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  4. [8-K] Boxlight Corp Reports Material Event

Boxlight (NASDAQ: BOXL) converts part of J.J. Astor loan into stock

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Boxlight Corporation (BOXL) amended its Inventory Finance Agreement with related party J.J. Astor & Co. through two debt-for-equity conversions in August 2026. On August 17, 2026, the company converted $75,608.38 of outstanding balance into 30,290 common shares at a $2.49615 Conversion Price per share. On August 19, 2026, it converted an additional $92,357.55 into 37,000 common shares at the same Conversion Price. J.J. Astor is led by Michael Pope, Boxlight’s chairman and principal executive officer, and is beneficially owned by a private investment fund managed by him, making these related-party transactions.

Positive

  • None.

Negative

  • None.

Filing Explained

The disclosed debt-for-equity conversions add shares to the company’s share count; absent offsetting changes, that reduces existing holders’ percentage ownership.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Debt converted (Second Amendment) $75,608.38 Outstanding balance under Inventory Finance Agreement converted on August 17, 2026
Shares issued (Second Amendment) 30,290 shares Common stock issued on August 17, 2026 at Conversion Price
Debt converted (Third Amendment) $92,357.55 Outstanding balance under Inventory Finance Agreement converted on August 19, 2026
Shares issued (Third Amendment) 37,000 shares Common stock issued on August 19, 2026 at Conversion Price
Conversion Price $2.49615 per share Price used to convert debt into Boxlight common stock under both amendments
Inventory Finance Agreement financial
"amendments to that certain inventory finance agreement, dated May 27, 2025"
An inventory finance agreement is a financial arrangement where a business borrows money using its stock of goods as collateral. It allows companies to free up cash tied in inventory, helping them manage cash flow and support growth. For investors, understanding this agreement reveals how a company funds its operations and manages inventory risks.
Conversion Price financial
"shares of common stock at a conversion price of $2.49615 per share"
The conversion price is the fixed price at which a convertible security, like a bond or preferred stock, can be exchanged for shares of common stock. It acts like a set rate that determines how many shares an investor can receive if they choose to convert their investment. This helps investors understand the value and potential benefits of converting their securities into company shares.

FAQ

What did Boxlight (BOXL) announce regarding its Inventory Finance Agreement in August 2026?
Boxlight converted portions of its Inventory Finance Agreement balance with J.J. Astor into equity. It exchanged $75,608.38 for 30,290 shares on August 17, 2026 and $92,357.55 for 37,000 shares on August 19, 2026 at $2.49615 per share.

How many Boxlight (BOXL) shares were issued in the August 2026 conversions?
Boxlight issued a total of 67,290 shares of common stock through two conversions: 30,290 shares on August 17, 2026 and 37,000 shares on August 19, 2026, each at a Conversion Price of $2.49615 per share.

What amounts of debt did Boxlight (BOXL) convert to equity under the August 2026 amendments?
Boxlight converted $75,608.38 of outstanding balance on August 17, 2026 and $92,357.55 on August 19, 2026 under its Inventory Finance Agreement with J.J. Astor, issuing common stock at a $2.49615 Conversion Price per share.

Who is J.J. Astor in relation to Boxlight (BOXL)?
J.J. Astor & Co. is party to Boxlight’s Inventory Finance Agreement and is a related party. Michael Pope, Boxlight’s chairman and principal executive officer, is J.J. Astor’s chief executive officer, and J.J. Astor is beneficially owned by a private investment fund managed by him.

What type of transaction did Boxlight (BOXL) use to modify its obligations to J.J. Astor?
Boxlight used debt-for-equity conversions. It amended the Inventory Finance Agreement so that portions of the outstanding balance were converted into shares of Boxlight common stock at a stated Conversion Price instead of remaining as debt.

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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): August 17, 2026

 

BOXLIGHT CORPORATION

(Exact name of registrant as specified in its charter)

 

Nevada   001-37564   36-4794936
(State or other jurisdiction
of Incorporation)		   (Commission File Number)  

(IRS Employer

Identification No.)

 

2750 Premiere Parkway, Ste. 900

Duluth, Georgia 30097

(Address Of Principal Executive Offices) (Zip Code)

 

678-367-0809

(Registrant’s Telephone Number, Including Area Code)

 

N/A

(Former name or formed 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:

 

☐ 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
Class A Common Stock, par value $0.0001 per share    BOXL   The Nasdaq Stock Market LLC

 

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. ☐

 

 

 

 

 

Item 1.01 Entry into a Material Definitive Agreement.

 

On August 17, 2026 and August 19, 2026, respectively, Boxlight Corporation, a Nevada corporation (the “Company”), entered into two related but distinct amendments to that certain inventory finance agreement, dated May 27, 2025, as amended and restated on November 3, 2025 (the “Inventory Finance Agreement”), with J.J. Astor & Co., a Utah corporation (“J.J. Astor”). The Inventory Finance Agreement was previously amended on April 1, 2026 (the “First Amendment”), as disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 7, 2026. The amendments are referred to herein as the “Second Amendment” and the “Third Amendment,” respectively. Michael Pope, chairman of the Company’s board of directors and principal executive officer, is the chief executive officer of J.J. Astor, which is beneficially owned, directly or indirectly, by a private investment fund managed by Mr. Pope. Accordingly, J.J. Astor is a related party to the Company in each transaction described below.

 

On August 17, 2026, pursuant to the Second Amendment, $75,608.38 of the outstanding balance under the Inventory Finance Agreement was converted into 30,290 shares of common stock (the “Conversion Shares”) at a conversion price of $2.49615 per share (the “Conversion Price”). The description of the Second Amendment set forth in this Item 1.01 is not complete and is qualified in its entirety by reference to the full text of the Second Amendment, a copy of which is filed herewith as Exhibit 10.1.

 

On August 19, 2026, pursuant to the Third Amendment, $92,357.55 of the outstanding balance under the Inventory Finance Agreement was converted into 37,000 Conversion Shares at the Conversion Price of $2.49615 per share. The description of the Third Amendment set forth in this Item 1.01 is not complete and is qualified in its entirety by reference to the full text of the Third Amendment, a copy of which is filed herewith as Exhibit 10.2.

 

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Item 9.01 Financial Statements and Exhibits.

 

Exhibit No.   Description
10.1   Amended and Restated Agreement between the Company and J.J. Astor dated August 17, 2026
10.2   Amended and Restated Agreement between the Company and J.J. Astor dated August 19, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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SIGNATURES

 

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.

 

  BOXLIGHT CORPORATION
Dated: August 25, 2026  
  By: /s/ Jennifer Grabow
 

Name:

Jennifer Grabow

  Title: Interim Chief Financial Officer

 

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Source: View Original Filing on SEC EDGAR

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