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Bon Natural Life Limited (BON) � Form 6-K, July 2025

The filing reports that subsidiary Xi’an App-Chem Bio (Tech) Co., Ltd. signed a 24-month Sales Cooperation Agreement with Beijing Huahai Keyuan Technology Co., Ltd. on 10 June 2025. Huahai Keyuan receives a non-exclusive right to market, distribute and sell App-Chem’s natural prebiotic series products throughout China.

Key commercial terms

• Guaranteed sales: Huahai Keyuan commits to purchase at least US$16 million of products over the two-year term.
• Revenue recognition & cash risk: App-Chem must receive full payment in advance before dispatch, materially reducing counter-party credit exposure.
• Operational obligations: App-Chem handles R&D, production, packaging and quality control to ensure compliance with Chinese national standards. If product quality fails, App-Chem bears all associated testing and return costs.
• Termination & penalties: â€� Either party may terminate by mutual consent.
  � Cure period for breach: 30 working days.
  � Wrongful termination triggers liquidated damages equal to 15 % of the total contract value.
  � Partial non-performance penalty: 10 % of the unperformed portion.
• Jurisdiction: Disputes to be litigated in a court located where the Company is registered.

The agreement provides BON with a sizeable minimum revenue pipeline, enhances cash flow security via pre-payment, and expands distribution reach within China. However, the deal is non-exclusive, exposes the company to product-quality liabilities, and the guaranteed figure’s materiality to overall revenues is not disclosed.

Morgan Stanley Finance LLC, guaranteed by Morgan Stanley, is marketing SPX Dual Directional Buffered Participation Securities maturing on August 1, 2030. The note’s performance is linked to the S&P 500 Index (SPX) and offers both upside participation and limited protection against moderate declines.

• Upside mechanics: Investors receive 100% of any index gain, capped by a maximum payment of 147.5%â€�152.5% of principal (≈â€�$1,475â€�$1,525).
• Downside mechanics: A 20% buffer absorbs the first 20% of index losses. Within this range, the note pays an amount equal to the absolute return (e.g., â€�10% SPX = +10% payout). Losses beyond â€�20% are borne on a 1-for-1 basis, up to an 80% maximum loss.
• Key dates: Pricing 7/28/2025, single observation 7/29/2030, maturity 8/1/2030.
• Issue price: $1,000; estimated value: ≈â€�$926.70 (reflects dealer margin and hedging costs).
• Credit & liquidity: Payments depend on Morgan Stanley’s credit. The securities are unlisted, and secondary trading may be limited.

The offering is made under Registration Statement Nos. 333-275587 and 333-275587-01, via preliminary pricing supplement No. 9,061. Prospective investors should review the detailed risk factors and tax considerations before investing.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering $9.193 million of Contingent Income Auto-Callable Securities linked to the common stock of Amgen Inc. (AMGN). The notes are senior, unsecured obligations that mature on 29-Dec-2028 unless redeemed earlier. Each $1,000 security pays a quarterly contingent coupon of 2.625% (10.50% p.a.) when the closing price of AMGN on the relevant valuation date is at least 70 % of the initial share price ($279.11). Missed coupons may be fully ‘caught-up� if the share price subsequently meets the threshold.

The notes may be automatically redeemed on any quarterly valuation date starting 26-Sep-2025 if AMGN closes at or above the initial share price. Holders then receive par plus the due coupon (including any unpaid coupons). If not redeemed, the principal repayment depends on AMGN’s final price:

• â‰� 70 % of initial: return of principal plus final coupon (and unpaid coupons).
• < 70 % of initial: principal is reduced 1-for-1 with the share decline, exposing investors to losses of up to 100 %.

Key economic terms include a downside threshold of $195.377, no exchange listing, CUSIP 17333LBW4, and a guaranteed but unsecured payment structure. The issue price is $1,000, while the estimated value is $971.50, reflecting structuring and distribution costs: an underwriting fee of $25, a $20 selling concession, and a $5 structuring fee to Morgan Stanley Wealth Management. Secondary market liquidity is expected to be limited and solely at Citigroup Global Markets Inc.’s discretion.

Risk highlights disclosed span full principal loss below threshold, contingent and non-cumulative coupons, early redemption limiting yield, issuer and guarantor credit risk, model-based valuation, potential conflicts in hedging, and complex U.S. tax treatment. The securities do not offer any participation in AMGN price appreciation or dividends. They are intended for sophisticated investors who can tolerate equity downside, credit exposure to Citigroup, and possible illiquidity.

Classover Holdings, Inc. (KIDZW) has called a virtual special meeting for July 18, 2025 to seek stockholder approval for two pivotal capital-structure actions.

Proposal 1 � “Nasdaq Proposal�: authorizes the issuance of Class B common stock above the 19.99% threshold required by Nasdaq rules in connection with (i) a $400 million Equity Purchase Facility Agreement (EPFA) with Solana Strategic Holdings LLC and (ii) up to $500 million of senior secured convertible notes under a May 30, 2025 Securities Purchase Agreement. Both agreements allow issuance below the Nasdaq “Minimum Price� and could trigger a change of control, hence the need for shareholder consent.

Proposal 2 � “Authorized Share Proposal�: amends the certificate of incorporation to raise authorized Class B shares from 450 million to 2 billion. The board says the additional capacity will (1) cover all shares issuable under the EPFA and note conversions and (2) support future financing, equity compensation and strategic M&A.

Voting dynamics: CEO & Chair Hui Luo owns all 6.54 million Class A shares (25 votes each) plus 522.8 k Class B shares, giving management roughly 91% of total voting power. A Voting Agreement obligates Luo to vote “FOR� both items, effectively guaranteeing passage.

Capital & structural implications:

• The EPFA allows discounted share sales at 95% of the lowest VWAP over the prior three trading days, incentivising rapid resale by the investor.
• The notes are senior, secured by all company assets (including crypto holdings) and prohibit cash dividends while outstanding.
• If approved, common shareholders face potentially massive dilution and a decline in per-share voting and economic interests.

Strategic rationale & risks: Proceeds back a “Solana-centric� digital-asset treasury strategy that includes buying, staking and validator operations. The proxy enumerates extensive risks: crypto price volatility, potential classification of SOL as a security, 1940 Act “investment company� issues, custody & cyber-security exposure, restrictive debt covenants and dilution. Failure to obtain approval would cap issuances at 19.99%, limit access to capital, and force repeated shareholder meetings.

Board recommendation: vote FOR both proposals.

Leggett & Platt (LEG) filed a Form 4 disclosing that Executive Vice-President and President of the Specialized Products and Furniture, Flooring & Textile segment, Robert S. Smith Jr., acquired common stock on June 27 2025.

The filing lists two open-market purchases totaling 338.6914 shares: 120.3968 shares at $7.8625 and 218.2946 shares at $7.40. Following the transactions, Smith’s direct beneficial ownership rose to 97,505.9266 shares. No derivative security activity or dispositions were reported, and the transactions were effected directly rather than through an indirect vehicle.

Bank of Montreal (BMO) is offering Capped Buffer Notes linked to the S&P 500 Index, maturing 5 August 2030. The notes provide 150% leveraged upside exposure to any positive index performance, but total return is capped at 57.00% (US $1,570 per US $1,000). Investors benefit from a 20% downside buffer; principal is fully protected only if the index does not fall more than 20% at maturity. Below that threshold, holders incur 1% principal loss for every additional 1% index decline, up to an 80% maximum loss.

Key economic terms: Pricing Date 31 Jul 2025; Settlement 5 Aug 2025; Valuation 31 Jul 2030; Maturity 5 Aug 2030. The initial estimated value is US $977.40, at least US $930 on the pricing date, reflecting dealer margin and hedge costs. Issue price is 100%; agent’s commission 1.225%.

Structural considerations: The notes pay no coupons, are unsecured obligations of BMO, and will not be listed on an exchange. Secondary liquidity depends solely on BMO Capital Markets Corp. Investors face BMO credit risk and may receive less than par if sold prior to maturity. Tax treatment is uncertain; BMO intends to treat the notes as prepaid derivative contracts.

Risk highlights: Capped upside, potential 80% principal loss, illiquidity, model-based valuation discount, conflicts of interest in calculation and hedging, and general market factors affecting secondary pricing.

Form 4 filing overview � UMH Properties, Inc. (UMH)

Director Kenneth K. Quigley Jr. filed a Form 4 dated 06/30/2025 covering ownership as of the earliest reportable transaction on 06/16/2025.

• Common stock (non-derivative): Beneficial ownership stands at 35,286.17 shares, reflecting an additional 381.48 shares acquired through the company’s dividend reinvestment plan on 06/16/2025.
• Derivative holdings (stock options):
  • 11,000 options exercisable at $15.80, exercisable beginning 01/10/2025 and expiring 01/10/2034.
  • 10,000 options exercisable at $14.36, exercisable beginning 03/21/2024 and expiring 03/21/2033.
  • 12,000 options exercisable at $16.86, exercisable beginning 06/16/2026 and expiring 06/16/2035.

The filing does not list any sales or dispositions; it simply updates Mr. Quigley’s share count and lists existing option positions. The incremental purchase via dividend reinvestment is modest relative to total ownership and the company’s daily trading volume, so the market impact is expected to be limited.

The Toronto-Dominion Bank (TD) is offering $13.77 million of Senior Debt Securities, Series H, branded as Leveraged Capped Buffered S&P 500 Index-Linked Notes due 22 September 2027. The notes are issued in $1,000 denominations, priced at par, and do not pay periodic interest.

Investment mechanics: for each $1,000 note, investors receive at maturity: (i) the principal plus 180 % upside leverage on any positive S&P 500 performance, up to the Maximum Payment Amount of $1,254.70 (25.47 % cap); (ii) full principal return if the index is flat or falls by â‰�15 % (Buffer Level = 85 % of the 6,141.02 initial level); or (iii) a loss magnified by the â‰�117.65 % downside multiplier once the buffer is breached, exposing investors to potential 100 % principal loss.

Key terms: Pricing Date 26 Jun 2025; Issue Date 3 Jul 2025; Valuation Date 20 Sep 2027; no underwriting discount shown (0 %), and the initial estimated value equals $995.40 per $1,000, below the public offer price, reflecting TD’s internal funding rate and hedging costs.

Principal risks: (1) Credit risk—payments rely on TD’s ability to pay; (2) Market risk—a >15 % decline in the S&P 500 triggers leveraged losses; (3) Liquidity risk—no exchange listing and discretionary market-making only; (4) Valuation risk—initial estimated value is below issue price and may not reflect secondary prices; (5) Tax uncertainty—treated as prepaid derivative contracts, but other characterizations are possible.

These notes may suit investors seeking short-dated, equity-linked exposure with partial downside protection and a defined upside cap, who understand the trade-offs between leverage, buffer and issuer credit.

Overview: Morgan Stanley Finance LLC ("MSFL") is marketing $1,000-denominated Buffered Jump Securities with an Auto-Callable feature that mature on August 5, 2030 and are fully and unconditionally guaranteed by Morgan Stanley. The notes are linked to the S&P U.S. Equity Momentum 40% VT 4% Decrement Index and do not pay periodic interest.

Auto-call mechanics: Beginning with the first determination date on August 3, 2026, the notes will be automatically redeemed if the Underlier closes at or above 90 % of its initial level. Early-redemption payments escalate from roughly $1,152.50 (â‰� 15.25 % return) on the first call date to about $1,798.96 (â‰� 79.9 % return) on the last call date prior to maturity. Once called, no further payments are made.

Principal repayment scenarios at maturity:

• If the notes have not been called and the Underlier is â‰� 90 % of its initial level, investors receive $1,762.50â€�$1,812.50 (â‰� 76 %â€�81 % upside).
• If the Underlier is < 90 % but â‰� 80 % (the 20 % buffer), investors receive only the $1,000 principal.
• If the Underlier is < 80 %, repayment equals $1,000 × (final level / initial level + 0.20), subject to a minimum of 20 % of principal, exposing investors to up to 80 % loss.

Valuation & distribution: The estimated value on the July 31, 2025 pricing date is approximately $934.20—about 6.6 % below the $1,000 issue price—reflecting structuring and hedging costs. The notes will be sold only to fee-based advisory accounts; MS&Co. receives no traditional sales commission but may pay dealers a structuring fee up to $6.25 per note.

Key risks: (i) principal at risk and limited upside participation; (ii) unsecured creditor exposure to Morgan Stanley; (iii) no exchange listing; (iv) secondary market prices expected to be below issue price; (v) reinvestment risk if auto-called early.