$BIRD·8-K

Smartbird, Inc. · Jun 10, 4:02 PM ET

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Allbirds, Inc. 8-K

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Allbirds, Inc. Sells $5M in Senior Secured Convertible Notes

What Happened
Allbirds, Inc. (BIRD) filed an 8-K on June 10, 2026, disclosing that on June 4, 2026 it sold $5.0 million in aggregate principal of senior secured convertible notes under a previously announced securities purchase agreement (a facility of up to $50.0 million). The Convertible Notes are convertible into shares of the Company’s Class A common stock and were offered in reliance on Rule 506(b) of the Securities Act.

Key Details

  • Sale date: June 4, 2026; 8-K filed June 10, 2026.
  • Amount sold: $5.0 million in Convertible Notes (includes $2.0 million that was subject to prior Nasdaq Proposal approval).
  • Facility size: up to $50.0 million original principal; $41.75 million remains available to be sold at the holders’ option.
  • Use of proceeds: net proceeds expected to be used for general corporate purposes and working capital.

Why It Matters
This transaction provides Allbirds with near-term financing capacity; the notes are convertible into Class A common stock, so conversion would increase the company’s outstanding shares (a potential dilutive effect for current shareholders). The company still has significant additional capacity ($41.75M) under the facility, which could be used later and affect capital structure. The offering was unregistered under Rule 506(b), indicating it was sold to accredited/private placement investors rather than via a public offering.

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