AquaBounty Technologies: preferred stock converts into 8,077,043 common shares

What happened

• On Oct 7, 2026, AquaBounty Technologies, Inc. entered into conversion agreements with holders of its Series A convertible preferred stock and Series B convertible preferred stock under which all outstanding preferred shares will automatically convert into common stock on the earlier of (i) the date the related registration statement is declared effective by the SEC and (ii) Oct 30, 2026.
• The agreements provide for issuance of 5,771,929 shares of common stock for Series A and 2,305,114 shares of common stock for Series B, for a total of 8,077,043 common shares.

Key details

• Conversion calculation: multiply number of preferred shares by Liquidation Value ($18.2580 per share for Series A; $20.60 per share for Series B), add accrued and accumulated unpaid dividends through Oct 15, 2026, then divide by the conversion price ($0.9129 per share for Series A; $1.03 per share for Series B).
• Holders waived dividends accruing after Oct 15, 2026. Upon conversion the preferred shares will be cancelled and retired.
• AquaBounty agreed to file a registration statement on Form S-3 covering resale of the conversion shares promptly after the agreements and to use reasonable best efforts to have it become effective; the registration statement will be kept effective until the earliest of (i) all conversion shares are sold, (ii) holders may sell all conversion shares without restriction under Rule 144, and (iii) the second anniversary of the conversion date.

Why it may matter

• The filing reports Item 1.01 (entry into a material definitive agreement relating to conversion of preferred stock) and Item 3.02 (unregistered sales of equity securities relating to the conversion shares) and describes the conversion mechanics and registration commitment. The filing does not show why the insider traded or why the company acted.