# Terminations of Material Definitive Agreements - SEC Form 8-K, Item 1.02

> Database of terminations of material definitive agreements from Form 8-K material event filings under Item 1.02, including credit agreements, indentures, merger agreements, leases, licenses and services agreements, with the termination date, the party that ended the agreement, the reasons, termination fees, repaid amounts and replacements.

Source: https://sec-api.io/docs/agreement-terminations-form-8k-item-1-02-data-api

The Agreement Terminations Data API provides access to a database of terminated agreements, extracted from material event disclosures filed under Item 1.02 of Form 8-K: "Termination of a Material Definitive Agreement." A company must file Item 1.02 when a material definitive agreement that it did not make in the ordinary course of business, and to which it is a party, is terminated, and the termination is material to the company. Item 1.02 does not apply when the agreement expires on its stated termination date, or when all parties complete their obligations under it.

The company must disclose the date of the termination, the parties to the agreement, any material relationship between the company and the parties, the material terms of the agreement, the material circumstances of the termination, and any material early termination penalties that the company incurs.

Data sample · Agreement terminations

| Filed at | Ticker | Company | Agreement types | Agreements | Terminated by | Reasons | Status | Termination date | Trigger | Termination fees | Amount repaid | Amount claimed | Filing role | Chain key | CIK | Accession no. |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2026-10-06 | AMC | AMC ENTERTAINMENT HOLDINGS, INC. | credit_agreement; indenture | 4 | not_stated; upon_repayment | refinancing | effected | 2026-10-05 | refinancing | – | $1,258,915,000.00 | – | previously_announced | 1411579-2026-09-21-109129 | 1411579 | 0001104659-26-113853 |
| 2026-09-22 | DHTI | Dalrada Technology Group, Inc. | credit_agreement | 2 | counterparty | not_stated | effected | 2026-09-15 | none_stated | – | – | $300,000.00 | initial | 725394-2026-09-16-007291 | 725394 | 0001683168-26-007291 |
| 2026-09-02 | FLD | Fold Holdings, Inc. | equity_line | 1 | registrant | business_decision | scheduled | 2026-09-03 | none_stated | – | – | – | initial | 1889123-2026-08-27-380408 | 1889123 | 0001193125-26-380408 |
| 2026-07-31 | ATYR | aTYR PHARMA INC | license_and_collaboration_agreement | 1 | counterparty | convenience_or_without_cause | effected | 2026-07-30 | none_stated | – | – | – | previously_announced | 1339970-2026-07-30-000042 | 1339970 | 0001339970-26-000042 |
| 2026-07-07 | GETY | Getty Images Holdings, Inc. | merger_agreement | 1 | registrant | failed_condition | effected | 2026-07-07 | none_stated | – | – | – | amendment_update | 1898496-2026-06-30-073816 | 1898496 | 0001213900-26-076004 |
| 2026-06-18 | LMNR | Limoneira CO | real_estate_purchase_agreement | 1 | counterparty | due_diligence_walk_right | effected | – | none_stated | – | – | – | initial | 1342423-2026-06-15-075714 | 1342423 | 0001104659-26-075714 |
| 2026-04-10 | LYRA | Lyra Therapeutics, Inc. | lease | 2 | mutual | not_stated | scheduled | 2026-05-31 | none_stated | $2,500,000.00 | – | – | initial | 1327273-2026-03-31-150441 | 1327273 | 0001193125-26-150441 |
| 2026-02-27 | WBD | Warner Bros. Discovery, Inc. | merger_agreement | 1 | registrant | superior_proposal | effected | 2026-02-27 | new_agreement | $2,800,000,000.00 | – | – | initial | 1437107-2026-02-27-000018 | 1437107 | 0001437107-26-000018 |
| 2026-02-05 | MITK | MITEK SYSTEMS INC | indenture | 1 | registrant | maturity | effected | 2026-02-01 | maturity | – | $155,250,000.00 | – | initial | 807863-2026-02-05-005789 | 807863 | 0001628280-26-005789 |
| 2025-10-09 | GBTC | Grayscale Bitcoin Trust ETF | services_agreement | 2 | mutual | replaced_by_new_agreement | effected | 2025-10-03 | new_agreement | – | – | – | initial | 1588489-2025-10-03-236072 | 1588489 | 0001193125-25-236072 |

The data is extracted from the text disclosed under Item 1.02, from the sections of the same filing that refer to Item 1.02 or that Item 1.02 refers to, and from exhibits. The data is provided in a structured JSON format. One filing can report the termination of several agreements. The extracted information includes:

- Type and name of each terminated agreement, such as a credit agreement, indenture, merger agreement, lease, license, services agreement or at-the-market program, and the original agreement date
- Parties to the agreement, their roles, and any material relationship between the company and the counterparty
- Termination status, termination date, notice date and the party that ended the agreement
- Stated reasons for the termination, such as a refinancing, a merger closing, a breach, a failed condition or a business decision
- The transaction that caused the termination, such as a merger closing, an asset sale or a new financing
- Termination fees and their payer, prepayment premiums, settlement payments, and amounts that a party claims and the other party disputes
- Amounts repaid, the facility size, the use of the agreement at the termination, and the source of the repayment funds
- The agreement that replaces the terminated agreement, and the other items of the same filing that report it
- Links to earlier filings that announced the termination or reported the original agreement, and to the filing of the counterparty about the same termination
- A chain key that links the first filing about a termination to all later updates about the same termination
- Short quotes from the filing text that support key values

## API Endpoint

Search and retrieve structured details about terminated agreements from Form 8-K filings by sending `POST` HTTP requests with search parameters as JSON-formatted payload to the following API endpoint:

https://api.sec-api.io/material-events/agreement-terminations

Supported HTTP methods: `POST`

Request and response content type: `JSON`

## Authentication

To authenticate your API requests, use the API key available in your [user profile](https://sec-api.io/login). You can use your API key in one of two ways. Choose the method that best fits your implementation:

- **Authorization Header:** Include your API key as an `Authorization` header in your `POST` requests. For instance, before sending a `POST` request to `https://api.sec-api.io/material-events/agreement-terminations`, ensure the header is set as follows: `Authorization: YOUR_API_KEY`.
- **Query Parameter:** Alternatively, append your API key directly to the URL as a query parameter. For example, when making `POST` requests, use the URL `https://api.sec-api.io/material-events/agreement-terminations?token=YOUR_API_KEY` instead of the base endpoint.

## Request Parameters

Search terminations of material definitive agreements disclosed in Form 8-K filings by sending a search query to the API. All fields of the extracted data are searchable. For a complete list of searchable fields, refer to the [Response Structure section](#response-format) below. Send a search query as a JSON-formatted payload to the API using the structure explained below.

**Request parameters:**

- query: string
  Your search criteria in the format `field:value` defining the fields to search in and the values to search for in those fields. The query is written in Lucene syntax and supports boolean operators (AND, OR, NOT), range queries across date and number fields using square brackets (`[`, `]`), wildcards (`*`) and search expression grouping with normal brackets (`(`, `)`). More [information on Lucene is available here](https://sec-api.io/resources/lucene-query-syntax-overview). Query examples are [available below.](#request-examples)
- from: integer
  Specifies the starting position of your results, allowing for pagination. For instance, set `from` to 50 to skip the first 50 results. Default: 0. Maximum: 10,000, which is also the cap for the maximum number of results returned per `query`. To retrieve all results in your search universe, increment `from` by the value of the `size` parameter (e.g., 50) until no more results are returned or the 10,000 limit is reached. For example, use 0, 50, 100, and so on. If your `query` locates more than 10,000 results, consider narrowing your search by refining your filter criteria, such as using a date range filter to iterate over months or years. One approach would be to search for items with a `filing.filedAt` date range filter, e.g., `filing.filedAt:[2025-01-01 TO 2025-01-31]` (all filings from January 2025), then paginate through the results by incrementing `from`, and once completed, repeat the process for the next month, and so on.
- size: integer
  The number of results to be returned per request. Default: 50. Maximum: 50.
- sort: array
  An array of objects that specify how the returned results are sorted. For example, `[{ "filing.filedAt": { "order": "desc" } }]` sorts the results by the filing date, most recent filings first. Set `order` to `asc` to sort in ascending order.

### Request Examples

Find all filings filed in 2026 that report the termination of a merger agreement, with the result sorted by the filing date, starting with the most recent filings. Increment the `from` parameter by 50 on each subsequent request to paginate through the results.

```json
{
  "query": "agreements.agreementType:merger_agreement AND filing.filedAt:[2026-01-01 TO 2026-12-31]",
  "from": "0",
  "size": "50",
  "sort": [{"filing.filedAt":{"order":"desc"}}]
}
```

Retrieve all agreement terminations of a specific company using its trading symbol (ticker). In this example, the API returns all Item 1.02 disclosures for the company with the ticker symbol "WBD", starting with the first disclosure. To retrieve all filings about one termination, search for its `disclosure.chainKey` instead.

```json
{
  "query": "filing.ticker:WBD",
  "from": "0",
  "size": "50",
  "sort": [{"filing.filedAt":{"order":"asc"}}]
}
```

## Response Structure

**Response type:** JSON

The API response represents a JSON object with two fields: `total` (object) and `data` (array). The `total.value` field indicates the total number of results matching your search query. The `data` array holds up to 50 items per request. Each item represents the extracted data from one Form 8-K filing that discloses Item 1.02. The `agreements` array of each item holds one entry for each terminated agreement.

The data contains only facts that the filing text states. A value of `null` or `not_stated`, or an empty array, means that the text does not state the fact. Dates use the format `YYYY-MM-DD`, or `YYYY-MM`, `YYYY-Qn` and `YYYY` when the text gives only the month, the quarter or the year. Amounts are in USD in the `amountUSD` fields. When the text states an amount in another currency, `amountUSD` is `null` and `original` holds the amount as written. Each item has the following structure:

- schemaVersion: string
  Version of the data schema that the item follows, e.g. `1.0`.
- filing: object
  Metadata of the Form 8-K filing.
  - accessionNo: string
    Accession number of the filing, e.g. `0001683168-26-007291`.
  - cik: string
    Central Index Key (CIK) of the filer, without leading zeros, e.g. `725394`.
  - ticker: string
    Trading symbol of the common stock of the filer, e.g. `DHTI`. The value comes from the trading symbol tagged on the cover page of the filing (XBRL `dei:TradingSymbol`). When the cover page lists several classes, the value is the symbol of the first class of common stock. If the filing has no tagged symbol, the value comes from the filing metadata. Is `null` when neither source has a symbol.
  - tickerSource: string
    Source of the `ticker` value. `dei_trading_symbol` is the symbol tagged on the cover page. `metadata` is the filing metadata. `none` means that no source has a symbol. Possible values: `dei_trading_symbol`, `metadata`, `none`.
  - tradingSymbols: array of strings
    All trading symbols tagged on the cover page, in filing order, including warrants, notes and units, e.g. `["AMC"]`. Empty when the filing has no XBRL cover page.
  - tickerMetadata: string
    Ticker from the filing metadata, e.g. `DHTI`.
  - xbrlFilePrefix: string
    Prefix of the XBRL files of the filing, e.g. `dfco` in `dfco-20260916.xsd`. For reference only. The prefix can be an old symbol or a code of the filing agent, so it is never used as the ticker.
  - tickerNote: string
    Explains a difference between the tagged trading symbol, the metadata ticker and the XBRL file prefix, e.g. `no dei:TradingSymbol on the cover page; ticker from metadata; XBRL prefix dfco is not the ticker`.
  - companyName: string
    Name of the filer, e.g. `Dalrada Technology Group, Inc.`.
  - formType: string
    EDGAR form type. Possible values: `8-K`, `8-K/A`.
  - filedAt: date
    Date and time at which SEC EDGAR accepted the filing, e.g. `2026-09-22T16:58:55-04:00`.
  - periodOfReport: date
    Date of the earliest event reported in the filing, as shown on the cover page, e.g. `2026-09-16`. If the filing metadata and the cover page show different dates, the value is the cover page date. The date can be earlier than the termination date.
  - periodOfReportMetadata: date
    Period of report from the filing metadata.
  - periodOfReportSource: string
    Source of the `periodOfReport` value. `cover_page_xbrl` is the date tagged on the cover page (XBRL `dei:DocumentPeriodEndDate`). `cover_page_text` is the date printed on the cover page. `metadata` means that the cover page shows no date. Possible values: `cover_page_xbrl`, `cover_page_text`, `metadata`.
  - periodOfReportNote: string
    Explains a difference between the cover page date and the metadata date.
  - sic: string
    Four-digit Standard Industrial Classification (SIC) code of the filer, e.g. `7363`.
  - otherItems: array of strings
    All other Form 8-K items disclosed in the same filing, including Item 9.01, e.g. `["2.04", "8.01"]`.
  - url: string
    URL of the filing on SEC EDGAR.
- disclosure: object
  How the filing reports the termination and how it links to other filings about the same termination.
  - filingRole: string
    Role of the filing in the chain of filings about one termination. `initial` is the first filing about the termination, and no earlier filing announced it. `previously_announced` is the first Form 8-K that reports the termination, but an earlier filing announced it as planned, reported a termination notice or a decision to seek the termination, or reported a related transaction (see `priorDisclosures`). `amendment_update` is a Form 8-K/A. `new_8k_update` is a later Form 8-K that updates an earlier Item 1.02 report. Possible values: `initial`, `previously_announced`, `amendment_update`, `new_8k_update`.
  - chainKey: string
    Key that links all Form 8-K filings about one termination event. Format: CIK, `periodOfReport` of the first Form 8-K about the event, and the last six digits of its accession number, separated by hyphens, e.g. `725394-2026-09-16-007291`. The chain includes earlier Form 8-K filings that announced the termination or a related transaction, the filing itself, amendments and later updates. Form 10-Q and 10-K reports are not part of the chain. The Form 8-K that reported the entry into the agreement is also not part of the chain (see `agreements.originalDisclosure`). Use this key to get the full history of a termination.
  - chainRootAccessionNo: string
    Accession number of the first Form 8-K in the chain, e.g. `0001683168-26-007291`. Is the accession number of the filing itself when no earlier Form 8-K exists.
  - isDeltaUpdate: boolean
    Is `true` when the filing reports only the changes since an earlier filing. In this case, an empty field does not mean that the fact does not exist. Is `false` for a first report and for a Form 8-K/A that restates Item 1.02 in full.
  - amendmentScope: string
    Scope of a Form 8-K/A. `full_restatement` means that the amendment restates the report in full, or repeats the full Item 1.02 text. `delta` means that the amendment reports only new or changed facts. Is `null` for a Form 8-K. Possible values: `full_restatement`, `delta`.
  - amendmentPurpose: string
    Reason for a Form 8-K/A in short form, from the XBRL cover page (`dei:AmendmentDescription`) or from the explanatory note. Is `null` for a Form 8-K.
  - textSource: string
    Parts of the filing from which the data was extracted. `item_body_and_other_item` means that data also comes from another section of the same filing, e.g. amounts in Item 2.04. `other_item_only` means that the Item 1.02 text only incorporates another section by reference. Possible values: `item_body`, `item_body_and_other_item`, `item_body_and_exhibit`, `other_item_only`.
  - priorDisclosures: array of objects
    Earlier filings about the same termination, oldest first. Includes earlier Form 8-K filings in the chain, and Form 10-Q and 10-K reports that announced the termination.
    - formType: string
      EDGAR form type of the earlier filing. Periodic reports and registration statements are included, e.g. a Form 10-Q that filed the agreement as an exhibit. `other` means any other form. Possible values: `8-K`, `8-K/A`, `6-K`, `10-Q`, `10-K`, `S-1`, `DEF 14A`, `other`.
    - filingDate: date
      EDGAR filing date of the earlier filing. Is `null` when the text names the report only by its period, e.g. "Annual Report on Form 10-K for the year ended December 31, 2024".
    - periodOfReport: date
      Period of report of the earlier filing. For a Form 8-K, the date on the cover page. For a Form 10-Q or 10-K, the end of the period.
    - item: string
      Location of the disclosure in the earlier filing. For a Form 8-K, the items, e.g. `8.01` or `1.01, 2.03`. For other forms, the item or exhibit as stated, e.g. `Exhibit 10.2`.
    - accessionNo: string
      Accession number of the earlier filing, e.g. `0001683168-26-000573`.
    - relation: string
      Relation of the earlier filing to the termination. `announced_planned_termination` means that the earlier filing said that the agreement will be terminated or repaid, reported a termination notice that takes effect later, or reported a decision to seek the termination. `precursor_announcement` means that the earlier Form 8-K did not announce the termination, but said that a termination is possible, or reported the transaction that the current filing names as the cause of the termination. `prior_report_same_termination` means that an earlier Form 8-K already reported the termination, and the current filing is an update. Possible values: `announced_planned_termination`, `precursor_announcement`, `prior_report_same_termination`.
    - source: string
      How the earlier filing was found. `text` means that the filing text names it. `lookup` means that a search of the EDGAR filings of the company found it. `text_and_lookup` means that the text names it, and the item or accession number comes from the search. Possible values: `text`, `lookup`, `text_and_lookup`.
  - agreementCount: integer
    Number of agreements that the filing reports as terminated, repaid or replaced, e.g. `2`. Equal to the length of `agreements`.
  - counterpartyFilings: array of objects
    Form 8-K filings in which the counterparty, itself an SEC filer, reports the same termination. The data comes from a search of EDGAR, not from the filing text. Use it to link the reports of two companies about one event.
    - cik: string
      CIK of the counterparty, without leading zeros, e.g. `1130713`.
    - companyName: string
      Name of the counterparty, e.g. `NEIGHBORHOOD INTELLIGENCE, INC.`.
    - accessionNo: string
      Accession number of the Form 8-K of the counterparty.
    - chainKey: string
      `chainKey` of the counterparty filing. Is `null` when the counterparty filing is not in the database.
- crossReferencedItems: array of objects
  Other sections of the same filing that the Item 1.02 text incorporates or names, and sections that incorporate or name Item 1.02. One entry for each section and direction. Empty when there are no cross-references.
  - item: string
    The other section: an item number, e.g. `2.04`, or `introductory_note`, `explanatory_note` or `preamble` (text before the first item without a title).
  - direction: string
    Direction of the cross-reference. `incorporated_by_1_02` means that Item 1.02 incorporates the section by reference. `referenced_by_1_02` means that Item 1.02 points to the section without incorporation, e.g. "as described under Item 2.01 below". `incorporates_1_02` means that the section incorporates Item 1.02 by reference. `references_1_02` means that the section points to Item 1.02 without incorporation. Possible values: `incorporated_by_1_02`, `referenced_by_1_02`, `incorporates_1_02`, `references_1_02`.
- triggerTypes: array of strings
  Summary of the different `agreements.trigger.type` values in the filing, in agreement order. Use it to filter filings by the transaction that caused the terminations, e.g. a merger closing or a refinancing. Possible values: `merger_closing_registrant_acquired`, `asset_sale_closing`, `refinancing`, `new_agreement`, `related_agreement_terminated`, `third_party_transaction`, `maturity`, `none_stated`, `other`.
- agreements: array of objects
  Agreements that the filing reports as terminated, repaid or replaced, in text order. One entry for each agreement.
  - agreementType: string
    Type of the agreement. The type comes from the title of the agreement, or from what the text says the agreement does when the title is generic. An amendment has the type of the agreement that it amends. `credit_agreement` includes loan, term loan, revolving credit, mortgage, warehouse and receivables facilities, and letter of credit and guaranty facilities. `indenture` includes an indenture under which notes were redeemed or satisfied and discharged. `promissory_note` is a note or debenture issued to one or a few holders without an indenture or note purchase agreement. `merger_agreement` includes business combination agreements of special purpose acquisition companies (SPACs). `services_agreement` includes management, advisory, administration and custody agreements, e.g. with an external manager of a REIT or fund. `equity_line` is a facility under which an investor commits to buy shares of the company from time to time at the direction of the company. `stockholder_agreement` includes cooperation, nomination, standstill and voting agreements with stockholders. `benefit_plan` includes pension, retirement, stock purchase, equity incentive and deferred compensation plans. `other` means that `agreementTypeOther` describes the agreement. `not_stated` means that the text does not say what the agreement is. Possible values: `merger_agreement`, `share_purchase_agreement`, `real_estate_purchase_agreement`, `credit_agreement`, `warrant_agreement`, `indenture`, `securities_purchase_agreement`, `registration_rights_agreement`, `placement_agent_engagement_letter`, `at_the_market_agreement`, `license_agreement`, `license_and_collaboration_agreement`, `lock_up_agreement`, `services_agreement`, `lease`, `settlement_agreement`, `employment_agreement`, `executive_services_agreement`, `pooling_and_servicing_agreement`, `consent_and_waiver`, `rights_agreement`, `limited_partnership_agreement`, `underwriting_agreement`, `dealer_manager_agreement`, `guarantee_agreement`, `joinder_agreement`, `note_purchase_agreement`, `supply_agreement`, `trust_agreement`, `support_agreement`, `contingent_value_rights_agreement`, `exchange_agreement`, `llc_operating_agreement`, `contribution_agreement`, `hedge_confirmation`, `separation_agreement`, `promissory_note`, `security_agreement`, `asset_purchase_agreement`, `placement_agency_agreement`, `warrant_inducement_agreement`, `term_sheet`, `royalty_purchase_agreement`, `commitment_letter`, `equity_line`, `collaboration_agreement`, `stockholder_agreement`, `benefit_plan`, `other`, `not_stated`.
  - agreementTypeOther: string
    Description of the agreement when `agreementType` is `other`, e.g. `reinsurance agreement (asbestos and environmental adverse development cover)`.
  - family: string
    Group of related agreement types. The same values are used for agreements in Item 1.01 data, so the family can be used to join both data sets. Ancillary agreements, such as a security agreement or a warrant agreement, have the family of the agreement or obligation that they belong to. Possible values: `mna`, `asset_transfer`, `debt_financing`, `debt_securities`, `equity_financing`, `licensing_collaboration`, `commercial`, `real_estate_lease`, `dispute_resolution`, `employment_services`, `securitization`, `securities_modification`, `governance`, `guarantee_joinder`, `joint_venture`, `royalty_financing`, `other`.
  - agreementName: string
    Defined term or title of the agreement in the text, e.g. `Credit Agreement`.
  - instrumentDescription: string
    Securities that the agreement governs, for indentures, e.g. `7.500% Senior Secured Notes due 2029`.
  - originalAgreementDate: date
    Date of the agreement as stated, e.g. "dated as of" or "entered into on", e.g. `2025-12-31`. Is `null` when the stated date can be the date of a report, or when the text gives only the date of a later amendment.
  - registrantParty: string
    Party on the side of the filer as named in the text, the filer or a subsidiary, with its stated role, e.g. `Olaplex, Inc. (borrower)`.
  - counterparties: array of objects
    Named counterparties. Generic terms such as "the lenders party thereto" are not listed. A party is not listed when the text does not state its side or does not give its name.
    - name: string
      Name of the counterparty as written, e.g. `IBS Equity Fund III, LLC`.
    - role: string
      Role of the counterparty as written, e.g. `administrative agent`. Is `null` when the text gives no role.
  - ancillaryAgreementsTerminated: array of strings
    Ancillary agreements, security interests, liens and guarantees that the text says ended with the agreement, e.g. security, pledge, guarantee or registration rights agreements. The suffix `(released)` or a short qualifier shows that the text says only "released" or that a part continues. A security, pledge or guarantee agreement is always listed here under the agreement that it secures, and never as a separate agreement.
  - secured: boolean
    Is `true` when the text calls the debt secured, first lien or second lien, calls it a mortgage loan, or names a security, pledge or mortgage agreement for it. Is `false` when the text calls it unsecured. Is `null` in all other cases, and for agreements that are not debt, debt securities, securitization or royalty financing.
  - collateralText: string
    Collateral as stated when `secured` is `true`, e.g. `mortgage on the hotel`.
  - facilitySize: object
    Maximum commitment or program size as stated, e.g. a credit commitment, the aggregate offering price of an at-the-market (ATM) program or the commitment of an equity line. For a term loan, promissory note or debenture without a stated commitment, the original principal amount. For several tranches, the sum. Is `null` when no size is stated.
    - amountUSD: number
      Amount in USD. Is `null` when the text states the amount only in another currency.
    - original: string
      Amount as written when the currency is not USD, or the parts of the amount when it is a sum of stated parts, e.g. `$2,000.0 million Notes + $850.0 million 1L term loans`. For a principal amount, the value is `original principal amount`.
    - approximate: boolean
      Is `true` when the text says "approximately" or "about".
    - bound: string
      How the stated amount limits the true value. `up_to` means that the text gives a maximum, e.g. "up to" or "not to exceed". `at_least` means that the text gives a minimum, e.g. "over", "more than" or "at least". `exact` means all other cases. When the field is not present, the amount is exact. Possible values: `exact`, `up_to`, `at_least`.
  - scheduledMaturityDate: date
    Scheduled maturity or end of term as stated, e.g. `2027-04-30`. Only the year when the text gives only the year, e.g. "due 2029". Is `null` when the text gives the end of term only as a rule, e.g. "36 months after".
  - terminationStated: boolean
    Is `true` when the text says that the agreement, or all commitments under it, terminated, ended, expired, were cancelled or were discharged, e.g. "satisfied and discharged". Is `false` when the text only says that the debt was repaid, paid in full, redeemed or satisfied, or that a new agreement replaces the old one.
  - terminationStatus: array of strings
    Status of the termination: one timing value and zero, one or two qualifiers. Timing values: `effected` means that the termination or payoff took effect on or before the filing date. `scheduled` means that a notice was given, a termination agreement was signed or a decision was taken, and the termination takes effect at a later date or event. `intended` means that the filer plans to terminate or repay the agreement, and has not given notice or signed an agreement. `not_stated` means that the text does not say whether the termination took effect. Qualifiers: `disputed` means that a party disputes the termination itself or the right to terminate. A dispute about only a fee or amounts owed is not `disputed` (see `amountClaimed`). `partial` means that only a part of the agreement ends, e.g. one program, one note series or one tranche. Possible values: `effected`, `scheduled`, `intended`, `not_stated`, `disputed`, `partial`.
  - terminationStatusText: string
    Short summary of what the text says about the status, e.g. the condition for the termination to take effect, the part that ends, the party that disputes, or an upper limit such as "no later than". Is present when `terminationStatus` contains `intended`, `not_stated`, `disputed` or `partial`, when `terminationDate` is `null`, or when `terminationDateComputed` is `true`.
  - terminationDate: date
    Date on which the termination took or takes effect, e.g. `2026-09-15`. When `terminationStated` is `false`, the date of the payoff. For an indenture discharged by an irrevocable deposit, the date of the deposit or discharge, not the later redemption date. When the text gives an upper limit, e.g. "no later than May 31, 2026", the value is that date. Is `null` when the date depends on facts that the text does not state, e.g. "upon receipt of regulatory approval".
  - terminationDatePrecision: string
    Precision of `terminationDate`. `day` is `YYYY-MM-DD`, `month` is `YYYY-MM`, `quarter` is `YYYY-Qn` and `year` is `YYYY`. `not_stated` means that the date is `null`. Possible values: `day`, `month`, `quarter`, `year`, `not_stated`.
  - terminationDateComputed: boolean
    Is `true` when `terminationDate` was calculated from a stated rule and a stated start date, e.g. "60 days following the notice date".
  - noticeDate: date
    Date on which a termination notice was delivered, when stated, e.g. `2026-09-14`.
  - terminatedBy: string
    Party that ended the agreement. `registrant` means the filer or its subsidiary, e.g. it terminated the agreement, gave notice or gave notice of non-renewal. `counterparty` means the other party. When one party gives notice and the parties then sign a termination agreement, the value is the party that gave notice. When both parties give notice, the value is the party whose notice sets the termination date. `mutual` means that the parties agreed to terminate without an earlier notice by one party. `expiry` means that the term ended and no party gave notice or repaid the debt. `upon_repayment` means that the text reports the termination together with full repayment and names no party that elected to terminate. `automatic` means that the agreement ended by its own terms on an event other than repayment or the end of its term, e.g. when a related merger agreement terminated. `not_stated` means all other cases. Possible values: `registrant`, `counterparty`, `mutual`, `expiry`, `upon_repayment`, `automatic`, `not_stated`.
  - terminationReasons: array of strings
    All reasons for the termination that the filing states. `repayment` is a voluntary payoff without another reason. `refinancing` means that the agreement was repaid with or in connection with new debt. `maturity` means that the debt was retired at its stated maturity. `superior_proposal` means that a party terminated a merger agreement to accept a better or competing proposal. `breach` is a breach, default or failure to meet terms. `failed_condition` means that a closing condition or deadline was not met. `convenience_or_without_cause` means that the text says that the termination was "for convenience", "without cause" or "for any reason". `due_diligence_walk_right` means that a buyer used a due diligence or inspection period right to terminate a purchase agreement. `business_decision` is a stated strategic, commercial, cost, market or financing reason. `officer_departure` means that the officer or director whose services the agreement covers left. `restructuring` means that the termination is part of a bankruptcy, a restructuring or a stated plan to reduce debt. `not_stated` means that the filing states no reason, e.g. only "mutually agreed to terminate". `other` means that `terminationReasonText` describes the reason. Reasons stated only in earlier filings are in `reasonInPriorFiling`. Possible values: `repayment`, `refinancing`, `replaced_by_new_agreement`, `maturity`, `merger_closing`, `asset_sale_closing`, `related_agreement_terminated`, `superior_proposal`, `breach`, `failed_condition`, `convenience_or_without_cause`, `due_diligence_walk_right`, `business_decision`, `officer_departure`, `restructuring`, `not_stated`, `other`.
  - terminationReasonText: string
    Short summary of the stated reason or disclaimer. Is present when `terminationReasons` contains `other`.
  - reasonInPriorFiling: object
    Reason for the termination from an earlier Form 8-K, when the filing itself states no reason (`terminationReasons` is `not_stated`) and an earlier Form 8-K in `disclosure.priorDisclosures` states one. This reason is not included in `terminationReasons`. Is `null` in all other cases.
    - accessionNo: string
      Accession number of the earlier Form 8-K, e.g. `0001628280-26-063504`.
    - filingDate: date
      EDGAR filing date of the earlier Form 8-K.
    - item: string
      Item of the earlier Form 8-K that states the reason, e.g. `8.01`.
    - quote: string
      Short quote of the stated reason from the earlier Form 8-K.
  - trigger: object
    Transaction that the text names as the cause of the termination of the agreement. When one transaction ends several agreements, each agreement has the same trigger.
    - type: string
      Type of transaction. `merger_closing_registrant_acquired` is the closing of a merger in which the filer is acquired. `asset_sale_closing` is the closing of a sale of a business or assets. `refinancing` means that the text names new debt as the source of funds or context. `new_agreement` means that the filer or the counterparty entered into a new agreement, other than debt, that replaces this agreement, e.g. a counterparty that terminates a merger agreement to sign a better proposal. `related_agreement_terminated` means that another agreement on which this agreement depends ended, e.g. bridge loan commitments when the merger agreement terminates. `third_party_transaction` means that the counterparty or another party sold or transferred the asset, business or contracts that the agreement covers, e.g. the sale of a leased building by the landlord. `maturity` means that the debt was retired at its stated maturity. `none_stated` means that the text names no transaction. `other` means that `typeOther` describes the transaction. Possible values: `merger_closing_registrant_acquired`, `asset_sale_closing`, `refinancing`, `new_agreement`, `related_agreement_terminated`, `third_party_transaction`, `maturity`, `none_stated`, `other`.
    - typeOther: string
      Description of the transaction when `type` is `other`, e.g. `bankruptcy court authorization in restructuring proceedings`.
    - item: string
      Item of the same filing that reports the transaction, e.g. `2.01` for a closing, or `1.01` or `2.03` for new debt. Is `null` when only Item 1.02 describes the transaction, or when the text names no transaction.
    - description: string
      Short summary of the transaction, with its date when stated.
  - earlyTerminationPenalty: string
    Early termination fee or penalty. `none` means that the text says that no fee or penalty is owed, e.g. "no material early termination penalties", or that the debt can be prepaid without premium or penalty. `paid_by_registrant` means that the filer owes or paid the fee, including make-whole and prepayment premiums and severance that the text presents as the cost of the termination. `paid_by_counterparty` means that the counterparty owes the fee. The value shows the party that owes the fee, also when a third party pays it (see `terminationFeePayer`). `not_stated` means all other cases, including a fee that one party claims and the other party disputes (see `amountClaimed`). Possible values: `none`, `paid_by_registrant`, `paid_by_counterparty`, `not_stated`.
  - terminationFee: object
    Termination fee paid or owed, when stated and not disputed, e.g. `2800000000`. A fee that is claimed and disputed is in `amountClaimed`. Is `null` when no fee amount is stated.
    - amountUSD: number
      Amount in USD. Is `null` when the text states the amount only in another currency.
    - original: string
      Amount as written when the currency is not USD, or the parts of the amount when it is a sum of stated parts, e.g. `$2,000.0 million Notes + $850.0 million 1L term loans`.
    - approximate: boolean
      Is `true` when the text says "approximately" or "about".
    - bound: string
      How the stated amount limits the true value. `up_to` means that the text gives a maximum, e.g. "up to" or "not to exceed". `at_least` means that the text gives a minimum, e.g. "over", "more than" or "at least". `exact` means all other cases. When the field is not present, the amount is exact. Possible values: `exact`, `up_to`, `at_least`.
  - amountClaimed: object
    Amount that one party demands or asserts in connection with the termination, and that the text does not report as paid or agreed, e.g. a disputed termination fee, amounts that the counterparty says are owed, or claimed damages. When the text gives only one total for several agreements, the total is shown on the first of these agreements. Is `null` when the text states no claimed amount.
    - amount: object
      Amount demanded or asserted, as stated, e.g. `200000`.
      - amountUSD: number
        Amount in USD. Is `null` when the text states the amount only in another currency.
      - original: string
        Amount as written when the currency is not USD, or the parts of the amount when it is a sum of stated parts, e.g. `$2,000.0 million Notes + $850.0 million 1L term loans`.
      - approximate: boolean
        Is `true` when the text says "approximately" or "about".
      - bound: string
        How the stated amount limits the true value. `up_to` means that the text gives a maximum, e.g. "up to" or "not to exceed". `at_least` means that the text gives a minimum, e.g. "over", "more than" or "at least". `exact` means all other cases. When the field is not present, the amount is exact. Possible values: `exact`, `up_to`, `at_least`.
    - claimant: string
      Party that demands or asserts the amount. `registrant` includes subsidiaries of the filer. Possible values: `registrant`, `counterparty`, `third_party`, `not_stated`.
    - claimType: string
      Type of claim. `termination_fee` is an early termination fee or penalty under the agreement. `amounts_owed` are unpaid invoices, fees or balances that a party says are due. `damages` are damages or losses claimed for a breach or a wrongful termination. `other` means that `note` describes the claim. Possible values: `termination_fee`, `amounts_owed`, `damages`, `other`.
    - contested: boolean
      Is `true` when the text says that the other party disputes the claim, e.g. "disputes the amounts demanded". Is `false` when the text says that the other party accepts it. Is `null` when the text does not say. A reservation of rights alone gives `null`.
    - note: string
      Short summary of what the claim covers, the total that it is part of, or how it will be resolved.
  - terminationFeePayer: string
    Party that pays or owes the `terminationFee` or `prepaymentPremium`. `third_party` means that another party pays for one of the parties, e.g. "PSKY, on behalf of WBD, paid the termination fee" (see `terminationFeePayerName`). `not_stated` means that a fee is owed or paid, but the text does not name the payer. Is `null` when `earlyTerminationPenalty` is `none` or `not_stated`. Possible values: `registrant`, `counterparty`, `third_party`, `not_stated`.
  - terminationFeePayerName: string
    Name of the third party that paid the fee, e.g. `Paramount Skydance Corporation (PSKY)`. Is `null` unless `terminationFeePayer` is `third_party`.
  - terminationConsiderationText: string
    Short summary of non-cash or contingent consideration in the termination, e.g. shares issued or surrendered, assets returned, waived refunds, forfeited earlier payments, or contingent payments with their condition and maximum.
  - settlementPayment: object
    Cash paid or received on termination that is not a termination fee, a prepayment premium or a debt payoff, e.g. a settlement or commutation payment, or a security, escrow or letter of credit deposit that is returned or forfeited. When the text gives several payments, the largest payment is shown and `note` lists the others. Is `null` when no such payment is stated.
    - amount: object
      Cash amount as stated, e.g. `302514.84`.
      - amountUSD: number
        Amount in USD. Is `null` when the text states the amount only in another currency.
      - original: string
        Amount as written when the currency is not USD, or the parts of the amount when it is a sum of stated parts, e.g. `$2,000.0 million Notes + $850.0 million 1L term loans`.
      - approximate: boolean
        Is `true` when the text says "approximately" or "about".
      - bound: string
        How the stated amount limits the true value. `up_to` means that the text gives a maximum, e.g. "up to" or "not to exceed". `at_least` means that the text gives a minimum, e.g. "over", "more than" or "at least". `exact` means all other cases. When the field is not present, the amount is exact. Possible values: `exact`, `up_to`, `at_least`.
    - kind: string
      Kind of payment. `settlement_payment` is a commutation, settlement or release payment agreed for the termination. `deposit_returned` is a security or escrow deposit paid back to the party that gave it. `deposit_forfeited` is a deposit or letter of credit that the party that gave it loses. `other` means that `note` describes the payment. Possible values: `settlement_payment`, `deposit_returned`, `deposit_forfeited`, `other`.
    - payee: string
      Party that receives the cash. `registrant` includes subsidiaries of the filer. Possible values: `registrant`, `counterparty`, `third_party`, `not_stated`.
    - note: string
      Short summary of the purpose of the payment, its date or condition, and other payments.
  - prepaymentPremium: object
    Make-whole or prepayment premium paid, when stated, e.g. `144300000`.
    - amountUSD: number
      Amount in USD. Is `null` when the text states the amount only in another currency.
    - original: string
      Amount as written when the currency is not USD, or the parts of the amount when it is a sum of stated parts, e.g. `$2,000.0 million Notes + $850.0 million 1L term loans`.
    - approximate: boolean
      Is `true` when the text says "approximately" or "about".
    - bound: string
      How the stated amount limits the true value. `up_to` means that the text gives a maximum, e.g. "up to" or "not to exceed". `at_least` means that the text gives a minimum, e.g. "over", "more than" or "at least". `exact` means all other cases. When the field is not present, the amount is exact. Possible values: `exact`, `up_to`, `at_least`.
  - amountRepaid: object
    Amount paid to retire the debt, when stated. Is `null` otherwise.
    - amountUSD: number
      Amount in USD, e.g. `357600000`.
    - basis: string
      What the amount covers. `principal` is the principal only. `aggregate_payoff` is a stated total that includes interest and fees. `tender_principal` is the principal of notes tendered and accepted in a tender offer, when the remaining notes are redeemed or defeased separately. `prior_balance` is the outstanding principal at an earlier stated date (see `note`). `not_stated` means that the text does not say what the amount covers. Possible values: `principal`, `aggregate_payoff`, `tender_principal`, `prior_balance`, `not_stated`.
    - interestUSD: number
      Accrued interest paid in USD, when stated separately.
    - approximate: boolean
      Is `true` when the text says "approximately".
    - note: string
      What the amount covers and where the filing states it, e.g. the treatment of notes that were not tendered.
  - usageAtTermination: string
    Use of the agreement when it ended, as stated. `never_used` means that the text says that nothing was ever drawn, borrowed, funded, bought or sold under the agreement. Shares issued as a commitment fee are not use. `none_outstanding` means that the text says that nothing was drawn or outstanding at the termination, e.g. "no outstanding borrowings". `used` means that the text states an amount drawn, outstanding, repaid or sold, or says that loans were outstanding or shares were sold. `not_stated` means all other cases, including a general statement such as "repaid all amounts outstanding". Possible values: `never_used`, `none_outstanding`, `used`, `not_stated`.
  - utilization: object
    Shares sold and proceeds received under an at-the-market (ATM) program or an equity line before the termination, when stated. Used only for equity financing agreements. Is `null` otherwise.
    - sharesSold: number
      Number of shares sold before the termination, e.g. `7716935`.
    - proceeds: object
      Proceeds from the sales, as stated, e.g. `91200000`.
      - amountUSD: number
        Amount in USD. Is `null` when the text states the amount only in another currency.
      - original: string
        Amount as written when the currency is not USD, or the parts of the amount when it is a sum of stated parts, e.g. `$2,000.0 million Notes + $850.0 million 1L term loans`.
      - approximate: boolean
        Is `true` when the text says "approximately" or "about".
      - bound: string
        How the stated amount limits the true value. `up_to` means that the text gives a maximum, e.g. "up to" or "not to exceed". `at_least` means that the text gives a minimum, e.g. "over", "more than" or "at least". `exact` means all other cases. When the field is not present, the amount is exact. Possible values: `exact`, `up_to`, `at_least`.
    - proceedsBasis: string
      Is `gross` or `net` when the text says so. `not_stated` is used for "cash proceeds" or an amount without a basis. Possible values: `gross`, `net`, `not_stated`.
  - contractValue: object
    Total or maximum value of the payments under an agreement that is not debt, as stated, e.g. estimated fees, research payments or total milestone payments. `original` names the payer and what the amount covers. Credit, ATM and equity line sizes are in `facilitySize`. Is `null` when no value is stated.
    - amountUSD: number
      Amount in USD. Is `null` when the text states the amount only in another currency.
    - original: string
      Amount as written when the currency is not USD, or the parts of the amount when it is a sum of stated parts, e.g. `$2,000.0 million Notes + $850.0 million 1L term loans`.
    - approximate: boolean
      Is `true` when the text says "approximately" or "about".
    - bound: string
      How the stated amount limits the true value. `up_to` means that the text gives a maximum, e.g. "up to" or "not to exceed". `at_least` means that the text gives a minimum, e.g. "over", "more than" or "at least". `exact` means all other cases. When the field is not present, the amount is exact. Possible values: `exact`, `up_to`, `at_least`.
  - fundingSource: array of strings
    Source of the funds for the repayment, as stated. `new_financing` is the proceeds of new debt or of another new financing, e.g. a receivables sale facility. `not_stated` means that the text names no source. A sale closing named only as context is not a stated source. Possible values: `new_financing`, `asset_sale_proceeds`, `cash_on_hand`, `equity_proceeds`, `other`, `not_stated`.
  - replacement: object
    Agreement that replaces the terminated agreement, when stated.
    - status: string
      `replaced` means that the text names a new agreement that replaces or refinances the agreement, an existing agreement that takes over its function, or a new agreement with the counterparty that the text links to the termination. `not_replaced` means that the text says that the agreement is not replaced. `not_stated` means all other cases. Possible values: `replaced`, `not_replaced`, `not_stated`.
    - name: string
      Defined term or title of the replacement agreements, e.g. `Industrial Power Contract`.
    - size: object
      Size of the replacement facility or program, as stated, e.g. `3970000000`.
      - amountUSD: number
        Amount in USD. Is `null` when the text states the amount only in another currency.
      - original: string
        Amount as written when the currency is not USD, or the parts of the amount when it is a sum of stated parts, e.g. `$2,000.0 million Notes + $850.0 million 1L term loans`.
      - approximate: boolean
        Is `true` when the text says "approximately" or "about".
      - bound: string
        How the stated amount limits the true value. `up_to` means that the text gives a maximum, e.g. "up to" or "not to exceed". `at_least` means that the text gives a minimum, e.g. "over", "more than" or "at least". `exact` means all other cases. When the field is not present, the amount is exact. Possible values: `exact`, `up_to`, `at_least`.
    - disclosedInItems: array of strings
      Items of the same filing that the text names for the replacement, e.g. `["1.01", "2.03"]`. Is `["1.02"]` when only Item 1.02 describes the replacement.
    - description: string
      Short summary of the terms of the replacement.
  - licensedRights: string
    What happens to licensed rights. Used only for licensing and collaboration agreements, and `null` for all other agreements. `revert_to_registrant` means that the text says that the rights return to the filer, or that the licenses of the counterparty to assets of the filer end. `revert_to_counterparty` means that the text says that the licensed rights of the filer end or return to the counterparty. `not_stated` means all other cases. Possible values: `revert_to_registrant`, `revert_to_counterparty`, `not_stated`.
  - mutualRelease: boolean
    Is `true` when the text says that the parties released claims against each other, or when the title of the termination agreement names a mutual release. Is `null` otherwise.
  - materialRelationship: string
    Material relationship between the filer and the counterparty other than the agreement, which Item 1.02(a)(1) requires the filer to disclose. `none_other_than_agreement` means that the text says that there is no relationship other than the agreement. `relationship_described` means that the text describes a relationship. `not_stated` means all other cases. Possible values: `none_other_than_agreement`, `relationship_described`, `not_stated`.
  - materialRelationshipText: string
    Short summary of the stated relationship or disclaimer.
  - originalDisclosure: object
    Filing that reported the entry into the agreement or filed the agreement as an exhibit, e.g. the Item 1.01 Form 8-K. Is present when the text names the filing, when the text says "previously announced" and a search of EDGAR finds the filing, or when the search finds the Item 1.01 Form 8-K although the text names no filing. This filing is not part of the termination chain. Is `null` otherwise.
    - formType: string
      EDGAR form type of the earlier filing. Periodic reports and registration statements are included, e.g. a Form 10-Q that filed the agreement as an exhibit. `other` means any other form. Possible values: `8-K`, `8-K/A`, `6-K`, `10-Q`, `10-K`, `S-1`, `DEF 14A`, `other`.
    - filingDate: date
      EDGAR filing date of the earlier filing. Is `null` when the text names the report only by its period, e.g. "Annual Report on Form 10-K for the year ended December 31, 2024".
    - periodOfReport: date
      Period of report of the earlier filing. For a Form 8-K, the date on the cover page. For a Form 10-Q or 10-K, the end of the period.
    - item: string
      Location of the disclosure in the earlier filing. For a Form 8-K, the items, e.g. `8.01` or `1.01, 2.03`. For other forms, the item or exhibit as stated, e.g. `Exhibit 10.2`.
    - accessionNo: string
      Accession number of the earlier filing, e.g. `0001683168-26-000573`.
    - relation: string
      Not used in this object. Possible values: `announced_planned_termination`, `precursor_announcement`, `prior_report_same_termination`.
    - source: string
      How the earlier filing was found. `text` means that the filing text names it. `lookup` means that a search of the EDGAR filings of the company found it. `text_and_lookup` means that the text names it, and the item or accession number comes from the search. Possible values: `text`, `lookup`, `text_and_lookup`.
- linkedItems: array of objects
  Other items of the same filing that the Item 1.02 text names or incorporates, with their role for the termination. Other items stay in `filing.otherItems` without a role. When an item has several roles, the first role in the list of possible values is used.
  - item: string
    Item number, e.g. `2.04`.
  - relation: string
    Role of the item for the termination. `reports_termination` means that the item itself reports the termination or its terms. `replacement_agreement` means that the item reports the new agreement. `trigger_transaction` means that the item reports the closing or financing that caused the termination. `concurrent_financing` means that the item reports new debt from the same closing, or new debt used to repay debt in general, which the text does not call a replacement. `consequence_of_termination` means that the item reports an effect that it links to the termination, e.g. a mandatory redemption of notes, an impairment, an acceleration or a delisting. `amounts_disclosed` means that the item gives amounts that Item 1.02 does not give. `relation_not_stated` means that the item is possibly related, but the text does not link it. `unrelated_same_filing` means that the item is about a different subject. Possible values: `reports_termination`, `replacement_agreement`, `trigger_transaction`, `concurrent_financing`, `consequence_of_termination`, `amounts_disclosed`, `relation_not_stated`, `unrelated_same_filing`.
- evidence: object
  Two to five short quotes from the filing text that support key values. Each key is the path of a field, e.g. `agreements[0].terminatedBy`, and each value is the quote. A key with `agreements[*]` applies to all agreements.
- codingNotes: string
  Notes on special cases in the filing and on how the data was extracted from it.

### Response Example

JSON

```json
{
  "total": {
    "value": 1,
    "relation": "eq"
  },
  "data": [
    {
      "schemaVersion": "1.0",
      "filing": {
        "accessionNo": "0001683168-26-007291",
        "cik": "725394",
        "ticker": "DHTI",
        "tickerSource": "metadata",
        "tradingSymbols": [],
        "tickerMetadata": "DHTI",
        "xbrlFilePrefix": "dfco",
        "tickerNote": "no dei:TradingSymbol on the cover page; ticker from metadata; XBRL prefix dfco is not the ticker",
        "companyName": "Dalrada Technology Group, Inc.",
        "formType": "8-K",
        "filedAt": "2026-09-22T16:58:55-04:00",
        "periodOfReport": "2026-09-16",
        "periodOfReportMetadata": "2026-09-16",
        "periodOfReportSource": "cover_page_xbrl",
        "periodOfReportNote": null,
        "sic": "7363",
        "otherItems": [
          "2.04",
          "8.01"
        ],
        "url": "https://www.sec.gov/Archives/edgar/data/725394/000168316826007291/dalrada_8k.htm"
      },
      "disclosure": {
        "filingRole": "initial",
        "chainKey": "725394-2026-09-16-007291",
        "chainRootAccessionNo": "0001683168-26-007291",
        "isDeltaUpdate": false,
        "amendmentScope": null,
        "amendmentPurpose": null,
        "textSource": "item_body_and_other_item",
        "priorDisclosures": [],
        "agreementCount": 2,
        "counterpartyFilings": []
      },
      "crossReferencedItems": [
        {
          "item": "2.04",
          "direction": "referenced_by_1_02"
        },
        {
          "item": "2.04",
          "direction": "incorporated_by_1_02"
        }
      ],
      "triggerTypes": [
        "none_stated"
      ],
      "agreements": [
        {
          "agreementType": "credit_agreement",
          "agreementTypeOther": null,
          "family": "debt_financing",
          "agreementName": "MGA (Master Performance Standby Letter of Credit and Guaranty Agreement)",
          "instrumentDescription": null,
          "originalAgreementDate": "2025-12-31",
          "registrantParty": "Genefic, Inc. (wholly owned subsidiary) with certain affiliates and subsidiaries",
          "counterparties": [
            {
              "name": "IBS Equity Fund III, LLC",
              "role": null
            }
          ],
          "ancillaryAgreementsTerminated": [],
          "secured": true,
          "collateralText": "security interests, pledges and guaranties (Stock and Unit Pledge Agreement, Deposit Account Control Agreement)",
          "facilitySize": {
            "amountUSD": 20000000,
            "original": "standby letter of credit and guaranty facility, stated aggregate commitment",
            "approximate": false
          },
          "scheduledMaturityDate": null,
          "terminationStated": true,
          "terminationStatus": [
            "effected"
          ],
          "terminationStatusText": "Genefic gave notice on 2026-09-14 of its election to terminate the financing relationship; IBS Fund III terminated the MGA effective 2026-09-15 as to further availability and future extensions of credit; IBS says obligations, security interests and guaranties are not released until asserted amounts are paid; the Company disputes the asserted Events of Default and fees, not the termination",
          "terminationDate": "2026-09-15",
          "terminationDatePrecision": "day",
          "terminationDateComputed": false,
          "noticeDate": "2026-09-14",
          "terminatedBy": "counterparty",
          "terminationReasons": [
            "not_stated"
          ],
          "terminationReasonText": "no reason stated for Genefic's election or for IBS Fund III's exercise of its Section 16 termination right; IBS's Default Notices separately assert Events of Default, which the Company disputes",
          "reasonInPriorFiling": null,
          "trigger": {
            "type": "none_stated",
            "typeOther": null,
            "item": null,
            "description": null
          },
          "earlyTerminationPenalty": "not_stated",
          "terminationFee": null,
          "amountClaimed": {
            "amount": {
              "amountUSD": 200000,
              "original": null,
              "approximate": false
            },
            "claimant": "counterparty",
            "claimType": "termination_fee",
            "contested": true,
            "note": "MGA early termination fee assessed by IBS; part of the $1,162,246 total IBS asserts under all Financing Agreements (exclusive of interest and additional costs); the Company disputes the amounts demanded"
          },
          "terminationFeePayer": null,
          "terminationFeePayerName": null,
          "terminationConsiderationText": null,
          "settlementPayment": null,
          "prepaymentPremium": null,
          "amountRepaid": null,
          "usageAtTermination": "never_used",
          "utilization": null,
          "contractValue": null,
          "fundingSource": [
            "not_stated"
          ],
          "replacement": {
            "status": "not_stated",
            "name": null,
            "size": null,
            "disclosedInItems": [],
            "description": null
          },
          "licensedRights": null,
          "mutualRelease": null,
          "materialRelationship": "not_stated",
          "materialRelationshipText": null,
          "originalDisclosure": {
            "formType": "8-K",
            "filingDate": "2026-01-27",
            "periodOfReport": "2026-01-21",
            "item": "1.01, 2.03",
            "accessionNo": "0001683168-26-000573",
            "source": "lookup"
          }
        },
        {
          "agreementType": "credit_agreement",
          "agreementTypeOther": null,
          "family": "debt_financing",
          "agreementName": "MCSPA (Master Credit, Security, and Account Purchase Agreement)",
          "instrumentDescription": null,
          "originalAgreementDate": "2025-12-31",
          "registrantParty": "Genefic, Inc.; Dalrada Technology Group, Inc. as parent, corporate guarantor and credit party",
          "counterparties": [
            {
              "name": "IBS Private Credit Fund IV, LLC",
              "role": null
            }
          ],
          "ancillaryAgreementsTerminated": [],
          "secured": true,
          "collateralText": "security interests, pledges and guaranties under the Financing Agreements",
          "facilitySize": {
            "amountUSD": 5000000,
            "original": "credit and account purchase facility, stated facility maximum amount",
            "approximate": false
          },
          "scheduledMaturityDate": null,
          "terminationStated": true,
          "terminationStatus": [
            "effected"
          ],
          "terminationStatusText": "IBS Fund IV determined 2026-09-15 to be the Early Termination Date after Genefic's 2026-09-14 notice; IBS says obligations are not released until asserted amounts are paid; the Company disputes the asserted defaults and fees, not the termination",
          "terminationDate": "2026-09-15",
          "terminationDatePrecision": "day",
          "terminationDateComputed": false,
          "noticeDate": "2026-09-14",
          "terminatedBy": "counterparty",
          "terminationReasons": [
            "not_stated"
          ],
          "terminationReasonText": "no reason stated for Genefic's election or for IBS Fund IV's Early Termination Date determination; IBS's Default Notices separately assert Events of Default, which the Company disputes",
          "reasonInPriorFiling": null,
          "trigger": {
            "type": "none_stated",
            "typeOther": null,
            "item": null,
            "description": null
          },
          "earlyTerminationPenalty": "not_stated",
          "terminationFee": null,
          "amountClaimed": {
            "amount": {
              "amountUSD": 100000,
              "original": null,
              "approximate": false
            },
            "claimant": "counterparty",
            "claimType": "termination_fee",
            "contested": true,
            "note": "MCSPA early termination fee assessed by IBS; part of the $1,162,246 total IBS asserts under all Financing Agreements (exclusive of interest and additional costs); the Company disputes the amounts demanded"
          },
          "terminationFeePayer": null,
          "terminationFeePayerName": null,
          "terminationConsiderationText": null,
          "settlementPayment": null,
          "prepaymentPremium": null,
          "amountRepaid": null,
          "usageAtTermination": "never_used",
          "utilization": null,
          "contractValue": null,
          "fundingSource": [
            "not_stated"
          ],
          "replacement": {
            "status": "not_stated",
            "name": null,
            "size": null,
            "disclosedInItems": [],
            "description": null
          },
          "licensedRights": null,
          "mutualRelease": null,
          "materialRelationship": "not_stated",
          "materialRelationshipText": null,
          "originalDisclosure": {
            "formType": "8-K",
            "filingDate": "2026-01-27",
            "periodOfReport": "2026-01-21",
            "item": "1.01, 2.03",
            "accessionNo": "0001683168-26-000573",
            "source": "lookup"
          }
        }
      ],
      "linkedItems": [
        {
          "item": "2.04",
          "relation": "amounts_disclosed"
        },
        {
          "item": "8.01",
          "relation": "relation_not_stated"
        }
      ],
      "evidence": {
        "agreements[*].usageAtTermination": "IBS did not provide any funding to the Company, Genefic or any of their respective subsidiaries under the Financing Agreements.",
        "agreements[0].terminatedBy": "IBS Fund III notified Genefic that it was exercising its right under Section 16 of the MGA to terminate the MGA, effective September 15, 2026",
        "agreements[1].terminationDate": "IBS Fund IV notified Genefic that it had determined that September 15, 2026 constitutes the",
        "agreements[*].amountClaimed.contested": "IBS has also asserted early termination fees in connection with the termination, as described in Item 2.04 below, which the Company disputes.",
        "agreements[*].amountClaimed": "MGA early termination fee $200,000 MCSPA early termination fee $100,000"
      },
      "codingNotes": "Both sides delivered notices: Genefic on 2026-09-14 (election to terminate the financing relationship), then IBS on 2026-09-15, delivered 2026-09-16 (MGA terminated under Section 16; MCSPA Early Termination Date). terminatedBy counterparty under the two-notice rule: IBS's notices set the effective / Early Termination Date; noticeDate is Genefic's notice. Early termination fees ($200,000 MGA, $100,000 MCSPA) are asserted by IBS and disputed by the Company: amountClaimed, earlyTerminationPenalty not_stated. No disputed qualifier: the Company disputes the defaults and amounts, not the termination. IBS total demand $1,162,246 (Item 2.04), including the accelerated Note ($126,430) and the Warrant redemption ($225,000). Note, Warrant, Deposit Account Control Agreement, Stock and Unit Pledge Agreement and offset agreement are ancillary Financing Agreements; the text does not say they terminated. MGA coded credit_agreement (credit support facility rule). originalDisclosure by lookup: 8-K 2026-01-27 (Items 1.01, 2.03) with both agreements as exhibits 10.1 and 10.2; 8-K/A 2026-02-02 (0001683168-26-000673). The 8-K of 2026-04-30 (Item 2.04) concerned Nautilus loans, unrelated. Item 8.01 holds only a cautionary note on the IBS dispute. [v1.0 migration] fees moved from terminationFee to amountClaimed; disputed qualifier removed; MCSPA receivables_facility -> credit_agreement; docs verification: terminationReasons breach -> not_stated (the text does not give the Default Notices as the reason for either termination)."
    }
  ]
}
```