Welcome to our dedicated page for Blackboxstocks SEC filings (Ticker: BLBX), 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.
Blackboxstocks Inc files regular reports with the Securities and Exchange Commission, providing transparency into both its financial technology platform operations and rare earth elements business development. SEC filings offer investors detailed insights into the company's dual-focused business model, financial performance across both segments, and strategic developments as it transforms from a pure fintech player into a diversified enterprise.
Quarterly and annual reports detail subscription revenue from the trading platform, user metrics and retention rates, operating expenses associated with software development and platform maintenance, and cash flows from the SaaS business model. For the rare earth segment, filings disclose capital expenditures for mining and processing infrastructure, progress on production capacity buildout, partnerships and supply agreements, and the path toward commercial-scale operations.
The transformative merger with REalloys represents a significant disclosure topic in company filings. Documentation includes merger agreement terms, ownership structure of the combined entity, strategic rationale for the business combination, and integration plans for operating both the fintech platform and rare earth production businesses. Contingent value rights, subsidiary structures, and organizational changes receive detailed treatment in merger-related filings.
Given the capital-intensive nature of rare earth mining and processing, financing activities feature prominently in SEC disclosures. Filings detail funding sources for expansion projects, support from governmental programs or strategic partners, debt facilities, and equity raises supporting the transition toward integrated rare earth production. The company's ability to fund both ongoing platform operations and rare earth development represents a key disclosure focus for investors evaluating the dual-business model.
Investors reviewing Blackboxstocks filings gain visibility into management's strategic priorities, resource allocation between fintech maintenance and rare earth growth, competitive positioning in both markets, and progress toward building a vertically integrated mine-to-magnet operation while sustaining the subscription trading platform that represents the company's original business foundation.
Blackboxstocks Inc. is asking stockholders to elect five directors and ratify Victor Mokuolu CPA PLLC as independent auditor at its 2025 annual meeting, which will be held virtually on February 2, 2026.
Stockholders of record as of December 10, 2025 can vote online, by mail or email. On that date there were 4,304,593 shares of common stock entitled to one vote each and 3,269,998 shares of Series A preferred stock entitled to 100 votes each, for a total of 331,304,393 votes.
The materials describe governance practices, board committees, and executive and director pay, including annual salaries of
Blackboxstocks Inc. reports that it has entered into a Third Amendment to its Agreement and Plan of Merger with RABLBX Merger Sub Inc. and REalloys Inc. This amendment deletes and restates in full the Option Agreement that is attached as Exhibit D to the original Merger Agreement, further refining the structure of the planned transaction in which REalloys will merge into the Blackboxstocks subsidiary and become a wholly owned subsidiary of Blackboxstocks.
The company had previously modified the Merger Agreement through earlier amendments, including one that allowed an at-the-market offering of up to 250,000 shares of Blackboxstocks common stock without affecting the calculation of merger consideration shares. The new amendment continues the pattern of adjusting key ancillary agreements as the parties move the merger process forward.
Blackboxstocks Inc. (BLBX) reported an insider transaction by a director. On October 21, 2025, the director executed a sale (Code S) of 5,000 shares of common stock at $9.2351 per share.
Following the transaction, the reporting person beneficially owned 16,298 shares, held as Direct (D) ownership. The filing indicates it was submitted by one reporting person.
Blackboxstocks (BLBX) reported an insider transaction by its Chief Technology Officer. On 10/23/2025, the CTO sold 9,167 shares of common stock at an average price of $9.0751 per share (transaction code S for an open-market sale). Following the sale, the reporting person beneficially owns 27,513 shares, held directly. No derivative transactions were reported in this filing.
Blackboxstocks (BLBX) Director and Chief Financial Officer Robert Winspear reported an open-market purchase of 50,000 shares of common stock at $10.69 per share on October 16, 2025.
Following the transaction, his beneficial ownership totaled 118,250 shares. This includes 25,000 shares owned directly by Mr. Winspear, 87,000 shares owned by Winspear Investments LLC (100% owned by Mr. Winspear and his wife), and 6,250 shares owned by ACM Winspear Investments L.P., of which he is general partner. The shares reported in Table I are held indirectly through Winspear Investments LLC.
Blackboxstocks Inc. (BLBX) reported Q3 2025 results. Revenue rose to $696,995 from $647,842 on stronger educational classes, while gross margin was 53.7%. Operating expenses fell to $812,980 from $1,088,582, narrowing the operating loss to $438,890. Net loss was $720,607 (−$0.19 per share) versus −$780,833 (−$0.22) a year ago.
Year-to-date, revenue was $1,802,856 (down 9.0%), with a gross margin of 43.6% and an operating loss of $2,470,009. The company flagged substantial doubt about its ability to continue as a going concern, with cash of $93,186 at September 30 and $2,649,753 used in operating cash flow for the nine months. Liquidity actions included an ATM program (up to $5.795M; $1,120,795 gross raised by Sept. 30 and $1,445,712 by Oct. 15) and a senior secured convertible debenture with Five Narrow Lane LP (up to $2.3M; $2.05M funded). Conversions totaled $609,650 into 111,658 shares by quarter-end and $1,592,450 into 291,658 shares by Oct. 15. The planned REalloys merger remains subject to customary approvals.
Blackboxstocks and REalloys propose a business combination structured as a reverse merger. Under the merger, REalloys securityholders would receive roughly 92.7% of the post-close equity while pre-closing Blackboxstocks holders are expected to retain approximately 7.3%. Each Blackboxstocks share immediately prior to closing will receive one contingent value right (CVR) tied to certain future transactions involving Blackbox Operating; CVRs may expire with no value. The companies contemplate a reverse stock split to target a post-transaction share price of at least $4.00 to meet Nasdaq requirements. Closing is subject to customary conditions, Nasdaq approval, and SEC effectiveness, and significant risks are disclosed, including a going-concern statement based on recurring losses and cash flow deficits.
Blackboxstocks and REalloys are proposing a merger governed by a Merger Agreement included as Annex A and described in this Form S-4/A. Under the agreement, pre-closing Blackboxstocks stockholders are expected to hold approximately 7.3% of the fully diluted equity of the Combined Company after Closing. Each Blackboxstocks common share outstanding immediately prior to the Effective Time will receive one contingent value right (CVR) that may pay cash if certain transactions involving Blackbox Operating occur, though the document states neither party currently intends to spin off or sell Blackbox Operating.
The proxy discusses a proposed reverse stock split to achieve a post-Merger per-share price of at least $4.00 to meet Nasdaq requirements, with a split ratio to be agreed by the parties. The filing discloses material financing and closing conditions: REalloys has completed financing that will provide $5,000,000 upon Merger completion, further financings of $1,050,000 received and contingent draws of $750,000 and $500,000 tied to S-4 filing and effectiveness, and other specified funding arrangements. Financial statements show operating losses and cash used in operations with a statement that these conditions raise substantial doubt about the Company’s ability to continue as a going concern.
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