Item 3.03. Material Modification to Rights of Security Holders Conversion Price of 7.00% Subordinated Convertible Notes due 2031
Item 8.01 of this Current Report on Form 8-K as to the redemptions by the holders of the “Company's Series D Preferred Stock is incorporated herein by reference.
For the October redemptions, the lowest price at which any Series D Preferred Stock was converted by a holder thereof into the Company’s Common Stock was approximately $4.96. Accordingly, pursuant to Section 14.02 (Optional Conversion) of the indenture governing the Company’s 7.00% Subordinated Convertible Notes due 2031 (the “Notes”), the conversion price for the Notes was further adjusted to approximately $2.73 per share of Common Stock (approximately 9.17 shares of Common Stock for each $25.00 of principal amount of the Notes being converted), representing a 45% discount to $4.96.
Item 8.01 Other Events
Results of October 2026 Series D Preferred Stock Redemptions
• The 37th monthly “Holder Redemption Date” occurred on October 5, 2026.
• The Company processed eight redemption requests from holders of its Series D Preferred Stock, collectively redeeming 5,450 shares of Series D Preferred Stock for a redemption price of approximately $41.96 per share ($25.00 per share plus the amount of all accrued but unpaid dividends to and including the October 5, 2026 Holder Redemption Date) (the “Redemption Price”).
• The Company settled the aggregate Redemption Price through the issuance of 46,133 shares of its Common Stock.
• The volume weighted average of the closing sales price, as reported on the Nasdaq Capital Market, per share of Common Stock for the ten consecutive trading days immediately preceding, but not including, the October 5, 2026 Holder Redemption Date was approximately $4.96.
Cumulative Series D Preferred Stock Redemption Information