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- Related Party (new) — The CEO exchanged over $2M of debt he held into equity and received preferential warrant repricing terms not available to other holders, both approved by the Board on which he serves.
T3 Defense CEO converts $2.1M debt into 4.2M shares, gets warrant repricing in board-approved deal
Filed April 28, 2026 · Period ending April 27, 2026 · ~1 min read
Key Changes
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CEO Menachem Shalom converted $2,138,962 of debt (principal plus interest) into 4,174,399 restricted common shares at $0.5124/share, matching the Nasdaq bid price. This eliminates company debt but dilutes existing shareholders by approximately 4.2 million shares.
Item 1.01 verify on EDGAR → -
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Board reduced CEO's warrant exercise price 66% from $1.50 to $0.5124/share, making his 7,175,662 warrants immediately in-the-money and representing potential additional dilution of 7.2 million shares if exercised.
Item 8.01 verify on EDGAR → -
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The converted notes were originally issued to Star 26 Capital in September 2025, then assigned to the CEO through a call option he exercised against Esousa Group Holdings in January 2026.
Item 1.01 verify on EDGAR →
2 more material changes behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.
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Generated by AI · Jun 2, 2026 6:13 PM