Amaze Holdings (AMZE) delays NYSE-related share issuance approval after no quorum

Rhea-AI Filing Summary

Amaze Holdings, Inc. reported that it issued a year-end press release highlighting its 2025 achievements, shared with stockholders in a letter and furnished as an exhibit.

The company also convened a Special Meeting of Stockholders on December 10, 2025 to vote on approving, under NYSE American rules, the issuance of common stock upon conversion of senior secured original issue discount convertible notes in excess of the 19.9% exchange cap in those notes. Too few shares were present or represented by proxy to reach a quorum, so the meeting was adjourned and will be reconvened at a later date, with new notice to stockholders.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 10, 2025

AMAZE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Nevada		001-41147		87-3905007
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

2901 West Coast Highway, Suite 200 Newport Beach, CA		92663
(Address of principal executive offices)		(Zip Code)

(888) 672-0365

Registrant’s telephone number, including area code

Fresh Vine Wine, Inc.

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, par value $0.001 per share		AMZE		NYSE American

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

On December 11, 2025, Amaze Holdings, Inc. (the “Company”) issued a press release highlighting its 2025 achievements in a year-end letter to stockholders. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 8.01 Other Events.

On December 10, 2025, the Company convened and then adjourned a Special Meeting of Stockholders (the “Special Meeting”), to vote to approve, for purposes of complying with Section 713(a) and Section 713(b) of the NYSE American Company Guide, the issuance of shares of common stock upon conversion of senior secured original issue discount convertible notes in excess of the 19.9% exchange cap contained therein. At the Special Meeting, there were not present or represented by proxy a sufficient number of shares of the Company’s common stock in order to constitute a quorum. As a result, the Company adjourned the Special Meeting and expects to reconvene the meeting at a later date. The Company will provide notice to stockholders of the time and date of the reconvened meeting.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.		Description
99.1		Press release dated December 11, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: December 11, 2025
	AMAZE HOLDINGS, INC.
	By:	/s/ Aaron Day
	Name:	Aaron Day
	Title:	Chief Executive Officer

FAQ

What did Amaze Holdings, Inc. (AMZE) announce in this 8-K?

Amaze Holdings, Inc. disclosed a year-end press release highlighting its 2025 achievements and reported on the status of a Special Meeting of Stockholders related to its convertible notes.

Why did Amaze Holdings (AMZE) adjourn its Special Meeting of Stockholders?

The Special Meeting on December 10, 2025 was adjourned because an insufficient number of common shares were present or represented by proxy to constitute a quorum.

What was the purpose of Amaze Holdings’ Special Meeting on December 10, 2025?

The meeting was called to seek stockholder approval, under NYSE American Section 713(a) and 713(b), for issuing common stock upon conversion of senior secured original issue discount convertible notes above the 19.9% exchange cap in those notes.

What happens next with Amaze Holdings’ adjourned Special Meeting?

Amaze Holdings stated it expects to reconvene the Special Meeting at a later date and will provide stockholders with notice of the new time and date.

What is Exhibit 99.1 referenced by Amaze Holdings (AMZE)?

Exhibit 99.1 is a press release dated December 11, 2025, which includes a year-end letter to stockholders highlighting Amaze Holdings’ 2025 achievements.

Which security of Amaze Holdings is listed on NYSE American and under what symbol?

Amaze Holdings’ common stock, with a par value of $0.001 per share, is listed on NYSE American under the trading symbol AMZE.