BNZI SEC filings, in plain English
Everything 7GC & Co. Holdings Inc. has filed with the SEC that we hold — 40 filings, newest first, 5 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: Banzai International, Inc. (Nasdaq: PARA, warrants exercisable at $115,000.00 per share) filed its 10-Q for the quarter ended June 30, 2026. Revenue was $2,273 thousand for the quarter against $3,127 thousand a year earlier and $4,969 thousand for the six months against $6,506 thousand, with a net loss of $4,965 thousand for the quarter and $13,382 thousand for the six months. Why it matters: Equity rose while revenue fell because the increase came from converting debt and drawing the equity line, not from operations — liabilities dropped $4.5 million and the share count roughly quintupled over twelve months. The $115,000.00 warrant strike is the reverse-split arithmetic applied to the original $11.50.
going-concern doubt, sponsor loans outstandingnothing moved · 2 with no prior record of ours
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $100K · unchanged
The clause …“an accumulated deficit of approximately $ 114.2 million. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern within one year of the date these financial statements were issued. The”…
The clause …“delivery of such shares (via an “Investor Notice”), in an amount up to the outstanding principal balance on the Yorkville Promissory Notes at a purchase price equal to the lower of (i) $ 100,000.00 per share of Class A common stock”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Exhibit 4.3 to an 8-K of Banzai International, Inc.: a Senior Secured Convertible Note with an issuance date of August 12, 2026 and an original principal amount of $1,099,989.00, issued with original issue discount as one of an issue of notes under the Securities Purchase Agreement dated June 27, 2025. The conversion price is $1.96, subject to adjustment, and the note is convertible at the holder's option at any time after issuance into common stock, with fractional shares rounded up. Why it matters: The stated $1.96 conversion price and the installment and make-whole mechanics fix the terms on which this $1.1 million of principal can become common stock. The document does not state the maturity date, interest rate percentages or the note's holder.
What changed: Banzai International, Inc., the 7GC & Co. Holdings successor, entered an underwriting agreement dated July 13, 2026 with Aegis Capital Corp. to issue and sell 327,273 shares of Class A common stock, with an underwriter option over up to 36,364 additional shares. The agreement is filed as Exhibit 1.1 and sets an applicable time of 8:00 a.m. Eastern on the date of the agreement, with the securities offered off an effective registration statement and base prospectus. Why it matters: An offering of 327,273 shares is small in absolute terms, which usually means the share count is small too — the hallmark of an issuer that has already reverse-split and is now raising in modest increments through a single underwriter. For former BNZI holders each such deal is measured against a shrinking base, so proportional dilution can be significant even when the dollar amount is not. The filed agreement does not disclose the offering price in the captured text, so the proceeds cannot be established here.
What changed: Banzai International, Inc., the 7GC & Co. Holdings successor, furnished unaudited pro forma condensed combined financial information for its acquisition of substantially all the assets of ConnectAndSell, Inc., completed July 2, 2026 by Banzai Acquisition Sub under an Asset Purchase Agreement that also assumed certain specified liabilities. The pro forma balance sheet combines both as of March 31, 2026, and the statements of operations for the year ended December 31, 2025 and the three months ended March 31, 2026 assume the acquisition and related financing occurred on January 1, 2025. Why it matters: Pro formas including the transaction financing are the only place a holder can see the acquisition and the debt or equity raised to pay for it in one set of numbers — the announcements treat them separately. For former BNZI holders that matters because the company was simultaneously selling 327,273 shares through Aegis Capital, so the pro forma share count and interest expense reveal the true cost of buying ConnectAndSell rather than the headline purchase price.
- What changed vs 2025-11-14sponsor loan $2.0M → $100K
sponsor loans outstanding, going-concern doubt1 moved · 1 with no prior record of ours
- Sponsor loans outstanding
- $2.0M$100K
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as $1,900,000 of sponsor debt has come off.
The clause …“delivery of such shares (via an “Investor Notice”), in an amount up to the outstanding principal balance on the Yorkville Promissory Notes at a purchase price equal to the lower of (i) $ 100,000.00 per share of Class A common stock”…
The clause …“an accumulated deficit of approximately $ 109.2 million. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern within one year of the date these financial statements were issued. The”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Banzai International, Inc. called a special meeting of stockholders for April 28, 2026 at 12:00 p.m. Eastern Time, held virtually by Demio video webinar with no physical location, record date April 6, 2026, at which there were 17,393,826 shares of Class A Common Stock outstanding plus Class B shares. Proposal 1 asks holders to amend the Second Amended and Restated Certificate of Incorporation to effect a reverse stock split of the issued and outstanding Class A and Class B Common Stock, with the form of Certificate of Amendment attached as Annex B. Why it matters: A single-purpose special meeting called for a reverse stock split means the board has no other option on the table, which in practice signals an exchange minimum-price deficiency that must be cured. Splitting both Class A and Class B keeps the founder voting ratio intact while compressing the public float, so the dilution risk is what follows: a smaller post-split share count against unchanged authorized capital leaves substantial room for issuance at the reduced price level.
What changed vs 2025-12-15going concern RESOLVEDgoing-concern doubt, combination deadline, sponsor loans outstanding1 moved · 2 with no prior record of ours
- Going-concern doubt
- statednot stated
- Combination deadline
- 2024-09-30not matched in this filing
- Sponsor loans outstanding
- $2.0Mnot matched in this filing
SpacBrain reads this as the substantial-doubt sentence is in the previous filing and not in this one.
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2025-04-15deadline 2024-09-30 → 2024-05-31
combination deadline, going-concern doubt, sponsor loans outstanding1 moved · 2 with no prior record of ours
- Combination deadline
- 2024-09-302024-05-31
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $2.0M · unchanged
SpacBrain reads this as 122 days earlier than the previous record.
The clause …“Alco November Promissory Note to extend the maturity dates of each note to May 31, 2024 (the "Alco April 2024 Amendment"). On May 30, 2024, both parties agreed to again amend the Alco August Promissory Note and Alco November”…
The clause …“flow could negatively impact the value of our Class A Common Stock. There is substantial doubt about our ability to continue as a going concern, and holders of our securities could suffer a total loss of their investment. We may need”…
The clause …“completion of a Company registered offering and repayment of an aggregate $ 2,000,000 outstanding under the Yorkville Promissory Notes (the “Original Repayment Amount”), Yorkville would not deliver to the Company any Investor Notice”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.