve the proposal to sell substantially all of Aterian’s assets to Trademark Global, LLC under an Asset Purchase Agreement dated April 27, 2026. The special meeting will reconvene on July 17, 2026 at 9:30 a.m. Eastern Time via live webcast, with the same record date and unchanged proposals, including the Asset Sale and a related investment transaction with David E. Lazar. Aterian highlights forward-looking statements about these transactions, potential dividends or contingent value rights, and notes risks such as its ability to continue as a going concern, maintain its Nasdaq listing, and meet financial covenants.
Aterian, Inc. declared a special dividend of contingent value rights (CVRs) for common stockholders and certain warrant holders, tied to its previously announced asset sale to Trademark Global and preferred stock investment by David E. Lazar. Holders of common shares and eligible warrants as of the close on July 8, 2026 are currently expected to receive one CVR per share or warrant-share.
The Board may change the record date, set the payment date within 60 days of that date but no later than September 4, 2026, or revoke the dividend entirely based on updated solvency or surplus analysis. Aterian plans to route a portion of remaining cash and other proceeds from the asset sale, preferred investment and additional recoveries through the CVRs.
Based on current estimates, management expects between about $10.6 million and $14.2 million, or roughly $0.85 to $1.14 per share, could ultimately be available for distribution, after reserves and obligations. The company warns that these figures are uncertain, may be materially lower, and depend on post-closing adjustments, collections, reserves for specified liabilities and Board decisions.
The Board of Aterian, Inc. is asking shareholders to approve a sale of substantially all company assets to Trademark Global under an Asset Purchase Agreement and related proposals tied to a $7.0 million preferred-stock investment by David E. Lazar. The Asset Sale consideration is $18,000,000, subject to customary adjustments and closing conditions, and stockholder approval is a closing condition. The proxy also seeks approvals for conversion-related issuances, governance changes, a reverse stock split, and an increase in authorized shares to enable the Investment Transaction and related financings.
Aterian, Inc. is asking stockholders to approve the sale of substantially all of its operating assets to Trademark Global and related actions tied to a financing with investor David E. Lazar. The Asset Purchase Agreement provides $18,000,000 in base cash consideration at closing, subject to customary adjustments and conditions, including stockholder approval and contribution margin tests. Separately, the Company agreed to sell preferred shares to Mr. Lazar for aggregate gross proceeds of $7.0 million, part of a two-stage closing where the second closing is conditioned on stockholder approvals. The Board unanimously recommends voting FOR the Asset Sale, the financing-related proposals, a reverse split, an increase in authorized shares, and adjournment authority. Proxy voting instructions, quorum and vote thresholds are described, and the proxy includes information on termination fees, indemnities, potential distributions to holders (estimated net proceeds available for distribution of $10.6M to $14.2M, or approximately $0.85 to $1.14 per share), and related tax cautions.
Aterian, Inc. is soliciting votes at a virtual special meeting to approve the sale of substantially all of its operating assets to Trademark Global and related transactions with investor David E. Lazar. The Asset Purchase Agreement provides for $18,000,000 in base cash consideration at closing, subject to net working capital adjustments and customary closing conditions, including stockholder approval. Separately, Aterian entered a Securities Purchase Agreement providing for aggregate gross proceeds of $7.0 million from the sale of preferred shares to Mr. Lazar, with conversion features that could result in a large number of common shares upon conversion. The Board unanimously recommends voting FOR the Asset Sale and the SPA-related proposals. The proxy materials describe termination fees, closing conditions, indemnification obligations, potential distributions of net proceeds (estimated at approximately $10.6M–$14.2M, or about $0.85–$1.14 per share), and related Nasdaq and corporate approvals.
Rodriguez Arturo reported acquisition or exercise transactions in this Form 4 filing.
Aterian, Inc. Chief Executive Officer Arturo Rodriguez received a grant of 70,000 shares of restricted common stock at $0.00 per share. The award was granted under the company’s 2018 Equity Incentive Plan, is subject to vesting, and was approved by the Compensation Committee for retention purposes. Following this grant, Rodriguez directly holds 1,081,148 shares of common stock.
Aterian, Inc. reported continued weak operating results and outlined a transformative restructuring in its quarter ended March 31, 2026. From continuing operations, net revenue fell to $18 thousand and the company posted a net loss of $6.1 million, including $3.4 million of non‑cash impairment tied to brands classified as discontinued operations.
Total assets declined to $22.2 million and stockholders’ equity fell to $9.5 million, while cash and restricted cash decreased to $3.5 million. Management disclosed substantial doubt about Aterian’s ability to continue as a going concern and is relying on a pair of April 27, 2026 agreements to stabilize its position.
Under an Asset Purchase Agreement, Aterian agreed to sell marquee brands such as Mueller Living, PurSteam, and hOmeLabs to Trademark Global for $18 million in cash, and it entered a Securities Purchase Agreement with David E. Lazar for $7.0 million of Series AA and Series AAA preferred stock. After closing, Lazar is expected to hold about 95.13% of fully diluted shares, subject to stockholder approval and performance conditions. The filing also highlights Nasdaq minimum‑bid price noncompliance, workforce reductions, a voluntary product recall with a $100,000 class‑action settlement, and a planned recognition of $1.2 million in Section 301 duty recoveries in the second quarter.