REALLOYS INC. 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds On January 4, 2021 we sold 12,821 shares of Common Stock at $1.95 per share to a third party for $25,001. On January 25, 2021 we sold 25,641 shares of Common Stock at $1.95 per share to a third party for $50,000. On January 28, 2021 we converted previously received payments of $130,000 for the purchase of a Simple Agreement for Future Tokens into 66,667 shares of Common Stock. On February 3, 2021 we entered into a subscription agreement to sell 5,129 shares of Common Stock at $1.95 per share to a third party for $10,002. On February 3, 2021 we entered into a subscription agreement to sell 12,821 shares of Common Stock at $1.95 per share to a third party, for $25,001. On February 8, 2021 we entered into a subscription agreement to sell 5,129 shares of Common Stock at $1.95 per share, to a third party, for $10,002. On March 11, 2021 we sold 9,231 shares of Common Stock at $1.95 per share to a third party for $18,000. On March 16, 2021 we converted previously received payments of $50,000 for the purchase of a Simple Agreement for Future Tokens into 25,641 shares of Common Stock. The securities described above were privately offered and sold in reliance upon exemptions from registration pursuant to Section 4(a)(2) under the Securities Act. We reasonably believed that each of the purchasers of such securities had access to information concerning its operations and financial condition, were acquiring the securities for their own account and not with a view to the distribution thereof, and each investor qualified as an "accredited investor" as such term is defined in Rule 501(a) of Regulation D promulgated under the Securities Act. Furthermore, no "general solicitation" was made by the Company with respect to sale of any of the securities. At the time of their issuance, the securities described above were deemed to be restricted securities for purposes of the Securities Act and the documentation representing the securities bear legends and/or non-transfer provisions to that effect. 14 Table of Contents All of the our other sales of unregistered securities during the period covered by the Report have been previously reported as required in Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and/or current reports on Form 8-K. Item 3. Defaults Upon Senior Securities None. Item 4. Mine Safety Disclosures Not applicable. Item 5. Othe Information None. Item 6. Exhibits The following exhibits are filed with this Quarterly Report on Form 10-Q or are incorporated by reference as described below. Exhibit Description 31.1 Certification of Principal Executive Officer pursuant to Rule 13a-14a/Rule 14d-14(a)* 31.2 Certification of Principal Financial Officer pursuant to Rule 13a-14a/Rule 14d-14(a)* 32.1 Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350** 32.2 Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350** 101.1 Interactive data files pursuant to Rule 405 of Regulation S-T* * Filed herewith. ** Furnished herewith 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, thereunto duly authorized. May 17, 2021 BLACKBOXSTOCKS INC. By: /s/ Gust Kepler Gust Kepler President, Chief Executive Officer and Secretary (Principal Executive Officer and Principal Financial and Accounting Officer) 15 Table of Contents EXHIBIT INDEX Exhibit Description 31.1 Certification of Principal Executive Officer pursuant to Rule 13a-14a/Rule 14d-14(a)* 31.2 Certification of Principal Financial Officer pursuant to Rule 13a-14a/Rule 14d-14(a)* 32.1 Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350** 32.2 Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350** 101.1 Interactive data files pursuant to Rule 405 of Regulation S-T* * Filed herewith. ** Furnished herewith 16