Change Agents Corporation Amends Equity Line Purchase Agreement

What Happened

• On August 21, 2026 Change Agents Corporation (CHGA) filed an 8-K disclosing a First Amendment to its July 22, 2026 Equity Purchase Agreement with Hudson Global Ventures, LLC. The amendment revises the equity line financing terms: the purchase price for shares sold under the agreement is reduced to $0.20 per share and the investor may purchase up to $10,000,000 aggregate under the overall agreement.

Key Details

• Investor: Hudson Global Ventures, LLC; Amendment date: August 21, 2026.
• New fixed purchase price: $0.20 per share for shares sold to the investor.
• Aggregate program size remains up to $10,000,000 in purchases under the original Agreement.
• “Applicable Trading Amount” per Put (how much the Company can require the investor to buy on a given Put Date) is tiered by recent stock price and volume, ranging from $15,000 to $500,000 depending on VWAP, trading volume, or recent closing prices.
• Exchange Cap: until the Company obtains stockholder approval for the transactions, the Company will not issue Put Shares that, when aggregated with other securities covered by Nasdaq Listing Rule 5635(d), would exceed 19.99% of shares outstanding as of the date of the first definitive agreement.
• The amendment is filed as Exhibit 10.1 to the Form 8-K.

Why It Matters

• This amendment changes the financing terms that can quickly increase the company’s outstanding shares: the lower $0.20 per-share purchase price and the tiered put amounts determine how many shares can be issued under the equity line.
• The Exchange Cap limits immediate dilution to below 19.99% (for Nasdaq aggregation purposes) until shareholders vote, so new issuance is constrained pending approval.
• For investors, the filing is a material financing update — it affects potential dilution, share supply, and the company’s near-term capital-raising flexibility.