BENF 8-K: SEC filing

Filed with the SEC on Nov 4, 2026 · accession 0001493152-26-049972

BENF filed a 8-K (current report) with the SEC on Nov 4, 2026. Beneficient held a Special Meeting where stockholders approved the issuance of Class A shares to Yorkville under an amended standby equity purchase agreement and convertible notes, and management rejected a challenge from Beneficient Holdings Inc. regarding the validity of certain Conversion Shares… The stock moved -1.7% by the first close after the filing.

Summary of the filing

Beneficient held a Special Meeting where stockholders approved the issuance of Class A shares to Yorkville under an amended standby equity purchase agreement and convertible notes, and management rejected a challenge from Beneficient Holdings Inc. regarding the validity of certain Conversion Shares issued in October 2025.

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Key details

Original aggregate principal amount of convertible promissory notes issued to Yorkville$4.0M

Shares of Class A Common Stock issued to Yorkville prior to Record Dateshares 2.9M

RegistrantBeneficient

Investor under a&r sepa and convertible promissory notesYA II PN, Ltd. (Yorkville)

Stockholder challenging validity of conversion sharesBeneficient Holdings Inc. (BHI)

Party to exchange agreementBeneficient Company Holdings, L.P.

Party to exchange agreementBeneficient Company Group, L.L.C.

Entity whose control was allegedly fraudulently concealed by heppnerHCLP Nominees, L.L.C.

Former chief executive officer and chairman of the boardBrad K. Heppner

Party to stockholders agreementBruce Schnitzer

How BENF stock reacted

Close before

$0.79

Nov 3, 2026

First close after

-1.70%

$0.78

5 trading days

—

Since filing

-12.10%

$0.69

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Frequently asked questions

What did BENF file with the SEC on Nov 4, 2026?

BENF filed a 8-K (SEC filing). Beneficient held a Special Meeting where stockholders approved the issuance of Class A shares to Yorkville under an amended standby equity purchase agreement and convertible notes, and management rejected a challenge from Beneficient Holdings Inc. regarding the validity of certain Conversion Shares issued in October 2025.

How do I read a 8-K?

A report of a major event, filed within four business days: results, deals, leadership changes, bankruptcy and more. The "Item" number tells you the topic (e.g. 2.02 results, 5.02 executive change, 1.01 new agreement, 1.03 bankruptcy). Exhibits (99.1 press release) usually hold the details.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 8-K (current report): A report of a major event, filed within four business days: results, deals, leadership changes, bankruptcy and more.

How did BENF stock react to this filing?

BENF closed at $0.79 before the filing and $0.78 on Nov 4, 2026 (-1.70%).

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