Welcome to our dedicated page for BNB Plus SEC filings (Ticker: BNBX), 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.
BNB Plus Corp. filings document a Nasdaq-listed common stock issuer with recurring disclosures on capital structure, stockholder approvals, governance, registration statements, and listing compliance. Form 8-K reports cover matters such as stockholder votes on reverse stock split authority, warrant-related share issuance approvals, Nasdaq minimum-bid-price compliance notices, and board changes.
Proxy materials describe special meeting proposals, voting mechanics, authorized-share considerations, and board authority requested from stockholders. Securities Act registration statement amendments address securities offered from time to time, issuer classification, offering mechanics, and related disclosure controls for the company’s public capital structure.
BNB Plus Corp. received a significant investment from KGPLA Holdings LLC and Michael Komaransky, who together report beneficial ownership of 1,798,500 shares of common stock, representing 19.9% of the class. The stake comes primarily from Series B-1 Convertible Preferred Stock, which is convertible into common shares but subject to a 19.99% beneficial ownership limitation. KGPLA purchased 2,380,953 shares of Series B-1 Preferred Stock and matching Series F Common Stock Purchase Warrants for $2.5 million in cash at an offering price of $1.05 per preferred share, with warrants exercisable at $0.76 per common share. The Series B-1 Preferred Stock carries an 8% annual dividend on its liquidation preference and includes senior liquidation rights, board voting rights on an as-converted basis, and extensive protective provisions that require majority Series B-1 approval—currently held by KGPLA—for key corporate actions.
KGPLA Holdings LLC, a more than 10% owner of BNB PLUS CORP., reports existing derivative positions rather than new trades. The firm holds Series F Warrants and Series B-1 Convertible Preferred Stock, each initially tied to 2,380,953 shares of common stock.
The Series F Warrants have an exercise price of $0.76 per share and expire on May 28, 2029. The Series B-1 Convertible Preferred Stock has no expiration date and is convertible solely at KGPLA’s option, with a 19.99% beneficial ownership limitation and an initial one-for-one conversion ratio, subject to customary anti-dilution adjustments.
BNB Plus Corp. filed an amendment describing completed and updated financing transactions. The company closed a Securities Purchase Agreement on May 28, 2026, selling 2,380,953 shares of Series B-1 Preferred Stock and issuing Common Warrants for 2,380,953 common shares at $1.05 per share, for gross proceeds of $2.5 million.
The amendment also notes a new Inducement Agreement entered on May 31, 2026 tied to Series E Warrant exercises of about $0.22 million, and updates that initial closings under the Inducement Agreements are expected to generate approximately $1.72 million in aggregate gross proceeds on or before June 9, 2026. These securities were issued in private placements relying on exemptions from SEC registration.
BNB Plus Corp. is raising up to $5 million through a private placement and warrant inducement transaction using two new series of convertible preferred stock. An initial Securities Purchase Agreement covers $2.5 million, with total commitments targeted at $5.0 million from new and existing investors.
The first $2.3 million of proceeds will fund a strategic review of biotechnology assets and general corporate purposes, with remaining proceeds contributed to digital-asset-focused subsidiaries. Series B-1 carries an 8% dividend, a 1.5x liquidation preference and is priced at $1.05 per share, while Series B-2 carries a 6% dividend at $0.38 per share. Investors in Series B-1 also receive three-year common stock warrants at $0.76. The company expects, with anticipated proceeds, to hold over $16 in cash and digital assets and will undertake a comprehensive strategic review led by outside advisors.
BNB Plus Corp. reported a sharp increase in losses as it pivoted to a digital asset treasury strategy centered on BNB tokens. For the quarter ended March 31, 2026, revenue rose to $1.0 million, mainly from therapeutic DNA production, but operating expenses reached $7.6 million, including restructuring costs and large consulting and advisory fees tied to its crypto strategy.
The company booked sizeable non‑cash losses from fair value changes in digital assets and its OBNB trust investment, driving a quarterly net loss attributable to common stockholders of $6.7 million and a six‑month loss of $25.3 million. Despite cash of $0.9 million, it holds additional digital assets and trust units and expects current resources and liquid crypto to fund operations for the next twelve months. Subsequent to quarter‑end, BNB Plus received a Nasdaq notice for failing the $1.00 minimum bid price, with its listing status under review.
BNB PLUS CORP. amendment reports that L1 Capital Global Opportunities Master Fund, Ltd. beneficially owns 539,892 shares of common stock, representing 8.7% of the class based on 5,667,469 shares outstanding as of March 24, 2026. The amendment references a prior filing covering 1,021,000 shares purchased on May 28, 2024 and discloses warrants exercisable into 535,726 Series A shares and 4,166 Series C shares (the Series C warrants are subject to a 9.99% beneficial ownership limitation). The filing is signed by Director David Feldman and notes voting and dispositive power over the reported 539,892 shares.
BNB Plus Corp. held a special stockholder meeting on April 28, 2026, where investors approved giving the Board of Directors flexibility to carry out a reverse stock split. The Board may, for 12 months, choose a reverse split ratio between one-for-five and one-for-thirty of the company’s outstanding and treasury common shares, while keeping the number of authorized shares unchanged.
Stockholders also approved the ability to adjourn and reconvene the special meeting if more time were needed to gather votes for the reverse split or to establish a quorum. Both proposals received strong support based on the final voting results reported.
BNB PLUS CORP. director option grant: Director SHAMASH YACOV A received an incentive stock option covering 77,038 shares of Common Stock on March 27, 2026. The option has an exercise price of $0.69 per share and expires on March 27, 2036.
The award is compensation-related rather than an open-market trade. According to the vesting terms, 25% of the option vests on the grant date, with the remaining 75% vesting in 25% increments each quarter starting 90 days after the grant date. After this grant, the director holds 77,038 derivative securities linked to the company’s common stock.
BNB PLUS CORP. director Robert B. Catell received an incentive stock option grant covering 77,038 shares of common stock. The option has an exercise price of $0.69 per share and expires on March 27, 2036. Following this grant, he holds options for 77,038 shares directly. According to the terms, the options vest 25% on the grant date, then 25% per quarter beginning 90 days after the grant, creating a staged vesting schedule tied to ongoing service.
BNB PLUS CORP. director Judith Murrah received an incentive stock option grant covering 77,038 shares of common stock. The options have an exercise price of $0.69 per share and expire on March 27, 2036. The award vests 25% on the grant date, then 25% each quarter starting 90 days later. Following this grant, Murrah holds derivative rights over 77,038 shares as part of her equity-based compensation and did not conduct any open-market buy or sell transaction in this filing.