Welcome to our dedicated page for REALLOYS SEC filings (Ticker: ALOY), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
REalloys Inc. filings document material-event disclosures for the company’s public-company governance, capital structure and rare earth operating platform. Recent 8-K filings cover material agreements, preferred-stock transactions, changes in the company’s independent registered public accounting firm and related audit disclosures.
The filing record also identifies corporate and security matters for the Nevada registrant, including Series A Preferred Stock transactions, agreements involving preferred stock of Blackbox.io, Inc., auditor appointment and dismissal disclosures, and current-report items tied to capital-structure and governance events.
REalloys Inc. (ALOY) is registering up to 616,854 shares of common stock for resale from time to time by certain consulting counterparties that previously received these shares as compensation under board‑approved consulting agreements. The company will not receive any proceeds from sales of these shares; all proceeds will go to the selling stockholders.
The shares were originally issued in private transactions relying on Section 4(a)(2) of the Securities Act and are now being registered under an automatic shelf as a well‑known seasoned issuer. REalloys’ common stock trades on Nasdaq under the symbol ALOY, and the last reported sale price was $10.21 per share on September 2, 2026. There were 69,418,931 shares outstanding as of that date, providing context for the size of this potential resale. The business focuses on a vertically integrated North American rare earth “mine‑to‑magnet” supply chain serving U.S. Protected Markets such as defense, aerospace, energy, electronics and advanced industrial applications.
REalloys Inc. reported second-quarter 2026 net revenues of $0.8 million, up from $0.4 million a year earlier, and a net loss of $36.8 million versus $2.2 million, or $0.59 per diluted share. The loss was driven largely by $32.1 million of non-cash stock-based compensation tied to director, executive and consultant equity awards following its February 2026 public listing.
For the first six months of 2026, net revenues were $1.5 million and net loss was $143.5 million, including $113.9 million of non-cash stock-based compensation, a $9.2 million non-cash accretion charge on Series C preferred conversion and a $6.4 million impairment on its EVTEC investment. Despite the losses, REalloys ended June 30, 2026 with $122.4 million in cash, $149.1 million in working capital and $190.6 million of stockholders’ equity, after $145.3 million of net financing cash inflows.
The company states it has fully funded, with committed capital, the upgrade of SRC’s Rare Earth Processing Facility and its Heavy Rare Earth Metallization Facility, committing about $58.3 million. SRC’s upgrade targets annual capacity of roughly 525 tonnes of NdPr metal, 30 tonnes of dysprosium oxide and 15 tonnes of terbium oxide, of which REalloys has rights to about 80%. It is also in exclusive negotiations with the U.S. Army for a long-term Enhanced Use Lease at Tooele Army Depot and has made several senior leadership appointments to support growth.
REalloys Inc. is an early‑stage rare earth “mine‑to‑magnet” developer focused on U.S. protected markets. For the six months ended June 30, 2026, it generated $1.5 million in net revenues and recorded a net loss of $143.5 million, compared with a $3.9 million loss a year earlier. Results were driven by heavy investment in growth, including $126.0 million in operating expenses and $113.9 million of stock‑based compensation.
Liquidity strengthened significantly. Cash and restricted cash rose to $122.4 million from $2.8 million at year‑end, mainly from a March underwritten equity offering with $46.8 million in net proceeds and a June private placement adding $95.4 million. Management concluded that substantial doubt about the company’s ability to continue as a going concern no longer exists.
The balance sheet shows $51.8 million in mineral properties, machinery, equipment and construction in progress and $71.3 million in total SRC development commitments, with $13.6 million advanced by June 30, 2026. REalloys also completed a reverse recapitalization with Blackbox, deconsolidated Blackbox.io, and now qualifies as a Nasdaq “controlled company” through its CEO’s voting stake, though it states it will maintain majority‑independent board and committees.
BlackRock, Inc. filed as a significant shareholder of REALLOYS INC, reporting beneficial ownership of 4,210,337 shares of common stock. This position represents 6.2% of the outstanding common shares as of the reporting date.
BlackRock reports sole voting power over 4,145,536 shares and sole dispositive power over all 4,210,337 shares, with no shared voting or dispositive power. The filing notes that various underlying clients have rights to dividends or sale proceeds, but no single client holds more than five percent of REALLOYS INC’s total outstanding common shares.
REALLOYS INC. received a Schedule 13G reporting that Andrew Sherman, Powdermet Inc., and PMT Metals LLC together had beneficial ownership of 5,780,600 shares of Common Stock as of February 24, 2026. This represents 9.44% of the outstanding Common Stock, based on 61,213,498 shares outstanding as of May 15, 2026.
All of these shares are reported with shared voting and dispositive power. Powdermet Inc. is shown with 2,890,000 shares (4.72% of the class) and PMT Metals LLC with 2,890,300 shares (4.72% of the class), with Sherman deemed to beneficially own the shares held by both entities through his roles as President and majority owner of Powdermet and Managing Member of PMT Metals. The reporting parties entered into a Joint Filing Agreement to make this group filing.
Realloys Inc. reported several leadership changes and related compensation terms. Chief Financial Officer Robert Winspear resigned effective June 24, 2026, without any disagreement with the company. He will receive a lump-sum severance of $200,000, a grant of 20,000 fully vested restricted shares under the 2025 Long-Term Incentive Plan, and an additional cash payment to cover taxes tied to the share vesting, in exchange for a general release and ongoing cooperation and confidentiality obligations.
The Board appointed Craig Cunningham as the new Chief Financial Officer effective June 24, 2026, under a consulting arrangement with Provenance Advisors Inc. The agreement runs for an initial 24-month term and provides a base consulting fee of $55,000 per month (or $660,000 annually, a target annual bonus equal to 100% of the annualized fee (with a 150% maximum), and an initial long-term equity award valued at $990,000, half vesting at grant and half on the first anniversary. If terminated without cause or resigned for good reason, Cunningham is entitled to cash severance equal to 18 months of consulting fees and target bonus, with enhanced 24-month and 200% target bonus payments upon a qualifying change in control, plus accelerated vesting of certain equity awards.
The company also disclosed that director Joseph Sawyer will resign from the Board effective June 29, 2026, also without any disagreement, and the Board does not currently plan to fill the resulting vacancy.
REalloys Inc. is registering the resale of up to 7,017,540 shares of its Common Stock. These shares were issued in a private placement and are being registered for resale by the selling stockholders; the company will receive no proceeds from resale of these shares. The resale may occur from time to time under the shelf registration on Form S-3 and individual prospectus supplements will describe specific sale methods and terms.
REalloys Inc. completed a private placement of 7,017,540 shares of common stock at $14.25 per share, raising approximately $100 million in gross proceeds. The company plans to use the net proceeds for working capital and general corporate purposes.
The shares were sold to institutional and accredited investors under a Securities Purchase Agreement, relying on exemptions from SEC registration under Section 4(a)(2) and Rule 506(b) of Regulation D. REalloys agreed to file a registration statement to register the resale of the shares, and its officers and directors entered into lock-up agreements in connection with the transaction.
REalloys Inc. entered into a Securities Purchase Agreement with accredited institutional investors for a private placement of approximately 7,017,540 common shares at $14.25 per share, for expected gross proceeds of about $100 million before fees and expenses.
The company plans to use the net proceeds for general corporate and working capital purposes. REalloys agreed to file registration statement(s) to cover the resale of the new shares and to keep them effective until the shares can be sold without restriction under Rule 144 or have been sold. Officers and directors signed lock-up agreements limiting certain sales of company securities for a specified period.
The closing of the offering is expected on or about June 26, 2026, subject to customary conditions. Clear Street LLC acted as placement agent, with the offering conducted as an unregistered private placement under Section 4(a)(2) and Rule 506(b) of Regulation D.
Alexander Capital LP submitted a Form 144/A notice relating to proposed sales of 550,000 shares of Common Stock. The filing also lists a separate 12,507-share issuance under a Stock Purchase Agreement dated 07/01/2024. The excerpt shows multiple reported sales by Gust Kepler during the past three months, including a 100,000-share sale on 05/21/2026 and a 53,956-share sale on 06/03/2026.
The document records conversions and past transactions (a Series A Convertible Preferred Stock conversion noted as occurring in 2026). The filing is a notice of proposed resale activity; it lists individual sale dates, share counts, and gross proceeds for the trades shown.