The BXBL SEC filings page is centered on regulatory documents and disclosures connected to BOXABL Inc. and FG Merger II Corp. in relation to the proposed business combination that is expected to lead to trading under the BXBL ticker symbol on the Nasdaq Stock Market. While BXBL itself is associated with a reserved ticker, key information about the transaction and the companies involved appears in filings made by FG Merger II Corp. and BOXABL with the U.S. Securities and Exchange Commission (SEC).
FG Merger II Corp. has filed a Current Report on Form 8-K that includes the Agreement and Plan of Merger with BOXABL, as well as a registration statement on Form S-4. The Form S-4 is intended to contain preliminary and definitive proxy statements for FGMC shareholders and a prospectus describing the securities to be issued to BOXABL shareholders in connection with the proposed transaction. These filings provide details on the structure of the merger, the conditions to closing, and the expectations surrounding the combined company’s use of the BXBL ticker.
On this page, users can review SEC documents such as the Form S-4, related proxy materials, and any additional reports filed in connection with the proposed merger. AI-powered summaries help explain the key points of lengthy filings, highlight the sections that describe the planned BXBL listing, and clarify risk factors, transaction terms, and shareholder voting procedures. As new filings are submitted to EDGAR, they can be incorporated with real-time updates, allowing investors to follow changes to the merger agreement, amendments to the registration statement, and other regulatory developments.
Although there are no BXBL-specific periodic reports like standalone 10-K or 10-Q filings at this stage, this page serves as a central reference for the SEC documents that define the regulatory and transactional context for the BXBL ticker, BOXABL, and FG Merger II Corp.
BOXABL Inc. (BXBL) is identified as the issuer, but the ownership statement names FG Merger II Corp. RiverNorth Capital Management, LLC reports 0 beneficially owned shares, or 0%, of FG Merger II Corp. common stock. Its sole and shared voting powers and sole and shared dispositive powers are each reported as 0. Marcus Collins, General Counsel and Chief Compliance Officer, signed the statement.
BOXABL Inc. (BXBL) director Timothy Alan Goldsmith’s holding entry dated September 23, 2026 lists 0 shares of Class A Common Stock held directly. The Class A Common Stock has a stated par value of $0.0001 per share.
BOXABL Inc. amended its at-the-market offering of Class A common stock, with an aggregate offering price of up to $100,000,000, to correct a date and restate dilution calculations. The illustration assumes 25,125,628 shares sold at $3.98 per share, for approximately $100,000,000 in gross proceeds. After estimated commissions and offering expenses, as-adjusted net tangible book value would be approximately $146.6 million, or $0.55 per share, with $3.43 per-share dilution to new investors. The amendment corrects the initial Form S-3 filing date to July 27, 2026; the share-count assumptions are 9,471,524 Class A shares and 232,083,710 Class B shares outstanding as of September 23, 2026.
BOXABL Inc. entered into an at-the-market sales agreement allowing it, from time to time, to offer and sell its Class A common stock through or to Virtu Americas LLC, A.G.P./Alliance Global Partners, Cohen & Company Capital Markets, Maxim Group LLC and Roth Capital Partners for an aggregate sales price of up to $100,000,000. Sales may occur as at-the-market offerings under Rule 415 or by other methods permitted by the agreement and applicable law. The shares will be issued under a shelf registration statement effective August 10, 2026; BOXABL filed a prospectus supplement on September 25, 2026.
Each agent is entitled to a commission of up to 3.0% of gross proceeds from each sale. BOXABL agreed to reimburse agent fees and expenses, including counsel fees, up to $75,000, payable upon execution of the agreement. BOXABL has no obligation to sell any ATM Shares and may suspend offers at any time.
BOXABL Inc. may offer and sell Class A common stock with an aggregate offering price of up to $100,000,000 through an at-the-market program. Sales may occur through agents at market or negotiated prices, with commissions of up to 3.0% of gross proceeds. BOXABL expects to use net proceeds for working capital, general corporate purposes, capital expenditures, product development and potential acquisitions, retaining broad discretion over their allocation.
The $100,000,000 supplement offering is included in the $500,000,000 shelf. Separately, the base prospectus registers up to 3,325,380 Class A shares for resale by selling securityholders; BOXABL receives no proceeds from those resales. An illustrative dilution calculation assumes 25,125,628 shares sold at $3.98 per share and states $3.43 per-share dilution for new investors.
As of July 23, 2026, BOXABL had manufactured 816 Casitas and delivered 325 in 10 states. LC Vegas Acquisitions, LLC entered a purchase agreement for up to 1,580 ranch homes over three years, in batches of 50; potential purchases are approximately $233 million, subject to adjustment following engineering and material selections. The buyer is not required to purchase any homes and may terminate at any time upon written notice.
BOXABL Inc. (BXBL) appointed Timothy Goldsmith as a director effective September 24, 2026, filling a new board position. He was named Audit Committee chair and a member of the Nominating and Corporate Governance Committee. The board determined he is independent under Nasdaq and SEC rules and qualifies as an audit committee financial expert. Goldsmith spent nearly 21 years at EY and was an audit partner from 2018 to 2026, overseeing more than 20 audits.
His non-employee director package provides a $75,000 annual cash retainer, paid quarterly in arrears, and $175,000 in restricted stock units with a one-year cliff vesting period. It also provides $20,000 in annual cash compensation for the Audit Committee chair role and $6,000 for Nominating and Corporate Governance Committee service; each amount is prorated for the partial year beginning September 24, 2026. Morris A. Davis remains on the Audit Committee and becomes Nominating and Corporate Governance Committee chair. Zvi Yemini remains on that committee after removal as chair and was removed from the Audit Committee; Larry G. Swets was removed from the Nominating and Corporate Governance Committee.
BOXABL Inc. (BXBL) filed an initial statement of beneficial ownership reporting the holdings of director and Chief Financial Officer Larry H. King. The filing lists 0 shares of Class A Common Stock held directly after the reported event, and does not show any derivative securities.
BOXABL Inc. (BXBL) reported senior finance leadership changes, concluding the employment of Chief Financial Officer Martin Costas effective September 11, 2026, stating that his departure was not due to any disagreement regarding operations, policies, or practices.
Effective September 14, 2026, the Board appointed Larry KingHeather Clayton
BOXABL Inc. (BXBL) filed an amended current report to restate the unaudited pro forma condensed combined financial information related to its completed business combination with the FG Merger II Corp. SPAC. The amendment corrects the presentation of a forward purchase agreement, a material prepaid directors’ and officers’ insurance contract, and transaction costs.
The business combination is accounted for as a reverse recapitalization, with BOXABL as the accounting acquirer and the SPAC treated as a shell. BOXABL stockholders receive merger consideration valued at $3.5 billion, comprising 246,524,760 common shares and 103,475,240 preferred shares of the public company at a deemed $10 per share.
After actual redemptions of 3,466,086 SPAC public shares, BOXABL stockholders are projected to own about 68.93% of combined company common stock and 28.93% of preferred shares, with SPAC public holders owning roughly 1.49% of common stock. Pro forma 2025 figures show revenue of $1.5 million and a net loss attributable to common stockholders of $74.1 million, highlighting substantial losses at this stage.
BOXABL Inc. (BXBL) is identified as the issuer in a Form 25 filing where Nasdaq Stock Market LLC notifies the SEC of the removal from listing and/or registration under Section 12(b) of a class of securities described as FG Merger II Corp. Unit & Rights. Nasdaq states that it has complied with its own rules to strike this class of securities from listing and/or withdraw its registration and that the issuer has complied with the exchange’s rules and the requirements of 17 CFR 240.12d2-2(c) governing voluntary withdrawal from listing and registration. The notification is signed on behalf of Nasdaq by Jennifer Fainer, CDO Analyst, certifying that Nasdaq has reasonable grounds to believe it meets all requirements for filing Form 25.