BTBD files Form 144 for 1,033,540-share sale via Benchmark

Rhea-AI Filing Summary

BT Brands, Inc. (BTBD) filed a Form 144 notifying a proposed sale of 1,033,540 common shares through The Benchmark Company LLC on 10/10/2025 on the NASDAQ. The filing lists an aggregate market value of $2,046,409 for the shares and reports 6,154,724 shares outstanding, indicating the size of the proposed block relative to the company's total share count. The shares were originally acquired in a share exchange from the issuer on 07/30/2018, with 2,176,680 shares recorded as acquired at that time. No securities were reported sold by the holder in the prior three months, and the filer affirms no undisclosed material adverse information. The filing provides broker contact details and the required representations under Rule 144.

Positive

• Form 144 filed disclosing a proposed sale of 1,033,540 shares
• Broker identified as The Benchmark Company LLC for the transaction
• Acquisition history disclosed: shares acquired via share exchange on 07/30/2018

Negative

• Proposed sale size (1,033,540 shares) is disclosed alongside total outstanding (6,154,724), indicating a sizeable block
• Form 144 not a confirmation of sale; actual execution and timing remain uncertain in this notice

Insights

Securities Compliance Counsel

Form 144 filed for a proposed Rule 144 sale of BTBD shares on 10/10/2025.

The notice documents a proposed sale of 1,033,540 common shares via The Benchmark Company LLC, meeting Rule 144 notification requirements for an anticipated public sale.

The filer states the shares were acquired in a share exchange on 07/30/2018 and affirms no undisclosed material adverse information, which is the standard Rule 144 representation. This filing itself does not confirm completion of the sale; it only notifies intent.

Equity Capital Markets Analyst

Large proposed block disclosed versus outstanding share count.

The filing shows an aggregate market value of $2,046,409 for 1,033,540 shares and reports 6,154,724 shares outstanding, providing concrete figures investors can use to assess the sale's scale.

No sales in the prior three months were reported, and the shares were originally received in a share exchange on 07/30/2018, which clarifies the acquisition history relevant to Rule 144 eligibility.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	The Benchmark Company LLC 150 East 58th St New York NY 10155	1033540	2046409	6154724	10/10/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	07/30/2018	Share Exchange	ISSUER			2176680	07/30/2018	Exchange of Shares

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does BTBD's Form 144 disclose about the proposed sale?

The filing notifies a proposed sale of 1,033,540 common shares with an aggregate market value of $2,046,409, to be executed through The Benchmark Company LLC on 10/10/2025 on the NASDAQ.

How many BTBD shares are outstanding according to the filing?

The Form 144 reports 6,154,724 shares outstanding.

When and how were the shares to be sold originally acquired?

The shares were acquired in a share exchange from the issuer on 07/30/2018, totaling 2,176,680 shares at acquisition.

Does the Form 144 confirm the sale was completed?

No. The Form 144 is a notice of proposed sale; it does not confirm execution or settlement of the transaction.

Were any BTBD shares sold by the filer in the past three months?

The filing states Nothing to Report for securities sold during the past three months.