Monitor the resale registration statement filing deadline (October 9, 2026) and effectiveness date (November 17, 2026). The registration will enable Endeavor to sell shares, potentially creating overhang. Watch for any subsequent insider selling by the Executive Chair.
Price Chart
Executive Summary
Big Digital Energy exchanged $2,568,815.71 of outstanding debt (principal + accrued interest) with its Executive Chair's wholly owned entity, Endeavor Blockchain, for 442,899 shares of common stock priced at $5.80/share. The debt-for-equity swap eliminates a $2.5M revolving credit facility liability and associated interest, but dilutes existing shareholders by issuing shares at a price that may not reflect fair value. A registration rights agreement requires the company to file a resale registration statement by October 9, 2026.
Key Financial Metrics
Key Facts
- Exchange of $2,500,000 principal + $68,815.71 accrued interest for 442,899 shares of common stock
- Shares priced at $5.80/share (closing bid price on September 18, 2026)
- Endeavor Blockchain is wholly owned by Executive Chair Joshua A. Kilgore
- Exchange closed on September 21, 2026
- Registration rights agreement requires filing of resale registration statement by October 9, 2026, with effectiveness target of November 17, 2026
- Exchange was conducted under Section 3(a)(9) exemption from registration
Financial Impact
$2.57M debt extinguished in exchange for 442,899 shares at $5.80/share; dilution to existing shareholders
Risk Factors
- Dilution from 442,899 new shares issued to an insider
- Potential selling pressure once the registration statement becomes effective
- Insider (Executive Chair) now holds a larger equity stake, increasing alignment risk with minority shareholders
Documents Analyzed
This report is based on 6 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001213900-26-102866 |
| Document: ea030646601ex10-2.htm | 0001213900-26-102866 |
| Document: ea0306466-8k_bigdigital.htm | 0001213900-26-102866 |
| Document: 0001213900-26-102866-index-headers.html | 0001213900-26-102866 |
| Document: 0001213900-26-102866-index.html | 0001213900-26-102866 |
| Document: 0001213900-26-102866.txt | 0001213900-26-102866 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 22, 2026 4d ago | Press Release | $3.86 | awaiting T+5 | — | $3.65 (−5.44%) |
Sep 28, 2026 28d ago | SC 13D/A | $5.32 $5.35 | ▲ +0.56% | ▼ −1.38% | $3.65 (−31.39%) |
Sep 24, 2026 4w ago | 8-K | $6.24 $5.28 | ▲ +15.38% | ▲ +14.97% | $3.65 (+41.51%) |
Aug 12, 2026 10w ago | Press Release | $6.06 $7.22 | ▼ −19.14% | ▼ −21.11% | $3.65 (+39.77%) |
Jul 29, 2026 12w ago | Press Release | $5.64 | awaiting T+5 | — | $3.65 (−35.28%) |
Jul 20, 2026 14w ago | S-3 | $5.96 $5.27 | ▲ +11.58% | ▲ +10.35% | $3.65 (+38.76%) |
Jul 20, 2026 14w ago | 8-K | $5.70 $5.39 | ▲ +5.44% | ▲ +5.01% | $3.65 (+35.96%) |
Jul 10, 2026 15w ago | Insider Buy | $6.89 $5.71 | ▼ −17.13% | ▼ −16.34% | $3.65 (−47.02%) |
Jul 6, 2026 16w ago | 8-K | $8.15 $7.43 | ▲ +8.83% | ▲ +9.32% | $3.65 (+55.21%) |
Jul 2, 2026 16w ago | Insider Buy | $7.45 $7.77 | ▲ +4.30% | ▲ +3.36% | $3.65 (−51.01%) |
US Market Status
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