Every 8-K that BT Brands, Inc. (BTBD) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow BTBD and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full BTBD filings page.
BT Brands, Inc. held its 2026 Annual Meeting of Shareholders on June 19, 2026. As of the May 29, 2026 record date, 6,184,724 shares of common stock were outstanding and entitled to vote, and 3,355,159 shares were present in person or by proxy, establishing a quorum.
Shareholders elected all four director nominees to one-year terms. For example, Gary Copperud received 2,430,561 votes for and 46,058 withheld, while Fred Croci received 2,450,226 votes for and 26,393 withheld. Each director will serve until a successor is duly elected and qualified.
BT Brands, Inc. reported that Kenneth Brimmer resigned as a member of the Board of Directors and as Chief Financial Officer, effective May 26, 2026. He also stepped down as the company’s principal financial officer and principal accounting officer. The company states his resignation was not due to any disagreement regarding operations, policies, practices, financial reporting, or accounting matters. A successor CFO, principal financial officer, and principal accounting officer has not yet been appointed, and BT Brands plans to announce any successor or interim officer in a later disclosure.
BT Brands, Inc. terminated its previously announced Agreement and Plan of Merger with Aero Velocity Inc. after the merger agreement’s contractual term expired. The registration statement for the transaction was required to be declared effective by the SEC by April 30, 2026, which did not occur, so the merger ended in accordance with its terms.
The company states it has no remaining agreements or arrangements with Aero Velocity and is no longer pursuing the proposed transaction. Management emphasizes a continued focus on maximizing long-term shareholder value by improving restaurant profitability, strengthening cash flow, and maintaining balance sheet flexibility.
BT Brands, Inc. reports that its proposed merger partner, Aero Velocity, has formed a strategic partnership with AC Future to develop a Mobile Drone Launch Vehicle platform for U.S. military and public-sector use. The platform aims to provide a fully mobile, self-contained drone launch, recovery, and command system for contested and infrastructure-limited environments.
The collaboration combines Aero Velocity’s defense-focused unmanned aerial systems with AC Future’s advanced mobility and smart platform engineering. It supports missions such as intelligence, surveillance and reconnaissance, electronic warfare, logistics resupply, and emergency response, and fits into Aero Velocity’s broader AeroShield Alliance strategy. BT Brands also reiterates that it has a definitive merger agreement with Aero Velocity, with the combined company expected to operate as “Aero Velocity Inc.” after closing, subject to stockholder approvals and customary conditions.
BT Brands, Inc. filed a current report to note that it obtained and filed the consent of its independent registered public accounting firm for use in a Registration Statement on Form S-3. The consent, dated March 30, 2026, allows the firm’s audit report on the company’s consolidated financial statements for the fiscal year ended December 28, 2025, as included in the Form 10-K, to be incorporated by reference into the Form S-3 and cited under the “Experts” section. The consent is furnished as Exhibit 23.1, alongside Exhibit 104 for the cover page Inline XBRL data.
BT Brands’ proposed merger partner Aero Velocity and fellow AeroShield Alliance members are establishing a new Mississippi headquarters to expand their public-sector infrastructure technology platform. The move is intended to speed deployment of AI-driven infrastructure analytics and drone-based data collection for state and local governments.
The initiative centers on a Rural Transportation Resilience Center at Holmes Community College, supported by local leaders and U.S. Senators Cindy Hyde-Smith and Roger Wicker. If U.S. Department of Transportation grants are awarded, the program is expected to fund AI-enabled inspections across more than 70,000 linear miles of Mississippi roads, support workforce training for about 200 residents, and create an additional 100 jobs over three years.
The release also reiterates that BT Brands and Aero Velocity have a definitive merger agreement under which the combined company is expected to be renamed “Aero Velocity Inc.” and listed on the Nasdaq Capital Market, with Mark Hastings as CEO, subject to stockholder approvals and customary closing conditions.
BT Brands’ proposed merger partner Aero Velocity has entered a strategic alliance with SoftWash Systems to launch an integrated drone-based exterior cleaning solution. The partnership combines Aero Velocity’s commercial UAV platforms with SoftWash’s low-pressure, biodegradable cleaning technology to reach difficult and hazardous surfaces more safely and efficiently.
The companies plan joint go-to-market efforts targeting a global commercial exterior cleaning market estimated at more than $1 billion annually, and expect the initiative to contribute meaningfully to 2026 revenue growth. SoftWash supports over 100 affiliates and franchisees across seven countries, generating more than $39 million in 2025 revenue, providing a ready distribution channel for the new drone-washing offering.
BT Brands, Inc. reported that Nasdaq notified the company on January 14, 2026 that it is not in compliance with Listing Rule 5620(a) because it did not hold an annual shareholder meeting for the fiscal year ended December 31, 2024. The notice is a deficiency notification only and does not immediately affect the listing or trading of BT Brands’ common stock or warrants on the Nasdaq Capital Market.
The company has until March 2, 2026 to submit a compliance plan and, if accepted, may receive an extension through June 29, 2026 to hold the required meeting. BT Brands also highlighted a pending business combination with Aero Velocity, Inc. to be voted on at a special meeting after effectiveness of a Form S-4 registration statement. Under the merger agreement, if the special meeting is not held and the related matters are not approved by April 30, 2026, the parties may terminate the merger, after which BT Brands expects to call an annual meeting to elect directors.
BT Brands, Inc. (BTBD) has amended its existing at-the-market equity program with Maxim Group LLC as sales agent. The board approved an increase in the aggregate offering capacity from $3,005,000 to $3,565,880, allowing the company to sell additional shares of common stock over time through at-the-market transactions.
The company plans to file a prospectus supplement to its Form S-3 shelf registration to cover the offer and sale of up to $3,565,880 of common stock under this program. BT Brands also filed the amendment to the equity distribution agreement and a related legal opinion as exhibits to this report.