PSQH SEC filings, in plain English
Everything Colombier Acquisition Corp. has filed with the SEC that we hold — 40 filings, newest first, 9 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: PSQ Holdings, Inc. amended and restated Item 5.02 of an earlier report to add the terms of chief executive Dusty Wunderlich's employment agreement, executed August 11, 2026 and effective January 27, 2026, the date Michael Seifert resigned as president, chief executive and director and Wunderlich was appointed. Base salary is $400,000 with a discretionary bonus of up to 50% of salary, plus 57,975 restricted shares granted August 11, 2026 vesting in full on the first anniversary of January 27, 2026. All outstanding restricted stock units were converted into restricted stock the same day. Why it matters: The severance is the number to hold. Termination without cause or resignation for good reason inside a change-in-control period pays a lump sum of 15 months of base salary plus 1.25 times target bonus, a pro-rated target bonus and up to 15 months of COBRA; outside that period it is 12 months of salary continuation. That is a cost an acquirer inherits, subject to a modified Section 280G cutback.
What changed: PSQ Holdings, Inc. amended and restated Item 5.02 to add employment terms for two officers appointed effective May 1, 2026: chief financial officer Michael Pena, succeeding James Rinn who resigned effective April 30, 2026, and chief accounting officer Krista Wenzel. Each agreement, executed August 11, 2026, sets base salary at $350,000 with a discretionary bonus of up to 30% of salary and grants 12,002 shares of restricted stock vesting in full on the first anniversary of May 1, 2026. Outstanding restricted stock units were converted into restricted stock the same day. Why it matters: Both agreements carry six months of severance: inside a change-in-control period a lump sum of six months of salary plus 1.25 times target bonus and a pro-rated target bonus, outside it six months of salary continuation, with matching COBRA and a modified Section 280G cutback. Together with the chief executive's 15-month package this fixes the finance team's cost on a sale, and it records that the company replaced its chief financial officer and added a chief accounting officer in the same month.
What changed: PSQ Holdings, Inc. filed as Exhibit 10.1 a securities purchase agreement made as of August 13, 2026 with Fountain Ripple V LLC, Donald J. Trump, Jr., B&C Trust Dated November 14, 2019, Willie Langston and James Celli. The agreement recites that each investor is a current member of the company's board of directors. The offering price is defined as $3.60 per share of Class A common stock, the sale is made in reliance on Section 4(a)(2) of the Securities Act or Regulation D, and the closing is set for August 13, 2026 subject to the conditions in Section 5. Why it matters: This is an unregistered issuance to the company's own directors at a stated $3.60 per share, closing the same day the agreement is dated. The size of the raise and each participant's allocation are on a schedule not present in what was read, so no aggregate proceeds figure should be attributed to it.
What changed: 8-K of PSQ Holdings, Inc. Item 2.02 (results of operations and financial condition): on July 29, 2026 the Company issued a press release announcing its financial and operating results for the quarter ended June 30, 2026, furnished as Exhibit 99.1. Item 7.01 (Regulation FD) incorporates the same press release by reference. Both items are furnished and not filed for Section 18 purposes and are not incorporated by reference unless specifically identified. Exhibit 104 is the cover page Inline XBRL. Signed by Chief Legal Officer James M. Giudice. Why it matters: The same release carries both the earnings furnishing and the Regulation FD disclosure, so the report itself states no result. The 8-K is dated August 4, 2026 for a release issued July 29, 2026.
What changed: PSQ Holdings, Inc. reported net losses of $12.1 million for the six months ended June 30, 2026 against $12.8 million a year earlier, with negative operating cash flow of $6.5 million against $11.3 million. Unrestricted cash and equivalents fell to $6.7 million from $14.6 million at December 31, 2025 and net working capital to $7.5 million from $16.1 million. Total stockholders' equity fell to $4,186,691 from $13,436,906 and the accumulated deficit reached $168,588,124. All share figures are restated for a 1-for-15 reverse split effective July 13, 2026. Why it matters: Losses narrowed and the cash burn halved, but the runway shortened faster than the loss: $6.7 million of unrestricted cash against a $6.5 million half-year operating outflow is roughly two quarters at the current rate, and the filing says historical liquidity has come from financing activities rather than operations. The 1-for-15 reverse split effective July 13, 2026 restates every prior per-share figure — 44,104,601 weighted average shares became 2,940,307 for the 2025 comparative.
What changed: 8-K of PSQ Holdings, Inc. Item 1.01 (entry into a material definitive agreement): through its wholly owned subsidiaries EveryLife, Inc. and EveryLife Women, LLC, the Company entered an Asset Purchase Agreement with FreeHold Brands, LLC to sell certain assets comprising EveryLife, its direct-to-consumer diaper and baby products brand, for gross proceeds of $5.5 million in cash subject to customary adjustments. The purchased assets include inventory, e-commerce storefronts and digital accounts, customer and subscriber data, related intellectual property and certain assigned contracts. Why it matters: A divestiture of a whole consumer brand for $5.5 million, expected to close by September 30, 2026 subject to customary closing conditions. The report's Item 1.01 text dates the agreement July 28, 2025 while its exhibit index dates the same agreement July 28, 2026 and the related press release July 28, 2026; both are recorded as filed and neither year is treated here as the agreement date.
What changed: PSQ Holdings, Inc., the Colombier Acquisition Corp. successor, filed as Exhibit 10.1 its Amended and Restated 2023 Stock Incentive Plan. The plan's stated purpose is to attract, retain and motivate people expected to make important contributions by providing equity ownership and performance-based incentives aligned with stockholders. All employees, officers and directors, plus consultants and advisers eligible under Form S-8, may receive awards comprising options, stock appreciation rights, restricted stock, restricted stock units and other stock-based awards. Why it matters: An amended and restated incentive plan filed as an exhibit almost always accompanies an increase in the share reserve approved at an annual meeting, and the reserve is the number that determines how much of the company management can be granted over time. The captured text sets out eligibility and award types but not the share reserve or any evergreen provision, so the dilution cannot be quantified here — a former PSQH holder should read the plan's share limit section alongside the proxy proposal that approved it.
What changed: PSQ Holdings, Inc. (successor to SPAC Colombier Acquisition Corp, whose deal closed July 19, 2023) called its annual meeting for Thursday, July 9, 2026 at 11:00 a.m. ET online at virtualshareholdermeeting.com/PSQH2026, record date June 8, 2026, at which 49,946,333 shares of Class A common stock were outstanding. Effective February 27, 2026 all outstanding Class C common stock converted. Holders elect three Class III directors serving until 2029, ratify UHY LLP as auditor for the year ending December 31, 2026, and vote on a charter amendment. Why it matters: Ordinary post-deal governance with no trust or redemption mechanics remaining for legacy Colombier holders. The structural change worth noting is the February 27, 2026 conversion of all Class C shares, which folds a separate class into the common base and increases the Class A count against which future issuances are measured. Management turnover continued, with Mr. Herbert moving from Chief Operating Officer to Senior Vice President of People effective January 6, 2026 and resigning outright on May 31, 2026.
What changed vs 2025-04-25going concern RESOLVEDgoing-concern doubt, combination deadline1 moved · 1 with no prior record of ours
- Going-concern doubt
- statednot stated
- Combination deadline
- 2023-09-11not 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: PSQ Holdings, Inc. filed a preliminary proxy, dated June 1, 2026 and subject to completion, for its annual meeting online on Thursday, July 9, 2026 at 11:00 a.m. Eastern Time; the record date is June 8, 2026 and the proxy statement carries the date June 11, 2026. Four proposals: election of three Class III directors; ratification of UHY LLP as auditor for the fiscal year ending December 31, 2026; a charter amendment effecting a reverse stock split of Class A common stock at any whole-number ratio from 1-for-5 to 1-for-15; and the Amended and Restated 2023 Stock Incentive Plan. Why it matters: The reverse split is board-discretionary within the approved range, and the proxy reserves the right to delay filing the amendment or to abandon the split altogether, so approval fixes an authority rather than an event — no split date can be read from this filing, only the range and the discretion. The number of Class A shares outstanding at the record date is still a bracketed blank in this preliminary copy. One completed change is recorded: effective February 27, 2026, all outstanding Class C common stock converted into 2,213,678 shares of Class A common stock.
mandate languagenothing moved · 1 with no prior record of ours
- Mandate language
- we intend to focus on like-minded business owners that respe…not matched in this filing
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.