Are there related-party transactions between BAB (BABB) and George M. Ristau, Jr.?

The company states there are no transactions involving George M. Ristau, Jr. requiring disclosure under Item 404(a) of Regulation S-K. It also notes there are no arrangements or understandings with any person pursuant to which he was elected as a director.

George Ristau joins BAB Inc (OTCQB: BABB) board and audit committee

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

BAB, Inc. reported that its Board of Directors elected George M. Ristau, Jr. to the Board, filling the vacancy created by the passing of James A. Lentz. He will serve until the Company’s 2027 Annual Meeting of Shareholders and was also appointed to the Audit Committee effective July 1, 2026.

The Board determined that Mr. Ristau meets the independence requirements for Audit Committee service under Rule 10A-3 of the Exchange Act and the OTCQB Corporate Governance Guidelines. He brings extensive legal, real estate, management and business experience from decades as an attorney, real estate broker, and broker/owner of real estate firms.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Figures

Board term end: 2027 Annual Meeting of Shareholders Director age: 74 years Law degree year: 1976 +1 more

4 metrics

Board term end 2027 Annual Meeting of Shareholders End of George M. Ristau Jr.’s current board term

Director age 74 years Age of George M. Ristau Jr.

Law degree year 1976 Juris Doctor from Chicago-Kent College of Law

Real estate broker/owner since 2000 Broker/Owner of Weichert, Realtors – All Pro, Inc.

Key Terms

Audit Committee, independence requirements, Rule 10A-3, OTCQB Corporate Governance Guidelines, +1 more

5 terms

Audit Committee financial

"appointed Mr. Ristau to serve as a member of the Company's Audit Committee"

A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.

independence requirements regulatory

"The Board determined that Mr. Ristau satisfies the applicable independence requirements for service on the Audit Committee"

Rule 10A-3 regulatory

"under Rule 10A-3 of the Securities Exchange Act of 1934"

OTCQB Corporate Governance Guidelines regulatory

"and the OTCQB Corporate Governance Guidelines, to the extent applicable to the Company"

Item 404(a) of Regulation S-K regulatory

"There are no transactions involving Mr. Ristau requiring disclosure under Item 404(a) of Regulation S-K"

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Understanding 8-K Material Events →

Available on EDGAR 07/01/2026 - 04:11 PM Accepted by SEC EDGAR 07/01/2026 - 04:10 PM

Filer: BAB, Inc.

	Form 8-K U.S. SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

	Date of Report July 1, 2026 BAB, Inc. (Name of small business issuer in its charter)

Delaware	0-31555	36-4389547
(State or other jurisdiction of	Commission	(I.R.S. Employer
incorporation or organization)	file number	Identification Number)

	500 Lake Cook Road, Suite 475, Deerfield, IL 60015 (Address of principal executive offices) (Zip Code)

	Issuer's telephone number (847) 948-7520

☐	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	BABB	OTCQB

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers.

On July 1, 2026, the Board of Directors of BAB, Inc. (the "Company") elected George M. Ristau, Jr. to serve as a member of the Board of Directors, filling the vacancy created by the passing of James A. Lentz, and he will serve until the Company's 2027 Annual Meeting of Shareholders.

Effective July 1, 2026, the Board of Directors also appointed Mr. Ristau to serve as a member of the Company's Audit Committee. The Board determined that Mr. Ristau satisfies the applicable independence requirements for service on the Audit Committee under Rule 10A-3 of the Securities Exchange Act of 1934 and the OTCQB Corporate Governance Guidelines, to the extent applicable to the Company.

There are no arrangements or understandings between Mr. Ristau and any other person pursuant to which he was elected as a director. There are no transactions involving Mr. Ristau requiring disclosure under Item 404(a) of Regulation S-K.

Mr. Ristau, age 74, graduated from DePaul University in Chicago, Illinois, in 1973 with a Bachelor of Arts degree in Political Science. He received his Juris Doctor degree from Chicago-Kent College of Law, Illinois Institute of Technology, in 1976.

From 1976 to 1978, Mr. Ristau engaged in the general practice of law with Herbert, Owens and Kane. From 1978 to 1980, he maintained a private law practice concentrating primarily in real estate law. From 1979 to 1990, Mr. Ristau was actively involved in various real estate transactions as a licensed real estate broker. From 1991 to 2000, he served as Broker/Owner of All Pro Real Estate Systems, Inc. Since 2000, Mr. Ristau has served as Broker/Owner of Weichert, Realtors - All Pro, Inc., which operates offices in Elmwood Park, Chicago, and Park Ridge, Illinois.

The Board of Directors believes that Mr. Ristau's extensive legal, real estate, management and business experience qualifies him to serve as a member of the Company's Board of Directors and Audit Committee.

SIGNATURES

BAB, INC.

By: By /s/ Michael W. Evans

Michael W. Evans
President and Chief Executive Officer

Date: July 1, 2026

Source: View Original Filing on SEC EDGAR

FAQ

What did BAB (BABB) announce regarding its Board of Directors?

BAB, Inc. announced the election of George M. Ristau, Jr. to its Board of Directors, filling a vacancy created by the passing of James A. Lentz. He will serve until the company’s 2027 Annual Meeting of Shareholders and also joins the Audit Committee.

Who is George M. Ristau, Jr., the new BAB (BABB) director?

George M. Ristau, Jr., age 74, is an experienced attorney and real estate professional. He has practiced law, held a real estate broker license, and since 2000 has served as Broker/Owner of Weichert, Realtors – All Pro, Inc. in multiple Illinois locations.

What committee will George M. Ristau, Jr. serve on at BAB (BABB)?

George M. Ristau, Jr. has been appointed to BAB, Inc.’s Audit Committee effective July 1, 2026. The Board determined he satisfies independence requirements under Rule 10A-3 of the Exchange Act and OTCQB Corporate Governance Guidelines applicable to the company.

How long will George M. Ristau, Jr. serve on BAB (BABB)’s Board?

George M. Ristau, Jr. will serve as a member of BAB, Inc.’s Board of Directors until the company’s 2027 Annual Meeting of Shareholders. His term aligns with the next scheduled shareholder meeting for director elections, as stated in the report.

Is George M. Ristau, Jr. considered independent on BAB (BABB)’s Audit Committee?

Yes. BAB, Inc.’s Board determined that George M. Ristau, Jr. meets applicable independence requirements for Audit Committee service under Rule 10A-3 of the Securities Exchange Act of 1934 and the OTCQB Corporate Governance Guidelines applicable to the company.

Filing Exhibits & Attachments

4 documents