8-K Reports
YUNHONG GREEN CTI LTD.
CIK

1042187

Accepted

Oct 5, 2026, 04:48 PM

Accession

0001493152-26-045723

1.01 Entry into a Material Definitive Agreement
5.08 Shareholder Director Nominations
9.01 Financial Statements and Exhibits
Items (3)

Item Entry On September 29, 2026, Yunhong Green CTI Ltd. (the “ Company”) entered into a Conversion Restriction and Waiver Agreement (each, an “ Agreement”) with each of (i) Wickbur Holdings LLC, the holder of all 130,000 outstanding shares of the Company’s Series E Convertible Preferred Stock and Common Stock Purchase Warrant No. E-1, and (ii) Agile Wisdom International Limited, the holder of all 70,000 outstanding shares of the Company’s Series F Convertible Preferred Stock and Common Stock Purchase Warrant No. F-1 (each, a “ Holder”; such preferred stock, the “ Preferred Stock”; and such warrants, the “ Warrants”). The Company entered into the Agreements in connection with a proposed public offering of its Common Stock (the “ Offering”). Under each Agreement, the Holder has agreed not to convert its Preferred Stock, exercise its Warrant, or transfer either, other than to a permitted transferee that agrees to be bound by the Agreement, during a restricted period. The restricted period continues until 61 days after the Holder delivers written notice of termination, which the Holder may not deliver before the later of (i) the final closing or abandonment of the Offering and (ii) the second anniversary of the Agreement. Each Holder has consented to the Offering under the applicable stock purchase agreement (each, a “ Purchase Agreement”) and certificate of designation and has waived its piggyback registration rights with respect to the Offering. The Company has waived its right to require exercise of the Warrants during the restricted period. The Series F Agreement also prohibits the payment of dividends on the Series F Preferred Stock in shares of Common Stock during the restricted period. The Agreements also amend the Purchase Agreements to conform the conversion provisions of the Preferred Stock to the applicable certificate of designation. Each Holder has released any claim arising from the conversion provisions previously stated in the applicable Purchase Agreement. As consideration for the Holders’ agreements, the Company extended the expiration date of each Warrant from March 11, 2027 to March 11, 2029. The foregoing description of the Agreements does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreements.

Item Shareholder On October 1, 2026, the Board of Directors of the Company fixed December 30, 2026 as the date of the Company’s 2026 annual meeting of shareholders (the “ Annual Meeting”), to be held at 9:00 a. m. Central Time. Because the date of the Annual Meeting is more than 30 calendar days from the anniversary of the Company’s 2025 annual meeting of shareholders, held on August 22, 2025, the Company is providing the following deadlines. Director nominations under the bylaws. Rule 14a-19 notices. Rule 14a-8 proposals.

Item Financial (d) Exhibits. Exhibit Description No. ─────────────────────────────────────────────────────────────────────────────────────── 104 Cover SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: October 5, 2026 YUNHONG GREEN CTI LTD. ────────────────────────────────────────────────────────────────────────────────── By: /s/ Jana M. Schwan Name: Jana M. Schwan Title: Chief Executive Officer

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