Filing Analysis
Bonk, Inc. appointed Mitchell Rudy as its new President effective April 27, 2026. The appointment includes an employment agreement with a $150,000 annual base salary and standard benefits.
📋 Key Facts
- Mitchell Rudy was appointed President of Bonk, Inc. on April 27, 2026.
- The annual base salary for the new President is set at $150,000.
- The employment agreement includes standard non-disclosure and restrictive covenant provisions.
- The company confirmed there are no family relationships or related-party transactions involving Mr. Rudy.
- A press release regarding the appointment was issued on April 29, 2026.
Bonk, Inc. (BNKK) announced the appointment of Chris Melton as Chairman of the Board, effective April 22, 2026. The company disclosed that there are no related-party transactions or family relationships associated with this appointment.
📋 Key Facts
- Chris Melton was appointed Chairman of the Board effective April 22, 2026.
- The appointment was disclosed under Item 5.02 of Form 8-K.
- The registrant confirmed no arrangements or understandings exist between Mr. Melton and any other person regarding his appointment.
- No transactions involving Mr. Melton require disclosure under Item 404(a) of Regulation S-K (related-party transactions).
John Gulyas has resigned from his positions as Executive Chairman and as a member of the Board of Directors of Bonk, Inc., effective January 12, 2026. The company stated that the resignation was not due to any disagreements regarding operations, policies, or practices.
📋 Key Facts
- John Gulyas resigned as Executive Chairman on January 12, 2026.
- Resignation includes his seat on the Board of Directors.
- The company explicitly stated there were no disagreements with management or the board related to operations, policies, or practices.
Jordan Schur resigned from his position as President of Bonk, Inc., effective December 29, 2025. The company stated the resignation was not due to any disagreements regarding operations, policies, or practices.
🚩 Red Flags
- Sudden departure of a key executive (President) can create leadership instability in micro-cap companies.
📋 Key Facts
- Jordan Schur resigned as President on December 29, 2025.
- The resignation is effective immediately as of the reported date.
- The Company explicitly states there were no disagreements with the Board or management regarding operations or policies.
Bonk, Inc. reported the results of its annual meeting of stockholders held on December 22, 2025. The company successfully re-elected seven directors and ratified the appointment of M&K CPAS, PLLC as independent auditors.
📋 Key Facts
- Annual Meeting held on December 22, 2025.
- Quorum represented 141,084,200 votes (~43.9% of total voting power).
- Seven directors were re-elected to the Board of Directors.
- M&K CPAS, PLLC was ratified as independent registered public accounting firm for fiscal year ending Dec 31, 2025.
Bonk, Inc. (BNKK) has implemented a 1-for-35 reverse stock split to consolidate its outstanding shares. The split became effective on December 11, 2025, reducing the total number of common shares from approximately 184.98 million to 5.29 million.
🚩 Red Flags
- Reverse stock split (typically used to combat low share price and avoid Nasdaq delisting)
- Significant reduction in share count (97.1% reduction)
📋 Key Facts
- Reverse stock split ratio: 1-for-35
- Effective date/time: December 11, 2025, at 12:01 a.m. ET
- Pre-split shares outstanding: 184,976,280
- Post-split shares outstanding: 5,285,037 (subject to rounding adjustments)
- New CUSIP number: 48208F303
- Fractional shares will be paid out in cash; no new fractional shares issued.
Bonk, Inc. announced the acquisition of an additional 41% revenue interest in Bonk.Fun, bringing its total revenue share to 51%. The transaction was structured without requiring immediate cash outlay or the issuance of new equity.
🚩 Red Flags
- The use of 'revenue interest' instead of direct equity can sometimes mask complex financing structures or deferred liabilities, though no specific terms were detailed in this summary filing.
📋 Key Facts
- Acquired an additional 41% revenue interest in Bonk.Fun on December 3, 2025.
- Total revenue share in Bonk.Fun increased from 10% to 51%.
- Transaction required no immediate cash outlay.
- Transaction did not involve the issuance of new equity.
Bonk, Inc. has significantly increased its authorized share count via a stockholder-approved amendment to its Certificate of Incorporation. This move expands the total number of common shares the company is permitted to issue from 250 million to 1 billion.
🚩 Red Flags
- Massive increase in authorized share capital (4x increase) often precedes significant equity dilution through secondary offerings or warrants to raise capital.
📋 Key Facts
- Stockholders approved an amendment on October 31, 2025, at a Special Meeting.
- Authorized common stock increased from 250,000,000 shares to 1,000,000,000 shares.
- The amendment was filed with the Secretary of State of Delaware on November 4, 2025.
- Par value remains at $0.001 per share.
Bonk, Inc. has resolved a series of Nasdaq compliance violations regarding unauthorized share issuances and voting rights changes that occurred in August 2025. While the company has regained compliance and closed the matter with Nasdaq, the filing reveals significant governance failures including failure to obtain shareholder approval for material transactions and inaccurate public disclosures.
🚩 Red Flags
- Delisting risk: Previously non-compliant with Nasdaq listing rules regarding shareholder approval and voting rights.
- Governance failure: Issuance of securities that resulted in a Change of Control without required shareholder consent.
- Disclosure issues: The company provided inaccurate disclosures regarding the August 29 PIPE transaction, stating it had closed when shares were actually not issued.
- Board instability: Resignation of two directors (Jordan Schur and Rich Pascucci), though stated as not due to disagreements.
📋 Key Facts
- Nasdaq Staff determined two private placements (August 8 and August 29, 2025) violated multiple listing rules.
- The August 8 transaction involved Series C Convertible Preferred Stock that granted board appointment rights to an investor, triggering a Change of Control without shareholder approval.
- The August 25 'PIPE' transaction involved issuing $25 million in common stock for BONK Tokens, which required shareholder approval but was not properly disclosed or executed as initially reported.
- The company failed to notify Nasdaq 15 days prior to the issuance of preferred stock as required by Rule 5250(e).
- As of November 5, 2025, the company has regained compliance and the matter is considered closed by Nasdaq.
- Two new independent directors (Stacey Duffy and Jamie McAvity) were appointed to the Board effective November 5, 2025.
Bonk, Inc. held a special meeting of stockholders on October 31, 2025, where shareholders approved several critical proposals including a massive increase in authorized share count and exemptions for potential dilutive issuances.
🚩 Red Flags
- Massive increase in authorized share capital (4x increase) suggests significant future dilution.
- Approval for issuances below 'Minimum Price' and exceeding 19.99% thresholds indicates highly dilutive financing terms often associated with distressed micro-caps.
- High number of 'Broker Non-Votes' (36,505,226) on several proposals suggests significant institutional or retail passivity/uncertainty regarding the dilutive nature of the deals.
📋 Key Facts
- Shareholders approved increasing authorized Common Stock from 250,000,000 to 1,000,000,000 shares (Proposal 1).
- Approval granted for potential issuance of >20% of outstanding shares via Series C Preferred Stock conversion at below Minimum Price (Nasdaq Rule 5635(d)) (Proposal 2).
- Approval granted for potential 'change of control' issuances exceeding 19.99% under Nasdaq Rule 5635(b) (Proposal 2).
- Shareholders approved the Transactions contemplated in a Securities Purchase Agreement (SPA) and Revenue Sharing Agreement (Proposal 3).
- Approval granted for potential issuance of stock/assets of another company or >20% of common stock under Nasdaq Rule 5635(a) (Proposal 5).
- Quorum was met with approximately 48% of outstanding shares voting (82,170,394 votes).
Bonk, Inc. filed an amendment to its August 2025 8-K to clarify that 51,921,080 PIPE shares have not yet been issued as they are pending shareholder approval. The transaction involves a massive $25 million payment made in BONK tokens rather than cash.
🚩 Red Flags
- Highly unusual consideration: The primary portion of the funding ($25M) was received in cryptocurrency/tokens rather than cash.
- Dilution risk: Issuance of over 51 million shares at a very low price point ($0.4815).
- Execution risk: Significant portion of the capital injection is contingent upon shareholder approval.
- Volatility risk: The company's balance sheet will be heavily exposed to the volatility of BONK tokens.
📋 Key Facts
- The company closed an RD Offering of 9,239,044 shares at $0.46/share for ~$4.25M in cash.
- A concurrent PIPE Offering involves 51,921,080 shares at $0.4815 per share.
- The $25 million consideration for the PIPE Offering was paid in 'BONK tokens' rather than USD.
- As of October 15, 2025, the PIPE Shares remain unissued pending shareholder approval.
- Total gross value of the combined offering is approximately $29.25 million.
Bonk, Inc. (formerly Safety Shot, Inc.) announced a corporate name and symbol change to 'BNKK' effective October 10, 2025, as part of a strategic transformation. The filing also includes the appointment of an independent director and amendments to the Series C Preferred Stock designation.
🚩 Red Flags
- Cancellation of a previously announced share distribution (spin-off) may indicate shifts in capital allocation or liquidity constraints.
- Amendment to Series C Preferred Stock rights suggests potential changes in control or governance dynamics between preferred holders and common shareholders.
📋 Key Facts
- Company renamed from Safety Shot, Inc. to Bonk, Inc. on September 16, 2025.
- Ticker symbol changed from SHOT to BNKK on Nasdaq Capital Market effective October 10, 2025.
- Connor Klein appointed as an independent member of the Board and Audit Committee, effective October 10, 2025.
- Filed Amendment to Series C Certificate of Designation adding a 'step-down provision' regarding board election rights.
- Canceled the planned distribution of 2 million shares related to the Caring Brands division spin-off originally announced in March 2025.
Safety Shot, Inc. entered into a formal employment agreement with Markita Russell for the position of Chief Financial Officer, effective retroactively to June 30, 2025. The agreement includes a $250,000 annual salary and significant equity compensation including options and RSUs.
🚩 Red Flags
- Retroactive effective date (June 30) for an agreement signed in October may indicate administrative delays or complexities in officer transition.
- Significant equity issuance (550,000 total units) at a very low strike price ($0.49) suggests potential dilution for existing shareholders.
📋 Key Facts
- Markita Russell appointed as CFO, effective immediately on July 30, 2025 (as previously reported).
- Employment Agreement signed October 3, 2025, with retroactive effective date of June 30, 2025.
- Annual base salary: $250,000.
- Equity Grant 1: 200,000 stock options with a strike price of $0.49, fully vested as of the Effective Date.
- Equity Grant 2: 350,000 retention RSUs with immediate vesting subject to a six-month hold on sales starting June 30, 2025.
Safety Shot, Inc. appointed Mitchell Rudy to its Board of Directors following a series of massive private investments from Lucky Dog Holdings, an entity controlled by Mr. Rudy. These transactions involved the issuance of millions of shares and preferred stock in exchange for BONK tokens.
🚩 Red Flags
- Related-party transaction: The new director's company (Lucky Dog Holdings) is a primary source of capital and revenue sharing.
- Extreme Dilution Risk: Multiple agreements involving massive amounts of convertible preferred stock could lead to significant downward pressure on share price upon conversion.
- Highly unusual payment method: Large-scale equity issuances ($50M+ total value mentioned across transactions) are being settled using 'BONK tokens' rather than cash.
- Revenue Sharing Agreement: Granting 10% of gross revenue from a specific entity (LetsBonk.fun) in perpetuity to an insider-controlled entity is highly non-standard and potentially dilutive to the company's long-term value.
📋 Key Facts
- Mitchell Rudy appointed as director on September 5, 2025, to serve until the 2026 Annual Meeting.
- August 29, 2025: Closed a $25M PIPE with Lucky Dog Holdings (controlled by Mr. Rudy) for 51,921,080 common shares at $0.4815/share, paid in BONK tokens.
- August 8, 2025: Entered agreement for 35,000 Series C Preferred shares ($25M value) via Lucky Dog Holdings, convertible into 32,377,428 common shares at $1.081/share, paid in BONK tokens.
- August 8, 2025: Entered Revenue Sharing Agreement with Lucky Dog Holdings for 100,000 Series C Preferred shares (convertible into 92,506,938 common shares) in exchange for 10% of all gross revenue of LetsBonk.fun in perpetuity.
- Total potential dilution from these specific transactions exceeds 176 million common shares.
Safety Shot, Inc. announced the resignation of its Chief Operating Officer, David Sandler, effective August 29, 2025. Mr. Sandler transitioned from his executive role to a six-month consultancy position starting September 1, 2025.
🚩 Red Flags
- Executive turnover (COO resignation), though mitigated by the lack of disagreement and subsequent consultancy agreement.
📋 Key Facts
- David Sandler resigned as COO on August 29, 2025.
- The resignation was not due to any disagreement with the Company or its Board regarding operations, policies, or practices.
- Mr. Sandler began a six-month term as a consultant for the Company effective September 1, 2025.
Safety Shot, Inc. closed a dual-structure offering on August 29, 2025, consisting of a $4.25 million registered direct offering and a massive $25 million private placement (PIPE) paid entirely in BONK tokens. The company is issuing over 61 million total shares to raise capital for working capital.
🚩 Red Flags
- Extreme dilution: Issuance of over 61 million shares significantly dilutes existing shareholders.
- Highly unconventional consideration: Receiving $25M in cryptocurrency (BONK tokens) instead of cash introduces massive volatility and liquidity risk to the company's balance sheet.
- Significant disparity between RD price ($0.46) and PIPE price ($0.4815), though both are low-priced equity levels typical of micro-caps in distress or rapid expansion.
- The use of tokens as primary consideration for a large equity issuance is highly non-standard for a traditional consumer goods company.
📋 Key Facts
- Closed two offerings on August 29, 2025: a Registered Direct Offering and a PIPE.
- RD Offering: 9,239,044 shares at $0.46 per share (approx. $4.25M cash).
- PIPE Offering: 51,921,080 shares at $0.4815 per share ($25M value).
- The PIPE consideration is paid entirely in BONK tokens rather than cash.
- Total gross proceeds (cash + token value) amount to approximately $29,250,000.
- Proceeds are intended for working capital and general corporate purposes.
Safety Shot, Inc. amended the conversion price of its Series C Preferred Stock from $0.5582 to $1.081 per share. This adjustment significantly reduces the potential dilution for existing shareholders by decreasing the number of common shares issuable upon conversion for recent investors.
🚩 Red Flags
- Significant dilution risk remains high despite the conversion price increase; total potential shares from these two agreements alone exceed 124 million.
- The massive reduction in share count (e.g., from 179M to 92M) indicates a highly volatile and aggressive convertible structure that has historically been heavily dilutive.
📋 Key Facts
- Conversion price of Series C Preferred increased from $0.5582 to $1.081 per share.
- The new price is based on the average Nasdaq Closing Price for the five trading days preceding August 9, 2025.
- A Securities Purchase Agreement with an institutional investor for 35,000 shares of Series C Preferred resulted in a reduction of potential common stock dilution from 62,701,541 to 32,377,428 shares.
- A Revenue Sharing Agreement with LetsBonk.fun for 100,000 shares of Series C Preferred reduced the potential common stock dilution from 179,147,260 to 92,506,938 shares.
Safety Shot, Inc. entered into a complex financing arrangement involving $25 million in BONK tokens and a revenue-sharing agreement for 10% of gross revenue from 'LetsBonk.fun' in exchange for Series C Preferred Stock. The deal includes significant dilution via convertible securities and grants the investor control over 50% of the Board of Directors.
🚩 Red Flags
- Extreme Dilution: The convertible securities represent a massive amount of potential common stock relative to current float (over 240 million total shares issuable).
- Board Control: Investor gains control over 50% of the Board of Directors, effectively stripping existing management/shareholders of governance control.
- Highly Unconventional Consideration: Payment is made in 'BONK tokens' (cryptocurrency) rather than USD, introducing extreme volatility risk to the company's capital structure.
- Perpetual Revenue Encumbrance: 10% of gross revenue from LetsBonk.fun is committed in perpetuity, which could impair future cash flows and operational flexibility.
- Convertible Price/Dilution Risk: Conversion prices are significantly lower than current market context (implied by the massive share counts), creating a high risk of 'death spiral' style dilution.
📋 Key Facts
- Securities Purchase Agreement (SPA) for $25 million in BONK tokens, based on August 10, 2025, closing price.
- Revenue Sharing Agreement (RSA) granting investor 10% of all gross revenue of LetsBonk.fun in perpetuity.
- Issuance of Series C Preferred Stock convertible into approximately 62.7 million common shares at $0.5582/share via SPA and 179.1 million shares via RSA.
- Investor granted the right to elect 50% of the Company's Board of Directors.
- Conversion price is subject to adjustment for stock splits or rights offerings.
Safety Shot, Inc. announced the resignation of CFO Danielle De Rosa effective July 25, 2025, and the subsequent execution of a settlement agreement to resolve potential claims.
🚩 Red Flags
- Sudden departure of a key executive (CFO) often signals internal friction or financial irregularities.
- Significant cash outflow ($300,000) and equity dilution (425,000 shares + 200,000 options) to settle claims.
- The use of a 'Settlement Agreement' to release all known/unknown claims is a common indicator of potential legal disputes or labor issues.
📋 Key Facts
- Danielle De Rosa resigned as Chief Financial Officer effective July 25, 2025.
- The Company entered into a Settlement Agreement with Ms. De Rosa dated July 25, 2025.
- Settlement terms include the issuance of 425,000 shares of common stock to Ms. De Rosa.
- Acceleration of vesting for 200,000 stock options held by Ms. De Rosa.
- A cash payment of $300,000 to be paid to Ms. De Rosa as part of the settlement.
Safety Shot, Inc. announced the resignation of Chief Financial Officer Danielle De Rosa effective July 25, 2025. The company has appointed Markita L. Russel, previously the Company's Controller since 2020, to succeed her as CFO effective July 30, 2025.
🚩 Red Flags
- Sudden departure of a C-suite officer (CFO) can sometimes signal internal friction or disagreements regarding financial reporting, though no specific cause was stated in the filing.
📋 Key Facts
- Danielle De Rosa resigned as CFO on July 25, 2025.
- Markita L. Russel appointed as new CFO effective July 30, 2025.
- Ms. Russel has served as the Company's Controller since 2020.
- The appointment was officially announced via press release on July 31, 2025.
Safety Shot, Inc. completed a combined registered direct offering and private placement (PIPE) on July 24, 2025, raising approximately $16.3 million in gross proceeds. The transaction involved the issuance of millions of common shares at a significant discount and the issuance of warrants that will lead to substantial future dilution.
🚩 Red Flags
- Extreme Dilution Risk: The issuance of warrants to purchase ~46 million shares (more than double the number of common shares issued in the RD offering) represents massive potential dilution.
- Low Share Price: Offering price of $0.461 suggests a highly distressed valuation or significant need for immediate liquidity.
- Warrant Overhang: The high volume of warrants exercisable at $0.461 creates significant downward selling pressure upon exercise/registration.
📋 Key Facts
- Registered Direct (RD) Offering: Issued 22,993,492 shares at $0.461 per share.
- PIPE Offering: Issued unregistered warrants to purchase up to 45,986,984 shares of Common Stock at an exercise price of $0.461.
- Total gross proceeds from both offerings: Approximately $16.3 million.
- Placement Agent Warrants: Dominari Securities LLC received warrants for 1,839,479 shares at $0.461 per share.
- Use of Proceeds: Working capital and general corporate purposes.
- Registration Obligation: Company must file an S-1 registration statement for the warrant shares within 10 days of the agreement.
Safety Shot, Inc. entered into a stock purchase agreement on July 14, 2025, to acquire 500,000 shares of SRM Entertainment, Inc. common stock for $2,500,000.
🚩 Red Flags
- The use of cash to acquire equity in another company (SRM Entertainment) rather than core operational assets can sometimes indicate a shift in capital allocation or a need for strategic diversification.
📋 Key Facts
- Date of Agreement: July 14, 2025
- Asset Acquired: 500,000 shares of SRM Entertainment, Inc. common stock
- Total Consideration: $2,500,000
- Counterparty: Unnamed institutional investor
Safety Shot, Inc. has received a 180-day extension from Nasdaq to regain compliance with the $1.00 minimum bid price requirement. The company explicitly stated it may implement a reverse stock split to achieve this goal.
🚩 Red Flags
- Delisting notice/Non-compliance with Nasdaq minimum bid price rule.
- Explicit mention of a potential reverse stock split to avoid delisting.
- History of trading below the $1.00 threshold for 30+ consecutive days.
📋 Key Facts
- Nasdaq granted an extension until December 29, 2025, to cure the minimum bid price deficiency.
- To regain compliance, the stock must close at $1.00 or higher for at least 10 consecutive business days.
- The company explicitly mentioned a reverse stock split as a potential method to resolve the deficiency.
- On July 11, 2025, the company entered into an agreement to sell 500,000 shares of SRM Entertainment, Inc. common stock for $3,125,000.
Safety Shot, Inc. entered into a Securities Purchase Agreement (SPA) on July 3, 2025, to raise $250,000 through the sale of 844,594 shares to an accredited investor.
🚩 Red Flags
- Significant dilution potential for existing shareholders due to low-priced equity issuance.
- The sale price ($0.296) represents a substantial 20% discount to market price, indicating the company may be facing liquidity constraints requiring discounted financing.
📋 Key Facts
- Date of agreement: July 3, 2025
- Total gross proceeds: $250,000
- Number of shares issued (PIPE Shares): 844,594
- Price per share: $0.296
- Discount to closing price: 20% discount off the July 3, 2025, closing price
Safety Shot, Inc. executed an amendment to a previous purchase agreement and entered into an exchange agreement to convert $5.25 million in debt (a secured note and a convertible note) into 7,212 shares of newly created Series B Preferred Stock.
🚩 Red Flags
- Significant debt restructuring: The company is converting $5.25M in maturing/near-term debt into equity, suggesting liquidity constraints.
- Drastic warrant price reduction: Lowering the exercise price from $0.4348 to $0.33 represents significant dilution for existing shareholders.
- Imminent maturity: One of the notes being exchanged was due to mature on July 21, 2025 (just weeks after the filing), indicating urgent need for debt relief.
📋 Key Facts
- Amended the exercise price of existing warrants from $0.4348 per share down to $0.33 per share.
- Exchanged a $1,750,000 Secured Convertible Note (maturing Dec 31, 2026) and a $3,500,000 Convertible Note (maturing July 21, 2025) for Series B Preferred Stock.
- The total debt being exchanged amounts to $5,250,000.
- Series B Preferred Stock has a stated value of $750 per share and a conversion price of $0.34 per share.
- Series B shares are convertible into common stock on an as-if-converted basis for voting purposes.
Safety Shot, Inc. entered into a Securities Purchase Agreement on June 30, 2025, to issue 1,000,000 shares at a 20% discount to the market price. Additionally, the company completed a debt/equity exchange with Core 4 Capital Corp involving the cancellation of over 6.5 million common shares for preferred stock.
🚩 Red Flags
- Significant dilution: The issuance of 1,000,000 shares at a 20% discount indicates immediate downward pressure on share price.
- High volume exchange: Cancellation of over 6.5 million common shares in exchange for preferred stock suggests restructuring of existing obligations or debt-to-equity conversion.
- Micro-cap financing pattern: The use of discounted PIPE (Private Investment in Public Equity) is a common tactic for companies with limited cash runway.
📋 Key Facts
- Entered into a Securities Purchase Agreement (SPA) on June 30, 2025.
- Sale of 1,000,000 PIPE Shares to one accredited investor for $250,000 gross proceeds.
- Issuance price of $0.25 per share, representing a 20% discount to the June 27, 2025 closing price.
- Completed an exchange with Core 4 Capital Corp on June 30, 2025.
- Exchanged 6,575,025 shares of Common Stock for 39,933 shares of Series A-1 Preferred Stock.
Safety Shot, Inc. reported a significant unrealized gain on its investment in SRM Entertainment, Ltd. shares. The value of these marketable securities increased from approximately $1.0 million as of March 31, 2025, to $18.2 million as of June 30, 2025.
🚩 Red Flags
- Significant portion of equity derived from unrealized gains on marketable securities rather than operational cash flow.
📋 Key Facts
- The Company holds 2,347,142 shares of SRM Entertainment, Inc. common stock.
- As of March 31, 2025, the shares were valued at $0.41 per share ($1.0 million total).
- As of June 30, 2025, the shares were valued at $7.75 per share ($18.2 million total).
- The increase in value resulted in an approximate $17 million increase in equity.
- Company's Stockholder’s Equity is reported as being above $5 million as of the filing date.
Safety Shot, Inc. has completed the acquisition of Yerbaé Brands Corp. via a plan of arrangement, resulting in the issuance of approximately 19.88 million shares and the assumption of significant debt obligations.
🚩 Red Flags
- High-interest debt assumption: Includes a MaximCash loan with a 27% effective interest rate.
- Immediate liquidity pressure: Yerbaé Debentures mature on July 30, 2025 (less than one month from filing).
- Significant dilution: Issuance of ~19.88M shares and assumption of various warrants/options increases total share count to over 108M.
- Triggering event: The acquisition triggered a requirement for Safety Shot to offer to repurchase Yerbaé Debentures at 105% of principal plus interest within 90 days.
📋 Key Facts
- Acquisition consummated on June 27, 2025, via a Plan of Arrangement under the Business Corporations Act (British Columbia).
- Safety Shot issued 19,881,948 shares to Yerbaé shareholders at an exchange ratio of 0.2918.
- Post-acquisition ownership: Safety Shot existing stockholders own ~81.6%; former Yerbaé holders own ~18.4%.
- Assumed debt includes Yerbaé Debentures with a maturity date of July 30, 2025, and a conversion price of $4.80 per share.
- Assumed various loans including a MaximCash loan ($763,077 balance) with a 27% effective interest rate and a Parafin, Inc. loan ($179,412 balance).
- Todd Gibson (former CEO of Yerbaé) appointed to the Safety Shot Board of Directors.
Safety Shot, Inc. entered into a Securities Purchase Agreement for $250,000 in PIPE shares and completed a massive debt settlement by issuing over 7 million shares to Silverback Capital Corporation.
🚩 Red Flags
- Significant dilution: Issuance of over 7 million shares to settle a fraction of the total debt ($1.46M settled vs $14.58M total debt).
- Debt-for-equity swap indicates potential liquidity constraints and difficulty servicing cash debt.
- Extremely low share price in recent issuances ($0.216) suggests high risk of further dilution or reverse split necessity to maintain Nasdaq compliance.
📋 Key Facts
- Entered into a Securities Purchase Agreement (SPA) on June 18, 2025, with an accredited investor for $250,000 gross proceeds.
- Issued 1,157,407 PIPE shares at a price of $0.216 per share.
- Settled $1,461,800 in outstanding liabilities by issuing 7,275,915 shares of Common Stock to Silverback Capital Corporation (SCC) on June 16, 2025.
- The total initial debt being addressed via the Liabilities Settlement Program was $14,580,395.73.
Safety Shot, Inc. filed an 8-K to furnish a press release dated June 20, 2025, pursuant to Item 7.01 (Regulation FD Disclosure). The filing itself does not contain substantive financial news but serves as a vehicle for the attached press release.
📋 Key Facts
- Filing date: June 20, 2025
- The company is an emerging growth company.
- The filing includes Exhibit 99.1 (Press Release).
- Ticker symbol listed as SHOT on the Nasdaq Capital Market.
Safety Shot, Inc. held a special meeting of shareholders on June 12, 2025, where stockholders approved several significant measures, most notably authorizing the Board to implement a reverse stock split with a ratio between 1-for-5 and 1-for-35.
🚩 Red Flags
- Authorization of a reverse stock split (1-for-5 to 1-for-35), often used to maintain Nasdaq compliance or combat low share prices.
- Significant dilution potential via the approval of up to 20,000,000 new shares for Core 4 Capital Corp. and 22,000,000 additional shares in the equity incentive plan.
- Multiple large-scale share issuances approved at a single meeting, indicating significant capital restructuring/dilution activity.
📋 Key Facts
- Shareholders approved an amendment to the 2024 Equity Incentive Plan to increase reserved shares by up to 22,000,000.
- Stockholders approved a reverse stock split with a ratio range of 1-for-5 to 1-for-35, to be implemented within one year if the Board elects to do so.
- Approval granted for the issuance of up to 20,000,000 shares to Core 4 Capital Corp. in non-public offerings per Nasdaq Rule 5635(b).
- Shareholders approved the issuance of shares to Yerbaé Shareholders as part of an Arrangement Agreement.
- Approval granted for the issuance of promissory notes and related shares to comply with Nasdaq listing rule 5635(d) regarding a January 20, 2025 offering.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on June 13, 2025. The filing does not contain specific material event details in the text provided, acting primarily as a vehicle for Exhibit 99.1.
📋 Key Facts
- Filing date: June 13, 2025
- Company is an emerging growth company.
- The filing includes a press release (Exhibit 99.1) under Item 7.01 (Regulation FD Disclosure).
- Trading symbols mentioned in XBRL context include SHOT and SHOTW (warrants exercisable at $8.50).
Safety Shot, Inc. has amended its liabilities settlement program with Silverback Capital Corporation (SCC) following court approval. The amendment includes the issuance of 1,000,000 shares to SCC for legal and transaction fees and establishes a minimum price floor of $0.10 for share issuances.
🚩 Red Flags
- Significant dilution risk: Issuance of 1,000,000 shares specifically for legal/transaction fees.
- Low price floor: The $0.10 minimum price floor is extremely low, suggesting potential for massive dilution at nominal values.
- Debt-for-equity swap: Using equity to settle liabilities can lead to rapid share count expansion.
📋 Key Facts
- Court approved the Liabilities Settlement Program on May 20, 2025.
- Amendment dated May 29, 2025, modifies the settlement terms with Silverback Capital Corporation (SCC).
- The Company will issue 1,000,000 shares to SCC as consideration for legal and transaction fees.
- A 'Minimum Price Floor' of $0.10 has been established for share issuances under the agreement.
- The 'VALUATION PERIOD' is amended to twenty (20) days.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on June 3, 2025. The filing itself contains no substantive financial data or material event details beyond the announcement of the press release.
📋 Key Facts
- Filing date: June 3, 2025
- The company is an 'emerging growth company' as defined by SEC rules.
- The filing includes a press release as Exhibit 99.1.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on May 29, 2025, pursuant to Regulation FD disclosure requirements.
📋 Key Facts
- The filing is a response to the issuance of a press release dated May 29, 2025.
- The company is an emerging growth company.
- The report was signed by CEO Jarrett Boon.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on May 27, 2025, pursuant to Regulation FD disclosure requirements.
📋 Key Facts
- The filing is made under Item 7.01 (Regulation FD Disclosure).
- A press release was issued by the Company on May 27, 2025.
- The company's common stock and warrants are listed on the Nasdaq Capital Market.
Safety Shot, Inc. announced that a court has granted approval for its Liabilities Settlement Program with Silverback Capital Corporation (SCC). This program allows the company to settle outstanding debts by issuing freely trading securities instead of cash.
🚩 Red Flags
- Debt settlement via equity issuance typically results in significant dilution for existing shareholders.
- Issuance of 'freely trading securities' to settle debt can create immediate downward selling pressure on the stock.
- The necessity of a court-approved liability settlement program suggests significant financial distress or liquidity constraints.
📋 Key Facts
- Court approval for the Liabilities Settlement Program was granted on May 20, 2025.
- The settlement involves paying down debts to Silverback Capital Corporation (SCC).
- Debt will be settled via the issuance of freely trading securities.
- The program was previously disclosed in the company's 10-Q for the period ended March 31, 2025.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on May 23, 2025. The filing primarily serves as a placeholder for the material information contained in the attached exhibit.
📋 Key Facts
- The company issued a press release on May 23, 2025 (Exhibit 99.1).
- The filing is being made pursuant to Item 7.01 (Regulation FD Disclosure) and soliciting material under Rule 14a-12.
- The registrant is an emerging growth company.
Safety Shot, Inc. entered into a Securities Purchase Agreement on May 9, 2025, to raise $250,000 through the sale of common stock and warrants to an accredited investor.
🚩 Red Flags
- Significant dilution risk due to the issuance of 641,000 new shares.
- The stock price ($0.39) is significantly lower than the warrant exercise price ($8.50), suggesting a highly dilutive structure or potential for future warrants to be out-of-the-money unless significant growth occurs.
📋 Key Facts
- Date of agreement: May 9, 2025
- Total gross proceeds: $250,000
- Number of shares issued (PIPE Shares): 641,000
- Price per share: $0.39
- Warrants included: Each exercisable for one share of Common Stock at an exercise price of $8.50 per share.
Safety Shot, Inc. entered into an Exchange Agreement with Core 4 Capital Corp. to exchange common stock and warrants for new series of convertible preferred stock (Series A-1, A-2, and A-3). The transaction involves significant dilution through the issuance of convertible securities and includes a six-month lock-up on the exchanged shares.
🚩 Red Flags
- Significant potential dilution via convertible preferred stock and warrants at low exercise prices ($0.89 and $0.41).
- The conversion price of $4.3935 is subject to downward adjustments for subsequent equity sales or rights offerings.
- Complex multi-series preferred stock structure often used in distressed financing or debt restructuring.
📋 Key Facts
- Exchange Agreement dated May 2, 2025, with Core 4 Capital Corp.
- Core 4 to exchange 7,700,014 shares of common stock for 46,765 shares of Series A-1 Preferred Stock.
- Core 4 to exchange 2,865,169 warrants (exercise price $0.89) for 17,401 shares of Series A-2 Preferred Stock.
- Core 4 to exchange 4,000,000 warrants (exercise price $0.41) for 20,650 shares of Series A-3 Preferred Stock.
- Exchange includes 2,500,000 restricted stock units for 15,184 shares of Series A-1 Preferred Stock.
- Series A Preferred Stock has a stated value of $750 per share and an initial conversion price of $4.3935.
- Core 4 is subject to a six-month lock-up period on the newly issued shares.
Safety Shot, Inc. entered into an amendment to a consulting agreement and a warrant purchase agreement with Core 4 Capital Corp. The deal involves the issuance of 2.5 million additional restricted shares and 4 million warrants to the consultant.
🚩 Red Flags
- Significant dilution via issuance of 2.5 million restricted shares and 4 million warrants.
- Related-party transaction: The Company's President holds a 15% stake in the entity receiving the equity/warrants.
- Potential for massive downward pressure if warrants are exercised at $0.41 (significantly above current market context implied by warrant price).
- Multiple material items in one filing (Item 1.01 and Item 3.02).
📋 Key Facts
- Consulting Agreement Amendment: Extends term to April 1, 2026; Company to issue 2,500,000 additional restricted shares in quarterly installments of 625,000.
- Warrant Purchase Agreement: Core 4 purchased 4,000,000 warrants for $500,000 ($0.125 per warrant).
- Warrant Terms: Exercisable at $0.41 per share; expire April 10, 2030.
- Related Party Disclosure: Company President Jordan Schur is a 15% owner of the Consultant (Core 4 Capital Corp) and his family members are shareholders.
Safety Shot, Inc. entered into an Amended Settlement Agreement with Bigger Capital LLC to restructure debt obligations and settlement terms following a legal dispute. The amendment includes complex profit-sharing arrangements where 10% of gross proceeds from future capital raises must be used to pay down existing secured notes.
🚩 Red Flags
- Complex debt restructuring involving multiple layers of convertible notes and SAFEs.
- Significant 'leakage' of capital: 10% of gross proceeds from any upcoming fundraising is diverted to pay down old debt rather than working capital.
- Tight deadlines for financing (April 18, 2025) to avoid expiration of registration statement effectiveness.
- Potential for significant dilution via the Exchange Warrant and price-adjustment mechanisms.
📋 Key Facts
- Amended Settlement Agreement effective as of January 20, 2025.
- Company must pay Bigger Capital 10% of gross proceeds from any 'pre-maturity Financing' (before June 30, 2025) to pay down a $1.75M secured convertible note maturing Dec 31, 2026.
- Post-maturity financing proceeds are prioritized toward paying off a $2M SAFE and a $4.5M 9% convertible note before addressing the Secured Convertible Bigger Note.
- Bigger Capital agreed to extend the effectiveness deadline of a Registration Statement from April 5, 2025, to May 2, 2025, contingent on a financing by April 18, 2025.
- Includes an anti-dilution/price protection clause for 'Exchange Warrants' (5,332,889 shares) if new financing prices fall below the current $0.4348 exercise price.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on March 31, 2025. The filing primarily serves as a vehicle for Regulation FD disclosure regarding the company's recent communications.
📋 Key Facts
- The filing was made pursuant to Item 7.01 (Regulation FD Disclosure).
- A press release dated March 31, 2025, is incorporated by reference as Exhibit 99.1.
- The company identifies itself as an 'emerging growth company' under SEC rules.
Safety Shot, Inc. entered into a Securities Purchase Agreement on March 13, 2025, to raise $1,288,000 through the sale of 3,500,000 shares at a significant discount to previous market values.
🚩 Red Flags
- Significant dilution potential for existing shareholders due to the issuance of 3.5 million new shares.
- The low share price ($0.368) suggests a highly distressed valuation or significant downward pressure on stock price.
📋 Key Facts
- Date of agreement: March 13, 2025
- Total gross proceeds: $1,288,000
- Number of shares issued: 3,500,000 PIPE Shares
- Price per share: $0.368
- Investor type: One accredited investor
Safety Shot, Inc. filed an 8-K to furnish a press release issued on March 4, 2025, pursuant to Regulation FD disclosure requirements.
📋 Key Facts
- The filing is a formal announcement of a press release dated March 4, 2025.
- The company is an emerging growth company.
- The report was signed by CEO Jarrett Boon.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on February 28, 2025. The filing primarily serves as a placeholder for the press release content under Item 7.01 (Regulation FD Disclosure).
📋 Key Facts
- The company issued a press release on February 28, 2025.
- The filing is made pursuant to Item 7.01 of Form 8-K (Regulation FD Disclosure).
- The registrant is an emerging growth company.
Safety Shot, Inc. entered into a Securities Purchase Agreement on February 20, 2025, to raise $1,000,000 through the sale of common stock to an accredited investor.
🚩 Red Flags
- Significant dilution risk for existing shareholders due to the issuance of over 2.2 million new shares.
- The low share price ($0.45) relative to historical volatility often indicates a need for immediate liquidity.
📋 Key Facts
- Date of agreement: February 20, 2025
- Total gross proceeds: $1,000,000
- Number of shares issued (PIPE Shares): 2,222,222
- Price per share: $0.45
- Investor type: One accredited investor
Safety Shot, Inc. filed an 8-K to furnish a press release issued on February 24, 2025, under Item 7.01 (Regulation FD Disclosure). The filing itself contains no substantive financial data or material event details beyond the announcement of the press release.
📋 Key Facts
- Filing date: February 24, 2025
- The company is an emerging growth company.
- The filing is a disclosure under Item 7.01 (Regulation FD Disclosure) to furnish a press release dated February 24, 2025.
Safety Shot, Inc. entered into a Securities Purchase Agreement on February 4, 2025, to raise approximately $1.16 million through the sale of common stock and warrants to an accredited investor.
🚩 Red Flags
- Significant dilution: Issuance of over 2.7 million shares and warrants at a very low price ($0.3632/share)
- Death spiral potential: The extremely low exercise price of the warrants ($0.45) relative to typical market valuations for micro-caps suggests highly dilutive financing
- Unregistered sale: Securities issued without prior registration, relying on private placement exemptions
📋 Key Facts
- Total gross proceeds: $1,165,198.24
- Common Stock issued: 2,753,304 shares at $0.3632 per share
- Warrants issued: 2,753,304 warrants at $0.06 per warrant
- Warrant exercise price: $0.45 per share
- Warrant expiration: Five years from issuance date
- Exemption used: Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D
Safety Shot, Inc. filed an 8-K to furnish a press release issued on February 7, 2025. The filing does not contain substantive material changes or financial data within the body of the report itself.
📋 Key Facts
- The filing is a placeholder for a press release dated February 7, 2025 (Exhibit 99.1).
- The company's trading symbol is SHOT on the Nasdaq Capital Market.
- The registrant is an emerging growth company.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on February 4, 2025, pursuant to Regulation FD disclosure requirements.
📋 Key Facts
- The filing is a response to Item 7.01 (Regulation FD Disclosure).
- A press release was issued on February 4, 2025, and incorporated by reference as Exhibit 99.1.
- The company is an emerging growth company.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on February 3, 2025, pursuant to Regulation FD disclosure requirements.
📋 Key Facts
- The filing is a formal notice of a press release dated February 3, 2025.
- The company is an emerging growth company.
- The report was signed by CEO Jarrett Boon.
Safety Shot, Inc. entered into a Securities Purchase Agreement on January 29, 2025, to raise $250,000 through the sale of common shares to an accredited investor.
🚩 Red Flags
- Significant dilution potential due to discounted share issuance.
- Small capital raise ($250k) relative to typical micro-cap operational needs suggests ongoing liquidity pressure.
📋 Key Facts
- Entered into a Securities Purchase Agreement (SPA) on January 29, 2025.
- Total gross proceeds: $250,000.
- Number of shares issued: 651,042 shares.
- Issuance price per share: $0.3840.
- The issuance represents a 20% discount to the closing price on January 22, 2025.
Safety Shot, Inc. has entered into a massive settlement agreement with Bigger Capital, LLC to resolve litigation, involving over $5.6 million in debt/notes and millions of warrants at extremely low exercise prices. Additionally, the company entered a 5-year consulting agreement involving significant equity issuance.
🚩 Red Flags
- Extreme dilution risk: Issuance of over 9.8 million equity-linked instruments (warrants/options) at prices near or below current market levels.
- Severe liquidity pressure: A $3.5 million note matures in just five months (June 30, 2025).
- Complex debt restructuring: The company has options to repay via a $2M SAFE or a $4.5M replacement note, indicating potential difficulty servicing original terms.
- Related-party/Voting agreement: A significant shareholder entered into a voting agreement in favor of Bigger Capital, suggesting concentrated control shifts.
📋 Key Facts
- Settlement Agreement with Bigger Capital, LLC (Jan 20, 2025) to resolve NY Supreme Court litigation.
- Settlement includes $375,000 cash payment and a $1.75 million secured convertible note maturing Dec 31, 2026.
- Settlement includes a $3.5 million convertible note maturing June 30, 2025 (extremely short-term maturity).
- Issuance of 5,332,889 warrants to Bigger Capital at an exercise price of $0.4348.
- Consulting Agreement with Blue Capital S.A., LLC for a 5-year term starting Feb 1, 2025.
- Issuance of 4,545,454 stock options to Blue Capital at $0.44 per share, vesting in quarterly installments through Feb 2026.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on January 23, 2025. The filing does not contain specific financial results or material changes in the body text, acting primarily as a placeholder for Exhibit 99.1.
📋 Key Facts
- Filing date: January 23, 2025
- The company is an emerging growth company.
- The filing includes a press release as Exhibit 99.1 (content not provided in text).
- Company ticker: SHOT (Nasdaq Capital Market).
Safety Shot, Inc. entered into a Securities Purchase Agreement on January 17, 2025, to raise $1,000,000 through the sale of common shares and warrants to an accredited investor.
🚩 Red Flags
- Significant dilution: The issuance of over 2.2 million shares at a deep discount to market price suggests immediate downward pressure on share price and dilution for existing shareholders.
- Discounted pricing: A 20% discount is often used in distressed or high-growth capital raises, indicating the company may be seeking liquidity quickly.
📋 Key Facts
- Entered into a Securities Purchase Agreement (SPA) on January 17, 2025.
- Total gross proceeds: $1,000,000.
- Shares issued: 2,277,389 shares at a price of $0.4391 per share.
- The issuance includes a 20% discount to the closing price on January 14, 2025.
- Warrants are included (referenced in XBRL data) as part of the transaction structure.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on January 21, 2025. The filing does not contain specific material financial developments or structural changes in the text provided.
📋 Key Facts
- The company is an emerging growth company.
- Filing date: January 21, 2025.
- The report is filed pursuant to Item 7.01 (Regulation FD Disclosure).
- The filing includes a press release as Exhibit 99.1.
Safety Shot, Inc. received a notice from Nasdaq on January 2, 2025, stating the company is in violation of the minimum bid price requirement after its stock closed below $1.00 for 30 consecutive days. The company has until July 1, 2025, to regain compliance or face potential delisting.
🚩 Red Flags
- Delisting notice from Nasdaq
- Potential for a reverse stock split (often dilutive or signaling distress)
- Stock price has been depressed below $1.00 for 30 consecutive days
📋 Key Facts
- Received Nasdaq notice on January 2, 2025.
- Violation of Nasdaq Listing Rule 5550(a)(2) due to closing bid price below $1.00 for 30 consecutive days.
- The company has a 180-day compliance period ending July 1, 2025.
- Compliance can be achieved by maintaining a minimum $1.00 closing bid price for at least 10 consecutive business days.
- Company explicitly mentions considering a reverse stock split to regain compliance.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on January 10, 2025. The filing does not contain specific material financial data or structural changes in the text provided.
📋 Key Facts
- The company issued a press release on January 10, 2025.
- The filing is being used to satisfy Regulation FD disclosure requirements via Item 7.01.
- The registrant is an emerging growth company.
Safety Shot, Inc. entered into a definitive Arrangement Agreement to acquire Yerbaé Brands Corp. via a plan of arrangement. The transaction will be settled primarily through the issuance of 20,000,000 shares of Safety Shot common stock.
🚩 Red Flags
- Significant dilution: Issuance of 20,000,000 new common shares will significantly impact existing shareholders.
- Complexity: The use of a 'Plan of Arrangement' under British Columbia law adds jurisdictional complexity and regulatory hurdles (TSX Venture Exchange approval required).
📋 Key Facts
- Acquisition of all issued and outstanding common shares of Yerbaé Brands Corp.
- Consideration consists of an aggregate of 20,000,000 shares of Safety Shot, Inc. common stock.
- The deal is subject to approval by the Supreme Court of British Columbia, Company stockholders, and Yerbaé shareholders.
- Safety Shot will pay up to $500,000 of Yerbaé’s transaction expenses upon consummation.
- Transaction requires a support agreement from shareholders representing at least 40.1% of Yerbaé's shares.
- Todd Gibson is slated to join the Company's board of directors as part of the arrangement.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on January 3, 2025. The filing itself does not contain substantive financial data or material event details beyond the announcement of the press release.
📋 Key Facts
- Filing date: January 3, 2025
- Company name: Safety Shot, Inc.
- Ticker: SHOT (Nasdaq Capital Market)
- The filing is a placeholder to furnish Exhibit 99.1 (Press Release).
Safety Shot, Inc. announced the appointment of three new key executives on December 16, 2024: Jarrett Boon as CEO, Jordon Schur as President, and John Gulyas as Executive Chairman. The appointments include significant equity-based compensation tied to specific revenue milestones for 2025.
🚩 Red Flags
- Significant dilution risk: The appointment of three officers includes a total of 3,000,000 immediately vested shares plus up to 1,500,000 additional incentive shares per officer (totaling potentially 7.5 million new shares for the group).
- Aggressive compensation structure: High reliance on equity-based incentives tied to top-line revenue rather than profitability.
📋 Key Facts
- Jarrett Boon appointed as Chief Executive Officer with a $300,000 annual base salary and 1,000,000 shares of common stock (fully vested).
- Jordon Schur appointed as President with a $300,000 annual base salary and 1,000,000 shares of common stock (fully vested).
- John Gulyas appointed as Executive Chairman with a $300,000 annual base salary and 1,000,000 shares of common stock (fully vested).
- All three executives have performance-based bonuses tied to revenue targets: $500k for H1 2025 and $1M for H2 2025, each involving $100,000 cash and 500,000 restricted shares.
- The company is classified as an 'emerging growth company'.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on December 12, 2024. The filing itself does not contain substantive financial news or material changes but serves as a vehicle for the attached press release.
📋 Key Facts
- The filing was made on December 12, 2024.
- The company is an emerging growth company.
- The report includes Exhibit 99.1 (Press Release) which contains the substantive information.
Safety Shot, Inc. entered into an Equity Disbursement Agreement with Maxim Group LLC to facilitate an at-the-market (ATM) offering of common stock up to a total aggregate value of $5,000,000.
🚩 Red Flags
- Potential for immediate share dilution through the ATM offering mechanism.
- The company is an 'emerging growth company', often associated with higher volatility and capital needs.
📋 Key Facts
- Agreement date: December 6, 2024
- Maximum aggregate offering price: $5,000,000
- Sales Agent: Maxim Group LLC
- Commission rate: 3.0% of gross sales proceeds
- Offering method: At-the-market (ATM) via Nasdaq or other trading markets/negotiated transactions
- Registration basis: Form S-3 (File No. 333-267644) effective Nov 9, 2022
Safety Shot, Inc. filed an 8-K to furnish a press release issued on December 9, 2024. The filing does not contain substantive financial data or material event disclosures within the text provided.
📋 Key Facts
- The company is an emerging growth company.
- Filing date: December 9, 2024.
- The report consists of a press release furnished under Item 7.01 (Regulation FD Disclosure).
- The filing includes information regarding Common Stock and Warrants exercisable at $8.50 per share.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on November 15, 2024. The filing does not contain substantive financial data or material changes within the text provided.
📋 Key Facts
- Filing date: November 15, 2024
- The company is an emerging growth company.
- The filing consists of a press release furnished under Item 7.01 (Regulation FD Disclosure).
- Common Stock and Warrants are listed as registered securities on the Nasdaq Capital Market.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on November 14, 2024. The filing does not contain substantive financial data or material event details within the text provided.
📋 Key Facts
- The filing is a placeholder for a press release dated November 14, 2024 (Exhibit 99.1).
- The company identifies as an 'emerging growth company'.
- Trading symbols mentioned in XBRL tags include SHOT and SHOTW (warrants).
Safety Shot, Inc. filed an 8-K to furnish a press release issued on November 13, 2024. The filing does not contain substantive financial data or material event details within the text provided.
📋 Key Facts
- Filing date: November 13, 2024
- The company is an emerging growth company.
- The filing serves to furnish a press release (Exhibit 99.1) pursuant to Item 7.01.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on November 6, 2024. The filing does not contain specific material financial data or structural changes in the text provided.
📋 Key Facts
- The company is an emerging growth company.
- Filing date: November 6, 2024.
- The primary purpose of the filing is to furnish a press release (Exhibit 99.1).
- Trading symbols mentioned in XBRL tags include SHOT and SHOTW (warrants exercisable at $8.50).
Safety Shot, Inc. filed an 8-K to furnish a press release issued on November 1, 2024, pursuant to Regulation FD.
📋 Key Facts
- The filing is a placeholder for a press release dated November 1, 2024 (Exhibit 99.1).
- The company is an emerging growth company.
- The report was signed by CEO Jarrett Boon.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on October 9, 2024. The filing does not contain substantive financial data or material changes in its own text but serves as a vehicle for the attached press release.
📋 Key Facts
- Filing date: October 9, 2024
- The company is an emerging growth company.
- The filing includes Exhibit 99.1 (Press Release) which contains the material information.
- Registrant's ticker symbol is SHOT on Nasdaq.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on September 30, 2024. The filing does not contain specific material financial news within the text provided, acting primarily as a placeholder for the attached exhibit.
📋 Key Facts
- The company issued a press release on September 30, 2024 (Exhibit 99.1).
- The filing is categorized under Item 7.01 (Regulation FD Disclosure).
- Common Stock and Warrants are listed in the header metadata.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on September 26, 2024. The filing does not contain substantive financial data or material event disclosures within the text provided.
📋 Key Facts
- The company issued a press release on September 26, 2024.
- The filing is categorized under Item 7.01 (Regulation FD Disclosure).
- The registrant is an emerging growth company.
Safety Shot, Inc. announced a multi-part restructuring involving a $500,000 PIPE financing at a 10% discount, the issuance of 1.25 million shares to a consultant via a new agreement, and the separation/disposition of its 'CB Business' segment.
🚩 Red Flags
- Related-party transaction: The Company's President, Jordan Schur, is a 15% owner of the Consultant (Core 4 Capital Corp).
- Significant equity dilution: Issuance of 448,029 PIPE shares and 1,250,000 consulting shares represents substantial potential dilution.
- Multiple material items in a single filing (SPA, Consulting Agreement, and Asset Disposition) increase complexity and risk profile.
📋 Key Facts
- Entered into a Securities Purchase Agreement (SPA) on Sept 20, 2024, for $500,000 in gross proceeds.
- PIPE shares issued at $1.12 per share (a 10% discount to closing price).
- Consulting Agreement with Core 4 Capital Corp starting Oct 1, 2024, involving the issuance of 1,250,000 restricted stock shares vesting in two quarterly installments.
- Separation and Exchange Agreement to transfer 'CB Business' assets, IP, and liabilities to CB Nevada in exchange for 3,000,000 shares of CB Nevada common stock.
- The company plans to focus exclusively on the commercialization of the Safety Shot Dietary Supplement moving forward.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on September 19, 2024. The filing does not contain substantive financial data or material event details within the text provided.
📋 Key Facts
- The company issued a press release on September 19, 2024.
- The filing is categorized under Item 7.01 (Regulation FD Disclosure).
- The registrant is an emerging growth company.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on September 6, 2024. The filing itself does not contain substantive financial disclosures or material event details beyond the announcement of the press release.
📋 Key Facts
- The company issued a press release on September 6, 2024.
- The filing is submitted under Item 7.01 (Regulation FD Disclosure).
- The registrant is an emerging growth company.
Safety Shot, Inc. entered into a Securities Purchase Agreement on August 30, 2024, to issue common shares and warrants to an accredited investor. The offering involves potential dilution and includes a related-party connection via the Company's President.
🚩 Red Flags
- Related-party transaction: The Company's President, Jordan Schur, is a 15% owner of the Investor.
- Potential significant dilution due to the issuance of over 3.3 million shares and an equal number of warrants.
- Unregistered sale of equity securities (reliance on Rule 506(b) exemption).
📋 Key Facts
- Entered into a Securities Purchase Agreement (SPA) on August 30, 2024.
- Issuance of 3,370,787 shares at $0.89 per share.
- Issuance of 3,370,787 warrants with an exercise price of $0.89 per share.
- Warrants are exercisable for five years from the date of issuance.
- Expected net proceeds of approximately $3,421,348.
- Securities issued without prior registration under Section 4(a)(2) and Rule 506(b).
Safety Shot, Inc. filed an 8-K to furnish a press release issued on August 29, 2024. The filing itself contains no substantive financial data or material event descriptions beyond the announcement of the press release.
📋 Key Facts
- The company issued a press release on August 29, 2024.
- The filing is being used to satisfy Regulation FD disclosure requirements via Item 7.01.
- The registrant is an emerging growth company.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on August 28, 2024. The filing itself contains no substantive financial data or material changes beyond the announcement of the press release.
📋 Key Facts
- The company is an emerging growth company.
- Filing date: August 28, 2024.
- The report is filed under Item 7.01 (Regulation FD Disclosure) to furnish a press release.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on August 16, 2024. The filing does not contain substantive financial disclosures or material event details within the text provided.
📋 Key Facts
- The company issued a press release on August 16, 2024 (Exhibit 99.1).
- The filing is categorized under Item 7.01 (Regulation FD Disclosure).
- The registrant is an emerging growth company.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on August 12, 2024. The filing does not contain substantive financial disclosures or material event details within the text provided.
📋 Key Facts
- The company issued a press release on August 12, 2024.
- The filing is categorized under Item 7.01 (Regulation FD Disclosure).
- The registrant is an emerging growth company.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on August 5, 2024. The filing itself contains no substantive financial data or material event details beyond the announcement of the press release.
📋 Key Facts
- The company is an emerging growth company.
- Filing date: August 5, 2024.
- The report is filed under Item 7.01 (Regulation FD Disclosure).
- The filing serves to incorporate a press release as Exhibit 99.1.
Safety Shot, Inc. reported the results of its 2024 Annual Meeting of Shareholders held on July 31, 2024. Key outcomes included the approval of a new 2024 Equity Incentive Plan and the election of six directors.
🚩 Red Flags
- Approval to increase authorized shares can lead to future dilution for existing shareholders.
📋 Key Facts
- Shareholders approved the 2024 Equity Incentive Plan, which includes the reservation of 15,000,000 shares of common stock.
- Six directors were elected: David Long, John Gulyas, Jordan Schur, Richard Pascucci, Christopher Marc Melton, and Jarret Boon.
- Shareholders ratified the appointment of M&K CPAS, PLLC as the independent registered public accounting firm for fiscal year 2024.
- An amendment to increase the number of authorized shares of Common Stock was approved by shareholders.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on July 15, 2024. The filing does not contain substantive financial data or material event details within the text provided.
📋 Key Facts
- The company issued a press release on July 15, 2024.
- The filing is categorized under Item 7.01 (Regulation FD Disclosure).
- The registrant is an emerging growth company.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on July 8, 2024, pursuant to Regulation FD.
📋 Key Facts
- The filing is a formal disclosure of a press release dated July 8, 2024.
- The company is an emerging growth company.
- The filing includes information regarding Common Stock and Warrants exercisable at $8.50 per share.
Safety Shot, Inc. entered into a Securities Purchase Agreement on June 27, 2024, to issue 943,396 shares at $1.06 per share to an accredited investor, raising approximately $1,000,000 in net proceeds.
🚩 Red Flags
- Related-party transaction: The Company's President, Jordan Schur, is a 15% owner of the Investor.
- Potential dilution: Issuance of nearly 1 million shares to a single investor via unregistered securities.
📋 Key Facts
- Date of agreement: June 27, 2024
- Total shares issued: 943,396
- Price per share: $1.06 (based on the closing price on June 27, 2024)
- Net proceeds to company: approximately $1,000,000
- The offering was made via a private placement under Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on June 27, 2024. The filing primarily serves as a placeholder for the company's public communication under Regulation FD.
📋 Key Facts
- The filing was made on June 27, 2024.
- The registrant is an emerging growth company.
- The report includes Exhibit 99.1, which is a press release dated June 27, 2024.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on June 26, 2024, pursuant to Regulation FD.
📋 Key Facts
- The filing is a formal disclosure of a press release dated June 26, 2024.
- The company is an emerging growth company.
- The report was signed by CEO Jarrett Boon.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on June 25, 2024, pursuant to Regulation FD.
📋 Key Facts
- The filing is a placeholder for a press release dated June 25, 2024 (Exhibit 99.1).
- The company is an emerging growth company.
- The report was signed by CEO Jarrett Boon.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on June 6, 2024. The filing serves as a vehicle for Regulation FD disclosure regarding company news.
📋 Key Facts
- The filing was made pursuant to Item 7.01 (Regulation FD Disclosure).
- A press release dated June 6, 2024, is incorporated by reference as Exhibit 99.1.
- The company is an emerging growth company.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on June 5, 2024. The filing primarily serves as a vehicle to incorporate the press release by reference under Item 7.01.
📋 Key Facts
- The company issued a press release on June 5, 2024 (Exhibit 99.1).
- The filing is made pursuant to Item 7.01 (Regulation FD Disclosure).
- The registrant is an emerging growth company.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on June 3, 2024, pursuant to Regulation FD disclosure requirements.
📋 Key Facts
- The filing is a formal announcement of a press release dated June 3, 2024.
- The company operates under the ticker SHOT on the Nasdaq Capital Market.
- The report was signed by CEO Jarrett Boon on June 4, 2024.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on June 3, 2024. The filing does not contain substantive financial changes or material agreements within the text provided.
📋 Key Facts
- The filing is a formal submission of a press release dated June 3, 2024 (Exhibit 99.1).
- The company is an emerging growth company as defined by the SEC.
- The report was signed by CEO Jarrett Boon.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on May 30, 2024. The filing does not contain specific substantive financial changes or material agreements within the text provided.
📋 Key Facts
- The company is an emerging growth company.
- Filing date: May 30, 2024.
- The report is filed pursuant to Item 7.01 (Regulation FD Disclosure).
- The filing includes a press release as Exhibit 99.1.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on May 15, 2024. The filing does not contain substantive financial data or material event disclosures within the text provided.
📋 Key Facts
- The company is an emerging growth company.
- Filing date: May 15, 2024.
- The report primarily serves to furnish a press release as Exhibit 99.1.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on May 14, 2024. The filing primarily serves as a vehicle for Regulation FD disclosure via the attached exhibit.
📋 Key Facts
- The company issued a press release on May 14, 2024 (Exhibit 99.1).
- The filing is made pursuant to Item 7.01 (Regulation FD Disclosure).
- The registrant is an emerging growth company.
- The report was signed by CEO Jarrett Boon.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on May 13, 2024. The filing does not contain substantive financial data or material event details within the text provided, serving primarily as a placeholder for the attached exhibit.
📋 Key Facts
- The filing was made pursuant to Item 7.01 (Regulation FD Disclosure).
- A press release dated May 13, 2024, is incorporated by reference as Exhibit 99.1.
- The company is an emerging growth company.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on May 6, 2024. The filing primarily serves as a vehicle for Regulation FD disclosure via Exhibit 99.1.
📋 Key Facts
- The company issued a press release on May 6, 2024.
- The filing is made pursuant to Item 7.01 (Regulation FD Disclosure).
- The registrant is an emerging growth company.
Safety Shot, Inc. announced the resignation of Nancy Torres Kaufman from her position as an independent member of the Board of Directors and the Audit Committee, effective May 1, 2024.
🚩 Red Flags
- Loss of an independent Audit Committee member can occasionally signal internal governance shifts, though no disagreement was cited.
📋 Key Facts
- Nancy Torres Kaufman resigned from the Board of Directors on May 1, 2024.
- The resignation includes her role as a member of the Audit Committee.
- The company stated the resignation is not due to any disagreement with the Company, its Board, or management regarding operations, policies, or practices.
Safety Shot, Inc. entered into a new employment and stock option agreement with Danielle De Rosa on April 22, 2024.
📋 Key Facts
- Entered into an Employment Agreement with Danielle De Rosa effective April 22, 2024.
- Annual compensation set at $250,000, payable bi-monthly.
- Granted option to purchase 200,000 shares of common stock.
- Option exercise price is $1.57 per share.
- Options expire 5 years from the date of issuance.
Safety Shot, Inc. filed an 8-K to furnish a supplement to the Frequently Asked Questions (FAQs) posted on its website. The filing does not contain material financial news or structural changes.
📋 Key Facts
- The company updated its website FAQs on April 22, 2024.
- No specific financial data or corporate actions were disclosed in the text of the 8-K itself; details are contained in Exhibit 99.1.
- Company is an emerging growth company.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on April 9, 2024. The filing primarily serves as a vehicle for Regulation FD disclosure and contains no substantive changes to corporate structure or financial standing within the body of the 8-K.
📋 Key Facts
- The company issued a press release on April 9, 2024 (Exhibit 99.1).
- The filing is made pursuant to Item 7.01 (Regulation FD Disclosure).
- Common Stock and Warrants are listed as securities registered with the Nasdaq Capital Market.
Safety Shot, Inc. entered into a Securities Purchase Agreement on April 4, 2024, to issue 2,369,668 shares at $2.11 per share, raising approximately $4.975 million. The transaction involves an investor in which the Company's President holds a 15% ownership stake.
🚩 Red Flags
- Related-party transaction: The Company's President, Jordan Schur, is a 15% owner of the Investor.
- Potential dilution: Issuance of over 2.3 million shares into the public float.
📋 Key Facts
- Date of Agreement: April 4, 2024
- Total Shares to be issued: 2,369,668 shares
- Price per share: $2.11 (based on the closing price on April 4, 2024)
- Net proceeds: Approximately $4,975,000
- The company entered into a Registration Rights Agreement to register the newly issued shares.
- The offering was conducted via private placement under Section 4(a)(2) and Rule 506(b).
Safety Shot, Inc. announced the mutual termination of a License and Purchase Agreement with Elite Health Partners Inc. on March 25, 2024. Additionally, the company appointed David Sandler as Chief Operating Officer.
🚩 Red Flags
- Termination of a previously announced material asset licensing/purchase agreement (Item 1.01) suggests volatility or failure to meet conditions in strategic partnerships.
- The termination occurs only one month after the original agreement was signed, indicating rapid shifts in corporate strategy or failed negotiations.
📋 Key Facts
- On March 25, 2024, Safety Shot, Inc. and Elite Health Partners Inc. mutually terminated a License and Purchase Agreement originally entered into on February 22, 2024.
- The terminated agreement involved the licensing of 'Legacy Assets' (over-the-counter health and wellness products) to Elite Health Partners with an option to purchase.
- David Sandler has been appointed as Chief Operating Officer (COO).
- Mr. Sandler's annual salary will increase to $250,000 per year.
- Mr. Sandler brings over 30 years of experience in the nutrition and health industry.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on March 20, 2024. The filing does not contain substantive financial changes or material agreements within the text provided.
📋 Key Facts
- The company is an emerging growth company.
- Filing date: March 20, 2024.
- The report primarily serves to furnish a press release as Exhibit 99.1.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on March 19, 2024. The filing does not contain substantive financial news or material changes within the body of the 8-K itself.
📋 Key Facts
- The filing is primarily used to incorporate Exhibit 99.1 (Press Release) by reference.
- The company is an emerging growth company.
- Date of report: March 19, 2024.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on March 18, 2024. The filing does not contain substantive financial data or material event disclosures within the body of the 8-K itself.
📋 Key Facts
- The company is an emerging growth company.
- The filing serves to furnish a press release dated March 18, 2024 (Exhibit 99.1).
- The report was signed by CEO Jarrett Boon.
Safety Shot, Inc. announced the appointment of Jordan Schur as President and a new member of the Board, alongside the appointment of David Long to the Board. The filing details significant compensation packages for both individuals, including substantial stock option grants.
🚩 Red Flags
- Significant dilution potential: The granting of up to 2,000,000 stock options to the new President represents a substantial portion of equity compensation.
- High performance-based salary escalators linked to revenue milestones which may incentivize aggressive accounting or short-termism.
📋 Key Facts
- Jordan Schur appointed as President and Director on March 7, 2024.
- Schur's base salary is $300,000 per annum, with potential increases up to $500,000 based on revenue milestones ($10M and $15M).
- Schur granted options for 1,000,000 shares of common stock at an exercise price of $1.96 (the closing price as of March 7, 2024), with potential additional grants up to 2,000,000 total shares.
- David Long appointed to the Board on March 8, 2024; he has a background in fitness/wellness leadership (Orangetheory Fitness).
- Long's compensation includes $25,000 per annum and options for 50,000 shares per year of service.
Safety Shot, Inc. filed an 8-K to provide notice of a motion for default judgment against Capybara Research and other defendants in the Southern District of New York. The filing serves as formal legal notice via SEC disclosure pursuant to a court order.
🚩 Red Flags
- Ongoing litigation involving the company (though this appears to be the plaintiff side).
📋 Key Facts
- The Company is seeking a default judgment against Capybara Research, Igor Appelboom, and Accretive Capital d/b/a Benzinga.
- Defendants failed to appear or answer the complaint by the February 27, 2024 deadline.
- A Certificate of Default was issued by the Clerk of the Court on February 28, 2024.
- The motion for default judgment is scheduled to be heard on March 15, 2024, at 9:00 A.M. in New York, NY.
- The filing includes several exhibits including a memorandum of law and proposed default judgment.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on March 4, 2024. The filing primarily serves as a placeholder for the company's public communications under Regulation FD.
📋 Key Facts
- The filing was made pursuant to Item 7.01 (Regulation FD Disclosure).
- A press release dated March 4, 2024, is incorporated by reference as Exhibit 99.1.
- The company is an emerging growth company.
Safety Shot, Inc. underwent a major leadership overhaul involving the simultaneous resignation of its CEO, CFO, and Chairman of the Board. The company appointed Jarrett Boon as new CEO and Danielle De Rosa as new CFO while transitioning the former CEO to an advisory role.
🚩 Red Flags
- Simultaneous departure of CEO, CFO, and Chairman (High turnover risk).
- Omnibus Agreement: Former CEO retains a significant 10% stake in potential proceeds from the sale of specific company assets (SRM or Chijet), which may create misaligned incentives.
- Legal settlement involving a permanent injunction that prohibits previously announced activities.
📋 Key Facts
- CEO Brian S. John resigned effective February 28, 2024; transitioned to a 3-month advisory role (extendable) at $12,500/month.
- Jarrett Boon appointed as new CEO, effective February 28, 2024.
- CFO Markita L. Russell resigned effective February 29, 2024; Danielle De Rosa appointed as new CFO effective March 1, 2024.
- Chairman Dr. Glynn Wilson resigned from the Board on March 1, 2024; John Gulyas assumed Chairman role.
- Omnibus Agreement: Former CEO Brian John received rights to 10% of proceeds from any sale by the Company of shares in SRM or Chijet owned by the Company.
- Settlement reached regarding federal litigation (Case No. 2:24-cv-537) involving a permanent injunction prohibiting certain activities mentioned in a Jan 3, 2024 press release.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on February 28, 2024, pursuant to Regulation FD.
📋 Key Facts
- The filing is a placeholder for a press release dated February 28, 2024 (Exhibit 99.1).
- The company is an emerging growth company.
- The report was signed by CEO Jarrett Boon.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on February 27, 2024. The filing itself does not contain substantive financial data or material event disclosures beyond the reference to Exhibit 99.1.
📋 Key Facts
- The filing is a placeholder for a press release dated February 27, 2024.
- The company is an emerging growth company.
- The report was signed by CEO Brian John.
Safety Shot, Inc. entered into a License and Purchase Agreement with Elite Health Partners Inc. to license and potentially sell its legacy over-the-counter health and wellness product assets. The transaction is contingent upon the licensee completing a firm-commitment IPO of at least 1.5 million shares by July 31, 2024.
🚩 Red Flags
- Contingent Asset Sale: The sale of assets depends entirely on a third party (Licensee) successfully completing an IPO, which is a high-risk event.
- Unwind Clause: If the IPO fails, the deal is unwound, creating significant execution risk for Safety Shot's strategic pivot.
- Potential Dilution/Complexity: The receipt of 4 million shares in a private entity (Licensee) introduces valuation uncertainty and potential liquidity issues.
📋 Key Facts
- Company granted Licensee a license to use 'Legacy Assets' (OTC health and wellness products).
- Company received 4,000,000 shares of Elite Health Partners Inc. common stock upon execution.
- Licensee must complete a firm-commitment underwritten IPO of at least 1,500,000 shares at a minimum price of $4.00 per share by July 31, 2024.
- Upon successful IPO, Licensee will acquire Legacy Assets for $1.00.
- If the IPO does not occur, the transactions and licenses are to be unwound.
- The 'NoStingz' product is explicitly excluded from the Legacy Assets.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on February 15, 2024. The filing does not contain substantive financial data or material event disclosures in the text provided.
📋 Key Facts
- The company is an emerging growth company.
- The filing was signed by CEO Brian John on February 15, 2024.
- The filing incorporates a press release as Exhibit 99.1.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on February 14, 2024. The filing serves as a mechanism for Regulation FD disclosure regarding company news.
📋 Key Facts
- The filing was made pursuant to Item 7.01 (Regulation FD Disclosure).
- A press release dated February 14, 2024, is incorporated by reference as Exhibit 99.1.
- The company is an emerging growth company.
This is an Amendment No. 1 to a previously filed 8-K, intended to rectify a clerical error in the upload of Exhibit 99.3 from the January 16, 2024 filing. The primary purpose is to ensure proper service of process (summons and complaint) upon defendants Capybara Research and Igor Appelboom in an ongoing legal action.
🚩 Red Flags
- Ongoing litigation involving the company (Capybara Action).
📋 Key Facts
- The filing is an amendment (8-K/A) to rectify an error in the original Exhibit 99.3 uploaded on January 16, 2024.
- The company is involved in a legal action: Safety Shot, Inc. v. Capybara Research et. al., Case No. 1:23-cv-10728-JSR.
- A U.S. District Court Order (Judge Jed S. Rakoff) permits service of process via this filing and a press release to satisfy constitutional requirements for actual notice.
- The amendment incorporates by reference the original Press Release, Summons, Complaint, and Order.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on February 2, 2024, pursuant to Regulation FD.
📋 Key Facts
- The filing is a formal disclosure of a press release dated February 2, 2024.
- The company is an emerging growth company.
- The filing includes Exhibit 99.1 containing the press release.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on January 19, 2024. The filing does not contain substantive financial data or material event disclosures within the text provided.
📋 Key Facts
- Filing date: January 19, 2024
- The company is an emerging growth company.
- The filing serves to furnish a press release (Exhibit 99.1) pursuant to Item 7.01.
Safety Shot, Inc. filed this 8-K to furnish a press release issued on January 3, 2024, pursuant to Regulation FD disclosure requirements.
📋 Key Facts
- The filing is a formal incorporation by reference of a press release dated January 17, 2024 (referencing an earlier release from Jan 3).
- The company is classified as an 'emerging growth company'.
- The filing includes details regarding warrants exercisable for one share of Common Stock at $8.50 per share.
Safety Shot, Inc. filed an 8-K to announce a court order from the Southern District of New York regarding the 'Capybara Action' lawsuit. The filing serves to provide actual notice to defendants Capybara Research and Igor Appelboom via service by publication.
🚩 Red Flags
- Ongoing litigation (Capybara Action) which may involve legal costs or impact company operations depending on the outcome.
📋 Key Facts
- On January 10, 2024, Judge Jed S. Rakoff issued an Order in Case No. 1:23-cv-10728-JSR (Safety Shot, Inc. v. Capybara Research et. al.).
- The Order permits the Company to serve summons and complaint via filing this 8-K and publishing a press release.
- This method satisfies the constitutional requirement of actual notice under Rule 4(f)(3) of the Federal Rules of Civil Procedure.
This is an Amendment No. 1 to a previous 8-K filing, submitted to rectify a clerical/formatting error regarding the voting results of Proposal 1 (election of directors) from the 2023 Annual Meeting held on December 5, 2023.
🚩 Red Flags
- Clerical error in previous regulatory filing (though noted as a formatting issue rather than material misstatement).
📋 Key Facts
- The filing is an amendment (Form 8-K/A) to a report filed on December 7, 2023.
- Purpose: To correct a formatting error in the meeting results for Proposal 1 regarding director elections.
- Meeting Date: December 5, 2023.
- The amendment provides corrected vote counts (For, Against, Abstained/Withheld) for seven director nominees including Brian John, Dr. Glynn Wilson, Nancy Torres Kaufman, Christopher Melton, Jarrett Boon, Dr. Hector Alila, and John Gulyas.
Safety Shot, Inc. filed an 8-K to furnish a press release issued on January 3, 2024, pursuant to Regulation FD.
📋 Key Facts
- The filing is a formal disclosure of a press release dated January 3, 2024.
- The company is an emerging growth company.
- The report was signed by CEO Brian John.