$SBIG·8-K

SpringBig Holdings, Inc. · Apr 28, 6:03 AM ET

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SpringBig Holdings, Inc. 8-K

Research Summary

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SpringBig Holdings Receives Default Notice on 2024 Secured Notes

What Happened
SpringBig Holdings, Inc. announced in an 8‑K that on April 21, 2026 it received a Notice of Default, Reservation of Rights and Notice of Termination from the two principal holders of its 2024 Secured Term Notes and 2024 Secured Convertible Notes (Shalcor Management, Inc. and Lightbank II, L.P.). The Notes mature in January 2027. The Notice cites three alleged events of default (minimum cash covenant breach for January 2026, failure to perform certain covenants — allegedly failure to consult — and allegedly false representations about certain litigation matters as of April 3, 2025). The company says it has been current on all payments, provided compliance certificates showing minimum cash compliance for February and March 2026, disputes the Notice’s claims, and is negotiating in good faith with the lead noteholders.

Key Details

  • Notice received: April 21, 2026; 8‑K filed April 28, 2026.
  • Lead noteholders: Shalcor Management, Inc. and Lightbank II, L.P.
  • Notes maturity: January 2027. Outstanding balances (as of April 27, 2026): ~ $1.6 million (2024 Secured Term Notes) and ~ $8.2 million (2024 Secured Convertible Notes).
  • Remedies available to holders include acceleration of principal and interest and foreclosure on the company’s collateral; as of the filing, holders have not accelerated, demanded payment, foreclosed, or otherwise exercised remedies.

Why It Matters
A formal notice of default raises the possibility that holders could accelerate repayment or enforce security interests, which could materially affect SpringBig’s liquidity and operations if pursued. For investors, the immediate facts are that the company disputes the allegations, remains current on payments, and is negotiating with the lead noteholders; however, the outcome is uncertain and could affect the company’s capital structure before the Notes’ January 2027 maturity. Watch for updates on negotiations, any lender actions (acceleration or foreclosure), and any disclosures about impacts to cash or operations.

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