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Get filing alertsGloo Holdings acquires WDMarketdesk assets, to issue ~1.5M shares; reports Q4/FY2026 results
Filed April 14, 2026 · Period ending April 12, 2026 · ~1 min read
Key Changes
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Gloo agreed to acquire substantially all assets of WDMarketdesk, LLC, with closing expected in Q2 fiscal 2026 pending customary conditions. This represents a strategic expansion through acquisition.
Item 1.01: Asset Purchase Agreement view on EDGAR → -
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As partial payment for the acquisition, Gloo will issue approximately 1.5 million shares of Class A common stock (based on assumed $7.00 VWAP), diluting existing shareholders by roughly $7.00 that amount. Final share count will be disclosed after closing.
Item 1.01: Stock Consideration view on EDGAR → -
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The company reported financial results for Q4 and full fiscal year ended January 31, 2026 via press release. Actual figures are in the attached exhibit, not the 8-K body.
Item 2.02: Earnings Release verify on EDGAR → -
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Acquisition shares will be issued as unregistered securities under private placement exemptions (Section 4(a)(2) and Rule 506), making them restricted securities with resale limitations.
Item 3.02: Unregistered Securities verify on EDGAR →
Summary
Gloo Holdings disclosed two significant events: the acquisition of WDMarketdesk's assets and the release of fiscal 2026 financial results. The acquisition, expected to close in the current quarter, will be funded in part by issuing roughly 1.5 million new shares of Class A common stock—representing meaningful dilution for existing holders. The shares will be restricted securities issued through a private placement, not a registered offering.
Retail investors should pay attention to the actual financial results in the press release exhibit to assess the company's operating performance. More importantly, watch for the amended 8-K after the acquisition closes, which will reveal the final share count issued and provide details on what assets were acquired and at what total valuation. The combination of dilution and integration risk makes the acquisition's strategic rationale and execution critical to monitor in coming quarters.
Section-by-Section Diff
Event · Item 3.02 — Unregistered Sales of Equity Securities
Item 3.02 — Unregistered Sales of Equity Securities filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
The Company intends to issue the shares of Class A common stock in the Enterprisemarketdesk Transaction in reliance upon the exemptions from registration afforded by Section 4(a) (2) and Rule 506 promulgated under the Securities Act of 1933, as amended.
The shares being issued as acquisition consideration will not be registered with the SEC. Instead, Gloo is relying on private placement exemptions under Section 4(a)(2) and Rule 506 of the Securities Act. This means the shares will be restricted securities subject to resale limitations.
Event · Item 9.01 — Financial Statements and Exhibits
Gloo Holdings filed an 8-K attaching a press release dated April 14, 2026; no material business event disclosed in the filing body.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
Press Release dated April 14 , 2026
The company attached a press release dated April 14, 2026 as Exhibit 99.1. The 8-K body does not describe the content of the press release, so the nature of the disclosure cannot be determined from this filing alone.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 10, 2026 · How we verify