Edible Garden AG Incorporated filed a Form 8-K on November 6, 2026, disclosing an unregistered exchange of 112 shares of Series B Preferred Stock for 160,688 shares of common stock, completed with Streeterville Capital, LLC on November 3, 2026.

Key Highlights

  • Exchange party: Streeterville Capital, LLC, a Utah limited liability company, was the counterparty to the Exchange Agreement.
  • Preferred shares exchanged: 112 shares of Series B Preferred Stock, par value $0.0001 per share, with an aggregate stated value of $112,000 (or $1,000 per share).
  • Common shares issued: 160,688 shares of common stock, par value $0.0001 per share, were issued as Exchange Shares.
  • Pricing basis: The number of Exchange Shares was determined by dividing the $112,000 Stated Value by the Nasdaq Minimum Price of the common stock on the day immediately preceding the date of the Exchange Agreement.
  • Exemption claimed: The issuance was not registered under the Securities Act of 1933 and was conducted pursuant to the exemption provided in Section 3(a)(9) of that act.
  • Transaction date: The Exchange Agreement was entered into on November 3, 2026.

Edible Garden's Preferred-to-Common Stock Exchange with Streeterville Capital

According to the filing, Edible Garden AG Incorporated (NASDAQ:EDBL) entered into an Exchange Agreement with Streeterville Capital, LLC on November 3, 2026. Under the agreement, the company exchanged 112 shares of its Series B Preferred Stock for 160,688 shares of its common stock. The preferred shares carried an aggregate stated value of $112,000, calculated at $1,000 per share.

The filing states that the number of Exchange Shares issued was determined by dividing the Stated Value by the Nasdaq Minimum Price of the company's common stock as reported on the Nasdaq Capital Market on the day immediately preceding the date of the Exchange Agreement. The company disclosed that the issuance of the Exchange Shares was not registered under the Securities Act of 1933, as amended, and relied on the exemption provided under Section 3(a)(9) of that act.

The report was filed under Item 3.02, covering unregistered sales of equity securities. The registrant is an emerging growth company incorporated in Delaware, headquartered at 283 County Road 519, Belvidere, New Jersey 07823. The Form 8-K was signed by James E. Kras, President and Chief Executive Officer, on November 6, 2026.

What Was Disclosed

Edible Garden AG Incorporated disclosed an unregistered exchange of 112 Series B Preferred Stock shares, with an aggregate stated value of $112,000, for 160,688 common shares, completed with Streeterville Capital, LLC on November 3, 2026, under the Section 3(a)(9) exemption.