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NASDAQ: SONM DNA X, Inc. 8-K

DNA X terminates up to $500M equity financing facility with Chardan Capital Markets

Filed June 4, 2026 · Period ending May 29, 2026 · ~1 min read

2 key changes 2 high relevance 1 section

Key Changes

  • high

    DNA X and Chardan Capital Markets mutually terminated the ChEF Purchase Agreement effective May 28, 2026, ending a facility that allowed the company to sell up to $500 million in common stock on demand.

    Item 1.01 view on EDGAR →
  • high

    The company no longer has access to this committed equity financing mechanism, which was established in September 2025 and may now need to pursue alternative capital-raising arrangements.

    Item 1.01 view on EDGAR →

Summary

DNA X (SONM) has terminated its equity financing agreement with Chardan Capital Markets, eliminating access to a $500 million capital facility that had been in place since September 2025. The ChEF Agreement allowed the company to sell shares to Chardan on demand, subject to certain conditions, providing flexible access to equity capital. The termination was mutual and became effective May 28, 2026.

For retail investors, this matters because the company has voluntarily given up a significant financing tool. While the filing doesn't explain why the agreement was terminated, the loss of this facility means DNA X will need to rely on other methods to raise capital if needed—whether through traditional offerings, debt financing, or other arrangements. Watch for any announcements about new financing agreements or capital raises in coming quarters, as these would signal how the company plans to fund operations without this backstop facility.

Section-by-Section Diff

Event · Item 1.02 — Termination of a Material Definitive Agreement

~200 words

Item 1.02 — Termination of a Material Definitive Agreement filed; see Key Changes for terms.

2 Added
Added Termination of ChEF Agreement high

Added in current filing · verify on EDGAR →

On May 29, 2026, the Company and Chardan entered into a letter agreement pursuant to which they agreed, among other things, to terminate, effective as of 5:00 p.m., New York City time, on May 28, 2026, the ChEF Agreement and Registration Rights Agreement.

DNA X and Chardan Capital Markets mutually terminated the ChEF Purchase Agreement and related Registration Rights Agreement. The ChEF Agreement, originally signed September 29, 2025, had provided the Company with the ability to sell up to $500 million of common stock to Chardan subject to certain conditions. The termination became effective May 28, 2026 at 5:00 p.m. New York time.

Added Loss of equity financing facility high

Added in current filing · verify on EDGAR →

Chardan committed to purchase, subject to certain limitations and conditions set forth in the ChEF Agreement, up to $500 million of shares of the Company’s common stock, par value $0.001 per share

The terminated agreement represented a significant potential capital source of up to $500 million through equity sales. With this facility now terminated, DNA X no longer has access to this committed equity financing mechanism, which may impact the company's ability to raise capital on demand and could require alternative financing arrangements.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 4, 2026 · How we verify