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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C., 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): April 27, 2026
BONK,
INC.
(Exact
name of registrant as specified in charter)
| Delaware |
|
001-39569 |
|
83-2455880 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
18801
N Thompson Peak Pkwy Ste 380, Scottsdale, AZ 85255
(Address
of principal executive offices) (Zip Code)
(561)
244-7100
(Registrant’s
telephone number, including area code)
Not
Applicable
(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 of the registrant under
any of the following provisions (see General Instruction A.2. below):
| ☐ |
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 |
|
BNKK |
|
The
Nasdaq Stock Market LLC
(The
Nasdaq Capital Market) |
| |
|
|
|
|
| Warrants,
each exercisable for one share of Common Stock at $8.50 per share |
|
BNKKW |
|
The
Nasdaq Stock Market LLC
(The
Nasdaq Capital Market) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mart 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; Compensatory Arrangements of
Certain Officers
On
April 27, 2026 the board of directors (the “Board”) of Bonk, Inc. (the “Company”) appointed Mitchell
Rudy to serve as President of the Company, effective immediately.
On
April 27, 2026, the Company entered into an employment agreement (the “Employment Agreement”) with Mitchell Rudy.
Under
the terms of the Employment Agreement, for serving as the Company’s President, Mr. Rudy will receive an annual base salary equal
to $150,000. In addition, Mr. Rudy will be eligible to participate in the Company’s health, life, and disability insurance programs
and such other benefit programs as the Company may establish from time to time for its employees, in accordance with the Company’s
established procedures. The Employment Agreement includes typical non-disclosure and restrictive covenant provisions that the executive
must comply with.
The
above summary does not purport to be a complete summary of the Employment Agreement and is qualified in its entirety by reference to
the full text of the Employment agreement, a copy of which is filed herewith as Exhibit 10.1 and which is incorporated by reference herein.
There
are no arrangements or understandings between Mr. Rudy and any other persons pursuant to which he was appointed as President. There are
no family relationships between Mr. Rudy and any director or executive officer of the Company. Mr. Rudy is not a party to any transaction
requiring disclosure pursuant to Item 404(a) of Regulation S-K.
Item
7.01 Regulation FD Disclosure.
On
April 29, 2026, the Company issued a press release regarding the appointment, a copy of which is furnished as Exhibit 99.1 hereto.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
| Exhibit |
|
Description |
| |
|
|
| 10.1 |
|
Employment Agreement, dated April 27, 2026, by and between Mitchell Rudy and the Company |
| 99.1 |
|
Press Release dated April 29, 2026 announcing appointment of Mitchell Rudy as President |
| 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.
Date:
April 29, 2026
| BONK,
INC. |
|
| |
|
|
| By: |
/s/
Jarrett Boon |
|
| |
Jarrett
Boon |
|
| |
Chief
Executive Officer |
|
Exhibit
99.1
Bonk,
Inc. Names Mitchell Rudy President To Drive Path To Profitability And Direct Business Incubation
SCOTTSDALE,
AZ / ACCESS Newswire / April 29, 2026 / Bonk, Inc. (NASDAQ:BNKK) (“the Company”), a premier digital infrastructure
company bridging traditional public markets and the decentralized economy, today announced the appointment of its founder, Mitchell
Rudy (known professionally as Nom), as President. Rudy, who will continue to serve as a member of the Company’s Board of Directors, will
lead the integration of high-growth digital asset strategies and direct business incubation into the Company’s core operations.
A
Mandate for Profitability and Strategic Ownership As President, Rudy has established a clear three-pillar mandate to drive shareholder
value:
| ● | Path
to Profitability: Achieving consistent corporate profitability through the scaling of
high-margin digital revenue streams. |
| ● | Targeted
Asset Accumulation: Increasing the Company’s relative ownership of the BONK digital
asset toward a target metric of 5% of the total supply. |
| ● | Direct
Business Incubation: Launching new business lines directly out of BNKK to ensure maximum
value capture for shareholders, moving beyond the Joint Venture model. |
Expanding
the “Revenue Flywheel” and New Verticals Under Rudy’s leadership, the Company is aggressively diversifying its profile
beyond consumer beverages. The Company is currently focusing on expanding its Real-World Asset (RWA) capabilities and preparing for a
major push into prediction markets and social betting verticals.
“Taking
on the role of President allows me to be significantly more active in our capital generation and long-term plans than was possible in
a board role alone,” said Mitchell Rudy (Nom). “We are moving toward a diversified digital infrastructure powerhouse.
This includes our existing partnership with dYdX for the BONK.trade platform and an aggressive focus on RWA and social
betting verticals.”
Executive
Commentary “Nom is the architect of our digital pivot,” said Jarrett Boon, CEO of Bonk, Inc.. “By moving him
into the President’s office while retaining his seat on the Board, we are putting our most aggressive strategist at the helm of our most
important projects. This ensures that our long-term vision is executed with precision and speed.”
Rudy
added: “The disconnect between our market cap and our underlying asset value-specifically our $30 million interest in BONK.fun-is
something we are going to fix through pure execution. By launching businesses directly under the BNKK ticker, we ensure that every dollar
of value created stays with our shareholders.”
About
Bonk, Inc. Bonk, Inc. (Nasdaq:BNKK) is a digital-infrastructure company bridging traditional public markets and the decentralized
economy. Operating out of Scottsdale, AZ, the Company manages revenue-generating assets within the Solana ecosystem and operates a specialized
beverage division.
Safe
Harbor Statement
This
press release contains forward-looking statements. Such statements are subject to risks and uncertainties, and actual results could differ
materially. Factors include the performance of digital assets, operational success of the beverage division, and market volatility. The
Company assumes no obligation to update forward-looking statements.