AGNT, Inc. filed a Form 8-K on September 15, 2026, disclosing the completion on September 14, 2026, of a previously announced repurchase of 8,693,290 shares of its common stock from a trust for an aggregate purchase price of $31,991,307.20.

Key Highlights

  • Shares repurchased: 8,693,290 shares of common stock were purchased from Frank Selden, as trustee of the Gratitude 2022 Trust.
  • Aggregate purchase price: $31,991,307.20 was paid for the Purchased Shares.
  • Discount to market: According to the filing, the shares were acquired at a 10% discount to the 5-day volume-weighted average price.
  • Shares retired: The Purchased Shares are no longer included in the Company's outstanding shares of common stock, according to the filing.
  • Board approval: The Audit Committee, described as consisting entirely of independent and disinterested directors, unanimously approved the transaction under the Company's related person transaction policy.
  • Reason for sale: The filing states the Trust sold the shares to meet "time-sensitive tax and estate administration requirements following the death of Penny Sanford, the previous trustee of the Trust."

AGNT Inc. Closes Block Share Repurchase From Gratitude 2022 Trust

According to the Form 8-K filed with the SEC on September 15, 2026, by AGNT, Inc. (NASDAQ:AGNT), the company completed on September 14, 2026, the repurchase of 8,693,290 shares of its common stock from Frank Selden, acting as trustee of the Gratitude 2022 Trust. The aggregate purchase price for the transaction was $31,991,307.20. The filing notes this transaction was previously described in a Current Report on Form 8-K filed on September 8, 2026.

The filing discloses that the Trust sold the shares to meet "time-sensitive tax and estate administration requirements following the death of Penny Sanford, the previous trustee of the Trust." The transaction was structured as a direct repurchase by the company, and according to the filing, the Purchased Shares are no longer counted among the company's outstanding shares of common stock.

The Audit Committee of the company's Board of Directors reviewed and unanimously approved the transaction, according to the filing. The Audit Committee, described as "consisting entirely of independent and disinterested directors," determined, per the filing, "that the opportunity to acquire this block at a 10% discount to the 5-day volume-weighted average price would meaningfully accelerate the Company's capital return program beyond what could be achieved through ordinary open-market purchases, and that the terms were fair to, and in the best interests of, the Company and its shareholders."

What Was Disclosed

AGNT, Inc. reported the completion of a share repurchase of 8,693,290 shares for $31,991,307.20 from the Gratitude 2022 Trust, purchased at a 10% discount to the 5-day volume-weighted average price and unanimously approved by the Audit Committee as a related person transaction.