Business Context and Reporting Period
Edible Garden AG Inc. filed a Form 8-K Current Report on May 15, 2026. The company is incorporated in Delaware and trades on the Nasdaq Capital Market under the symbols EDBL (Common Stock) and EDBLW (Warrants). The filing reports a specific corporate transaction involving the exchange of preferred stock for common stock.
Key Financial Metrics
This filing does not contain standard financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on a capital structure transaction.
- Transaction Type: Unregistered sales of equity securities (Item 3.02).
- Counterparty: Streeterville Capital, LLC.
- Preferred Stock Exchanged: 1,222 shares of Series B Preferred Stock.
- Aggregate Stated Value: $1,222,000 ($1,000 per share).
- Common Stock Issued: 3,253,455 shares.
- Valuation Basis: Exchange ratio determined by dividing the Stated Value by the Nasdaq Minimum Price of common stock on the day preceding the agreement.
Material Changes
The material change reported is the conversion of 1,222 shares of Series B Preferred Stock into 3,253,455 shares of common stock. This transaction increases the number of outstanding common shares and reduces the outstanding preferred stock held by Streeterville Capital, LLC. The filing does not provide comparative data to prior periods as it is a discrete event report.
Guidance, Outlook, and Risks
The filing contains no management commentary, forward-looking guidance, or outlook regarding future operations. The transaction was conducted pursuant to the exemption provided in Section 3(a)(9) of the Securities Act of 1933, meaning the shares were not registered under the Securities Act. No specific risks or contingencies related to this transaction were detailed beyond the standard regulatory disclosure.
Investor Verification Checklist
- Verify the exact Nasdaq Minimum Price of EDBL common stock on May 14, 2026, to confirm the calculation of the 3,253,455 exchange shares.
- Confirm the updated total number of outstanding common shares and the reduction in Series B Preferred Stock on the company's latest cap table.
- Review the full Exchange Agreements to understand any remaining rights or restrictions associated with the converted shares.
- Check for any subsequent filings regarding the registration rights of the newly issued common stock.