Other Information
+Added: Rule 10b5-1 Trading Arrangement
+Added: On September 15, 2025, Gust Kepler , a member of the Company’s board of directors and the Company’s President and Chief Executive Officer , entered into a Rule 10b5-1 trading arrangement providing for the potential sale of an aggregate of up to 250,000 shares of the Company’s common stock, which represents a portion of Mr.
+Added: Kepler’s total holdings of common stock in the Company.
+Added: The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended.
+Added: The first date that sales of any shares are permitted to be sold under the trading arrangement is the later of (i) the 91st day after the Adoption Date of September 15, 2025 or (ii) the earlier of (a) the third business day following the disclosure of the Company’s financial results in a Form 10-Q or Form 10-K for the completed fiscal quarter in which the trading arrangement is adopted or (b) the 121st day after the Adoption Date of September 15, 2025.
+Added: Subsequent sales under the trading arrangement may occur from time to time for the term of the trading arrangement which expires September 15, 2026 , or earlier if all transactions under the trading arrangement are completed prior to such date or if the trading arrangement is otherwise terminated.
The following exhibits are filed with this Quarterly Report on Form 10-Q or are incorporated by reference as described below.
10 unchanged sentences
Description of Securities (incorporated by reference to Exhibit 4.1 of the Company’ s Annual Report on Form 10-K filed with the Commission on April 16, 2020).
−Removed: Termination Agreement dated as of January 13, 2025, by and among Blackboxstocks Inc.
−Removed: and Evtec Aluminium Limited (incorporated by reference to Exhibit 10.1 of the Company’ s Current Report on Form 8-K filed with the Commission on January 17, 2025).
−Removed: Securities Purchase Agreement dated as of January 17, 2025, between Blackboxstocks Inc.
−Removed: and Five Narrow Lane LP (incorporated by reference to Exhibit 10.1 of the Company’ s Current Report on Form 8-K filed with the Commission on January 22, 2025).
−Removed: 7.00% Senior Debenture dated January 17, 2025, issued by Blackboxstocks Inc.
−Removed: (incorporated by reference to Exhibit 10.2 of the Company’ s Current Report on Form 8-K filed with the Commission on January 22, 2025).
−Removed: Form of Registration Rights Agreement (incorporated by reference to Exhibit 10.3 of the Company’ s Current Report on Form 8-K filed with the Commission on January 22, 2025).
−Removed: Amendment to Securities Purchase Agreement dated as of January 27, 2025, by and among Blackboxstocks Inc.
−Removed: and Five Narrow Lane LP (incorporated by reference to Exhibit 10.1 of the Company’ s Current Report on Form 8-K filed with the Commission on February 4, 2025).
−Removed: Amended and Restated Debenture Due the Earlier of the Trigger Date and March 14, 2025 dated January 27, 2025 (incorporated by reference to Exhibit 10.2 of the Company’ s Current Report on Form 8-K filed with the Commission on February 4, 2025).
−Removed: Agreement and Plan of Merger dated March 10, 2025, by and among Blackboxstocks Inc., RABLBX Merger Sub Inc.
−Removed: and REalloys Inc.
−Removed: (incorporated by reference to Exhibit 2.1 of the Company’ s Current Report on Form 8-K filed with the Commission on March 10, 2025).
−Removed: Company Stockholder Support Agreement dated March 10, 2025, by and among Blackboxstocks Inc., REalloys Inc.
−Removed: and Gust Kepler (incorporated by reference to Exhibit 10.1 of the Company’ s Current Report on Form 8-K filed with the Commission on March 10, 2025).
−Removed: Form of REalloys Stockholder Support Agreement dated March 10, 2025, by and among Blackboxstocks Inc., REalloys Inc.
−Removed: and the Stockholders party thereto (incorporated by reference to Exhibit 10.2 of the Company’ s Current Report on Form 8-K filed with the Commission on March 10, 2025).
−Removed: Amended and Restated Senior Secured Convertible Debenture due the Earlier of the Trigger Date and January 17, 2026 (incorporated by reference to Exhibit 10.3 of the Company’ s Current Report on Form 8-K filed with the Commission on March 10, 2025).
−Removed: Registration Rights Agreement dated March 10, 2025, between Blackboxstocks Inc.
−Removed: and the Purchasers signatory thereto (incorporated by reference to Exhibit 10.4 of the Company’ s Current Report on Form 8-K filed with the Commission on March 10, 2025).
−Removed: Security Agreement dated March 10, 2025, by and among Blackboxstocks Inc., Blackbox.io Inc.
−Removed: and Five Narrow Lane LP (incorporated by reference to Exhibit 10.5 of the Company’ s Current Report on Form 8-K filed with the Commission on March 10, 2025).
−Removed: Subsidiary Guarantee dated March 10, 2025, by and among the Guarantors signatory thereto and Purchasers named therein (incorporated by reference to Exhibit 10.6 of the Company ’ s Current Report on Form 8-K filed with the Commission on March 10, 2025).
+Added: First Amendment to Agreement and Plan of Merger, dated July 1, 2025, by and among Blackboxstocks Inc., RABLBX Merger Sub, Inc., and REalloys Inc.
+Added: (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on July 1, 2025).
+Added: At-The-Market Issuance Sales Agreement, dated as of July 1, 2025, between Blackboxstocks Inc.
+Added: and Alexander Capital, L.P.
+Added: (incorporated by reference to Exhibit 1.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on July 1, 2025).
+Added: Second Amendment to Agreement and Plan of Merger, dated August 22, 2025, by and among Blackboxstocks Inc., RABLBX Merger Sub, Inc., and REalloys Inc.
+Added: (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on August 22, 2025).
Certification of Principal Executive Officer pursuant to Rule 13a-14a/Rule 14d-14(a)*
9 unchanged sentences
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.
−Removed: August 14, 2025
+Added: October 16, 2025
BLACKBOXSTOCKS INC.
18 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.