Business Context and Reporting Period
Edible Garden AG Inc. (EDBL) filed a Form 8-K on June 8, 2026, reporting unregistered sales of equity securities. The company is incorporated in Delaware and trades on the Nasdaq Capital Market. The report details transactions occurring on May 21, 2026, and June 8, 2026.
Key Financial Metrics
This filing does not contain standard financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The only financial data provided relates to the specific equity transaction:
- Preferred Stock Exchanged: 199 shares total (74 shares on May 21; 125 shares on June 8).
- Aggregate Stated Value: $199,000 ($1,000 per share).
- Common Stock Issued: 865,903 shares.
- Valuation Basis: Shares issued were calculated by dividing the stated value by the Nasdaq Minimum Price of common stock on the day preceding each agreement.
Material Changes
The material change reported is the conversion of Series B Preferred Stock held by Streeterville Capital, LLC into common stock. This transaction was executed under Section 3(a)(9) of the Securities Act of 1933, which exempts exchanges of securities with existing security holders from registration requirements.
Guidance, Outlook, and Risks
The filing contains no management commentary, forward-looking guidance, or discussion of risks and contingencies beyond the standard disclosure of the unregistered nature of the share issuance.
Investor Verification Checklist
- Verify the exact Nasdaq Minimum Price used on May 20 and June 7, 2026, to confirm the calculation of the 865,903 shares issued.
- Confirm the remaining balance of Series B Preferred Stock outstanding after this exchange.
- Review the full Exchange Agreements to understand any voting rights or liquidation preferences attached to the newly issued common stock.
- Check for any subsequent filings regarding the impact of this dilution on the company's capital structure.