[8-K] BOK Financial Corp Reports Material Event

Rhea-AI Filing Summary

Nova Minerals Limited (NVA) filed a Form 6-K detailing the completion of its U.S. initial public offering of American Depositary Shares (ADS).

• The company entered an underwriting agreement on 14 Jul 2025 with ThinkEquity to sell 1,200,000 ADS (1 ADS = 60 ordinary shares) at $9.25 per ADS, generating gross proceeds of $11.1 million.
• Underwriters received a 45-day option for up to 120,000 additional ADSs. They partially exercised the option on 17 Jul 2025, purchasing 108,400 ADS at the same price.
• Closing of the over-allotment occurred on 18 Jul 2025, lifting total gross proceeds to $12.21 million before underwriting discounts and offering expenses.
• The filing contains no information on use of proceeds, dilution magnitude or updated guidance.

The report is furnished, not filed, under the Exchange Act and is not incorporated by reference unless specifically stated in future filings.

Positive

• $12.21 million gross proceeds increase cash reserves without adding debt
• Successful partial over-allotment exercise signals investor demand for the ADS offering

Negative

• Issuance of 1.31 million new ADSs (including over-allotment) creates equity dilution
• Filing provides no detail on use of proceeds, limiting visibility into strategic impact

Insights

Equity Capital Markets Analyst

TL;DR: $12.2 M raise boosts liquidity but dilutes equity; impact neutral until use of proceeds clarified.

The offering strengthens Nova Minerals’ cash position, potentially funding exploration or development without incurring debt. However, issuing 1.31 million new ADSs (incl. partial over-allotment) increases share count and may weigh on per-share metrics. With no disclosed allocation of funds or updated business plan, investors cannot yet gauge accretion. Overall, the transaction is a standard capital raise with limited immediate valuation impact.

Mining Industry Specialist

TL;DR: Fresh capital supports project advancement; modestly positive for long-term asset development.

For junior miners, access to equity markets is critical. Securing U.S. investors at $9.25 per ADS validates market interest and provides resources to progress the Estelle Gold Project. While dilution is inherent, raising funds during a challenging commodity cycle is constructive and may shorten time to feasibility studies if proceeds are deployed efficiently.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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):

July 21, 2025

Commission File No. 001-37811

BOK FINANCIAL CORP

(Exact name of registrant as specified in its charter)

Oklahoma									73-1373454
(State or other jurisdiction of Incorporation or Organization)									(IRS Employer Identification No.)
Bank of Oklahoma Tower
Boston Avenue at Second Street
Tulsa,			Oklahoma						74192
(Address of Principal Executive Offices)									(Zip Code)

 (918) 588-6000

(Registrant’s telephone number, including area code)

N/A

__________________________________________

(Former name or former address, if changes 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:

☐ 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

Name of each exchange on which registered

Common Stock, par value $0.00006 per share

BOKF

Nasdaq Stock 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 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. ¨

INFORMATION TO BE INCLUDED IN THE REPORT

ITEM 2.02. Results of Operations and Financial Condition.

On July 21, 2025, BOK Financial Corporation (“BOK Financial”) issued a press release announcing its financial results for the three and six months ended June 30, 2025 (“Press Release”). The full text of the Press Release is attached as Exhibit 99.1(a) to this report and is incorporated herein by reference. On July 21, 2025, in connection with the issuance of the Press Release, BOK Financial released financial information related to the three and six months ended June 30, 2025 (“Financial Information”), which includes certain historical financial information relating to BOK Financial. The Financial Information is attached as Exhibit 99.1(b) to this report and is incorporated herein by reference.

ITEM 7.01. Regulation FD Disclosure.

On July 21, 2025, in connection with the issuance of the Press Release, BOK Financial released financial information related to the three and six months ended June 30, 2025 (“Financial Information”), which includes certain historical financial information relating to BOK Financial. The Financial Information is attached as Exhibit 99.2(a) to this report and is incorporated herein by reference.

ITEM 9.01. Financial Statements and Exhibits.

(d)    Exhibits

99.1    Text of Press Release, dated July 21, 2025, titled "BOK Financial Corporation reports quarterly earnings of $140 million, or $2.19 per share, in the second quarter" and Financial Information for the Three and Six Months Ended June 30, 2025.

99.2    Earnings conference call presentation, dated July 22, 2025, titled “Q2 Earnings Conference Call" for the Three and Six Months Ended June 30, 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.

                        BOK FINANCIAL CORPORATION

                        By: /s/ Martin E. Grunst            

                         Martin E. Grunst

                         Executive Vice President

                         Chief Financial Officer

Date: July 21, 2025

FAQ

How many ADSs did Nova Minerals (NVA) sell in the July 2025 offering?

The company sold 1,308,400 ADSs (1,200,000 initial + 108,400 over-allotment).

What was the public offering price per ADS for NVA?

Each ADS was priced at $9.25.

How much capital did Nova Minerals raise from the ADS sale?

Gross proceeds totaled $12.21 million before underwriting discounts and expenses.

Did the underwriters exercise their over-allotment option?

Yes, they partially exercised it, purchasing 108,400 ADSs.

Is this Form 6-K incorporated into other SEC filings?

No; it is furnished, not filed, and will only be incorporated by specific reference in future filings.