SBIG Holdings Files 8-K: Name Change, Series A Preferred & CEO Grant

What Happened

• SBIG Holdings, Inc. (formerly SpringBig Holdings, Inc.) filed an 8-K reporting a corporate name change, amendments to its bylaws, and the establishment of a new Series A Preferred Stock. The Certificate of Amendment changing the company name became effective September 16, 2026; the Board approved related bylaw changes on September 14, 2026.
• The Board approved inducement compensation contingent on the effectiveness of the Certificate of Designation: 3,750,000 shares of Series A Preferred Stock and $10,000/month cash to CEO Andrew Glashow, and a one-time inducement grant of 250,000 shares of Series A Preferred Stock plus $5,000/month cash for non-employee directors.

Key Details

• Name change: from "SpringBig Holdings, Inc." to "SBIG Holdings, Inc." — effective September 16, 2026.
• Series A Preferred Stock: Certificate of Designation filed September 16, 2026; authorized up to 5,000,000 shares, par value $0.0001.
• Voting & conversion: Series A holders get 25 votes per share and vote with common stock as a single class; each share converts automatically into one share of common stock upon sale/transfer by the holder or if the holder ceases to serve as a director or employee.
• Bylaws change: quorum for stockholder meetings reduced from a majority to one-third (1/3) of voting power of outstanding shares.

Why It Matters

• The new Series A shares carry heavy voting power (25 votes per share), so the approved inducement grants could materially concentrate voting influence while the preferred shares remain outstanding.
• Automatic conversion on sale or on the holder’s departure limits the long-term preferred class ownership, but until conversion the Series A shares can affect governance and voting outcomes.
• The authorized Series A pool (5,000,000 shares) and the large contingent grant to the CEO (3,750,000 shares) are significant relative to that authorization and may affect dilution and control while outstanding.
• Lowering the shareholder meeting quorum to one-third makes it easier for the company to reach a quorum and take action at meetings.

Investors should review the filed Certificate of Designation and the bylaws amendment for full terms and monitor any filings confirming issuance of the Series A shares and the timing of the inducement grants.