Realloys Inc 8-K/A, filed Dec 13, 2024
Realloys Inc. (ALOY)
8-K/A
2024-12-13
For: 2024-10-07
View Original
Added on
April 12, 2026
About this 8-K/A
Realloys Inc filed this 8-K/A on December 13, 2024, reporting on events of October 7, 2024.
Items reported
- Item 5.08: Shareholder director nominations
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
Amendment No. 1
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of report (Date of earliest event reported): October 7, 2024
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation)
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(IRS Employer Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s Telephone Number, Including Area Code: (972 ) 726-9203
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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The
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
EXPLANATORY NOTE
This amended Current Report on Form 8-K/A (this “Amendment”) amends the Current Report on Form 8-K filed by Blackboxstocks Inc. (the “Company”) with the Securities and Exchange Commission (the “Commission”) on October 9, 2024 (the “Original Form 8-K”). This Amendment is being filed to update the date of the 2024 Annual Meeting (as defined below) and the record date for determining stockholders entitled to receive notice of, and vote at, the 2024 Annual Meeting.
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Item 5.08 Shareholder Director Nominations.
As previously disclosed in the Original Form 8-K, the Board of Directors of the Company previously fixed December 27, 2024, as the date for the 2024 Annual Meeting of the Stockholders (the “2024 Annual Meeting”), and the close of business on October 28, 2024, as the record date for determining the stockholders entitled to receive notice of, and vote at, the 2024 Annual Meeting.
The Board of Directors of the Company has subsequently resolved to reschedule the 2024 Annual Meeting to February 7, 2025, and reset the record date for determining stockholders entitled to receive notice of, and vote at, the 2024 Annual Meeting to the close of business on December 12, 2024. Time and location information for the 2024 Annual Meeting will be set forth in the Company’s proxy statement for the 2024 Annual Meeting, which will be filed prior to the 2024 Annual Meeting with the Securities and Exchange Commission (“SEC”).
Deadlines for submission of nominations and shareholder proposals are set out below for clarity given that the 2024 Annual Meeting is expected to be held more than 30 days after the anniversary of the Company’s 2023 Annual Shareholders’ Meeting. Please refer to the Company’s Amended and Restated Bylaws (the “Bylaws”) for additional information. The Bylaws were filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on April 19, 2022.
In accordance with the rules of the Securities and Exchange Commission (the “SEC”) and the Company’s Bylaws, any stockholder proposal intended to be considered for inclusion in the Company’s proxy materials for the 2024 Annual Meeting must have been delivered to, or mailed to and received at, the Company’s principal executive offices located at 5430 LBJ Freeway, Suite 1485, Dallas, Texas 75240, Attention: Secretary, on or before the close of business on October 31, 2024, which the Company determined to be a reasonable time before it expects to begin to print and distribute its proxy materials for the 2024 Annual Meeting. In addition to complying with this deadline, stockholder proposals intended to be considered for inclusion in the Company’s proxy materials for the 2024 Annual Meeting must also comply with all applicable rules and regulations promulgated by the SEC under the Securities Exchange Act of 1934, as amended.
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SIGNATURES
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.
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Dated: December 13, 2024
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Blackboxstocks Inc.
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By:
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/s/ Gust Kepler
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Gust Kepler
President and Chief Executive Officer
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