DWIN SEC filings, in plain English
Everything Delwinds Insurance Acquisition Corp. has filed with the SEC that we hold — 40 filings, newest first, 6 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: Q2 2026 10-Q of FOXO Technologies Inc., filed under Delwinds Insurance Acquisition Corp's CIK; the cover lists no securities registered under Section 12(b). Cash fell to $58,409 from $207,453 at December 31, 2025 while accounts receivable rose to $4,138,597 from $2,468,346; total current assets were $4,761,853 and total assets $45,889,733, including $27,794,975 of goodwill and $9,755,363 of intangibles. Why it matters: Current liabilities now exceed total current assets by roughly $35.9 million and cash stands at $58,409. The forward-looking section names the ability to continue as a going concern among its subjects.
combination deadline, going-concern doubtnothing moved · 2 with no prior record of ours
- Combination deadline
- 2026-06-30 · unchanged
- Going-concern doubt
- stated · unchanged
The clause …“and restated the Strata Purchase Agreement to extend the maturity date to June 30, 2026 and amend the Purchase Price to define the price per share of Common Stock purchased shall equal 90 % of the average of the two (2) lowest daily”…
The clause …“fully discussed in Notes 8 and 12, respectively. See also Note 14. 8 Note 2 GOING CONCERN AND MANAGEMENT’S PLAN Under Accounting Standards Codification (“ASC”), Presentation of Financial Statements—Going Concern (Subtopic 205-40)”…
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: FOXO Technologies Inc. reported that on August 13, 2026 Rennova Health, Inc., which the filing states is controlled by the company's CEO and held approximately 99.12% of the company's voting rights directly or through proxy, approved by written consent an amendment to the certificate of incorporation permitting a reverse stock split of the Class A common stock at any time before June 30, 2027 at a ratio ranging from 1-for-50 to 1-for-1,000, with fractional shares rounded up and the exact ratio set at the board's sole discretion. Why it matters: No shareholder vote will be held — a single holder with 99.12% of the votes acted by written consent, and public holders receive an information statement rather than a proxy. The 1-for-50 to 1-for-1,000 band is an authorisation with a ceiling, not a declared ratio, and nothing in the filing states which ratio will be used or when.
What changed: 8-K of FOXO Technologies Inc. Item 7.01 (Regulation FD disclosure): on July 29, 2026 the Company issued a press release announcing that its subsidiary, Vector BioSource, Inc., has entered into a definitive agreement to acquire four U.S.-based blood collection centers from Grifols Bio Supplies, Inc., a U.S.-based subsidiary of Grifols S.A. The press release is furnished as Exhibit 99.1. The report states the furnishing is not intended to constitute a determination that the information is material or that Regulation FD requires its dissemination. Why it matters: This document furnishes the announcement only: it states no purchase price, no closing condition and no closing date, and attaches no agreement. The terms are on the record separately, in the Company's Item 1.01 report of the same agreement filed two days earlier on July 27, 2026 (0001493152-26-034793), which files the purchase agreement as Exhibit 2.1. Read alone this filing understates what the Company has disclosed.
What changed: 8-K of FOXO Technologies Inc. Item 1.01 (entry into a material definitive agreement): on July 22, 2026 subsidiary Vector BioSource, Inc. entered an asset purchase agreement with Grifols Bio Supplies, Inc. to buy certain assets and assume certain liabilities of four U.S.-based blood collection centers. Consideration is $3,500,000 cash at closing plus an earn-out of up to $1,000,000 in cash, payable in full if the acquired business generates EBITDA as defined of $1,500,000 or more in any single calendar year of 2026, 2027 or 2028. Why it matters: Closing turns on licences the buyer does not yet hold: a new and separate FDA licence independent of the Seller's, a separate CLIA certification in Tennessee and any other operating state, and a waste-management permit from the applicable Miami city authority, alongside customary conditions. Either party may terminate if closing has not occurred nine months after the agreement date, and the Company anticipates closing in the third or fourth quarter of 2026.
What changed: FOXO Technologies Inc. (OTC: FOXOD/FOXO), the Delwinds Insurance Acquisition Corp. successor, issued a mid-year shareholder update from Chief Executive Officer Seamus Lagan. It reports net revenues of approximately $5.1 million for the three months ended March 31, 2026 against $3.2 million a year earlier, and a loss from operations of $0.3 million against $1.5 million. It effected a 1-for-3,000 reverse stock split of its Class A common stock to improve liquidity, and entered an agreement with former CEO Jon Sabes and its FOXO Labs subsidiary on epigenetics technology. Why it matters: A 1-for-3,000 reverse split is among the most extreme consolidations a listed company can execute and tells a holder that the shares were trading at a fraction of a cent — the operational improvement, revenue up 59% and operating loss cut by $1.2 million, is real but arrives after the equity has already been almost entirely diluted away. Former DWIN holders now own a healthcare services roll-up built from Myrtle Recovery Centers, Rennova Community Health and Vector BioSource rather than the epigenetics business they bought.
What changed: FOXO Technologies Inc., the Delwinds Insurance Acquisition Corp. successor, filed a Certificate of Amendment in Delaware on June 25, 2026 implementing a 1-for-3,000 reverse stock split, combining every 3,000 Class A shares into one share with no change in the $0.0001 par value. The split became effective at 4:01 p.m. ET on June 30, 2026 and the stock began trading post-split on July 1, 2026 under CUSIP 351471602. No fractional shares are issued: any fraction is rounded up to the nearest whole share and no stockholder receives cash in lieu. Why it matters: A 1-for-3,000 consolidation is at the extreme end of what listed companies execute and implies a pre-split price measured in hundredths of a cent — the arithmetic residue of years of dilutive financing at a former SPAC. Rounding fractions up rather than cashing them out is unusually holder-friendly, preserving odd-lot positions that would otherwise be eliminated. It does not change the economics: former DWIN holders own the same proportion of a company that now reports revenue from acquired healthcare businesses.
combination deadline, going-concern doubtnothing moved · 2 with no prior record of ours
- Combination deadline
- 2026-06-30 · unchanged
- Going-concern doubt
- stated · unchanged
The clause …“and restated the Strata Purchase Agreement to extend the maturity date to June 30, 2026 and improve and simplify the Purchase Price to define the price per share of Common Stock purchased shall equal 90% of the average of the two”…
The clause …“segment and Vector operates under the Life Science Services segment. Note 2 GOING CONCERN AND MANAGEMENT’S PLAN Under Accounting Standards Codification (“ASC”), Presentation of Financial Statements—Going Concern (Subtopic 205-40)”…
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 → 2026-06-30
combination deadline, going-concern doubt1 moved · 1 with no prior record of ours
- Combination deadline
- 2024-09-302026-06-30
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as 638 days later than the previous record.
The clause …“and restated the Strata Purchase Agreement to extend the maturity date to June 30, 2026 and amend the Purchase Price to define the price per share of Common Stock purchased shall equal 90% of the average of the two (2) lowest daily”…
The clause …“an explanatory paragraph on our financial statements stating there is substantial doubt about our ability to continue as a going concern. Such an opinion could materially limit our ability to raise additional funds through 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.
combination deadline, going-concern doubtnothing moved · 2 with no prior record of ours
- Combination deadline
- 2026-06-30 · unchanged
- Going-concern doubt
- stated · unchanged
The clause …“and restated the Strata Purchase Agreement to extend the maturity date to June 30, 2026 and improve and simplify the Purchase Price to define the price per share of Common Stock purchased shall equal 90% of the average of the two”…
The clause …“of August 13, 2025 and continues to trade on OTC Markets at this time. Note 2 GOING CONCERN AND MANAGEMENT’S PLAN Under Accounting Standards Codification (“ASC”), Presentation of Financial Statements—Going Concern (Subtopic 205-40)”…
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.