Edible Garden AG Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Edible Garden AG Inc. on February 5, 2026, covering events occurring between December 11, 2025, and February 3, 2026. The Company is incorporated in Delaware and trades on the Nasdaq Capital Market under the symbols EDBL (Common Stock) and EDBLW (Warrants). The Company is classified as an emerging growth company.
Key Financial Metrics
This filing does not contain standard financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The report focuses exclusively on a specific capital transaction involving the exchange of preferred stock for common stock.
Material Changes
The Company executed a series of unregistered sales of equity securities pursuant to Section 3(a)(9) of the Securities Act of 1933. Key details include:
- Transaction Counterparty: Streeterville Capital, LLC.
- Assets Exchanged: 25, 150, 125, and 90 shares of Series B Preferred Stock (totaling 290 shares) with an aggregate stated value of $390,000 ($1,000 per share).
- Shares Issued: A total of 59,114 shares of Common Stock were issued in exchange.
- Pricing Mechanism: The number of shares issued was calculated by dividing the Stated Value by the Nasdaq Minimum Price of the common stock on the day preceding each agreement.
- Stock Split Adjustment: The share counts reflect a 1-for-10 reverse stock split effective February 3, 2026.
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 securities issuance.
Investor Verification Checklist
- Verify the impact of the 1-for-10 reverse stock split on the total share count and per-share ownership.
- Confirm the Nasdaq Minimum Price used for the exchange calculations on the specific dates of the agreements.
- Review the Company's current capitalization table to assess the dilution effect of the 59,114 newly issued shares.
- Check for any subsequent filings regarding the registration rights or vesting schedules of the exchanged shares.