BOXABL inks potential $233M ranch home deal

Q: What agreement did BOXABL Inc. (BXBL) announce with LC Vegas Acquisitions, LLC?

BOXABL Inc. entered a Product Purchase Agreement with LC Vegas Acquisitions, LLC, covering the potential purchase of up to 1,580 ranch homes over three years, in batches of at least 50 units, for an aggregate potential amount of approximately $233 million.

Q: Is LC Vegas Acquisitions obligated to buy homes from BOXABL (BXBL) under this agreement?

No. The buyer is not required to purchase any homes and may terminate the agreement at any time by written notice, but must pay for approved work and expenses incurred by BOXABL up to termination.

Q: What are the key financial terms of the BOXABL (BXBL) ranch home agreement?

The agreement contemplates up to 1,580 homes over three years with an aggregate potential of about $233 million. The buyer will pay $100,000 toward engineering and design, and further deposits may trigger stock incentives for the buyer.

Q: What obligations does BOXABL (BXBL) have regarding resale registration of incentive shares?

BOXABL agrees to register the Class A Common Stock issued as incentives for resale within 120 days after receiving the final payment associated with the purchase order for which the incentive shares were granted.

Q: What work responsibilities does BOXABL (BXBL) have under the Product Purchase Agreement?

BOXABL is responsible for engineering and design, interior mechanicals, plumbing and electrical, securing State of Nevada plan approval, and providing local oversight and project management for site installation of the ranch homes.

BOXABL Inc. (BXBL) entered into a Product Purchase Agreement with LC Vegas Acquisitions, LLC for the potential purchase of up to 1,580 BOXABL ranch homes over a three-year period, in minimum batches of 50 units.

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Form Type

8-K

Rhea-AI Filing Summary

BOXABL Inc. (BXBL) entered into a Product Purchase Agreement with LC Vegas Acquisitions, LLC for the potential purchase of up to 1,580 BOXABL ranch homes over a three-year period, in minimum batches of 50 units. The homes are a new three-bedroom, 2.5-bath design of about 1,400 square feet plus a carport.

The Company will handle engineering, design, interior mechanicals, utilities, Nevada plan approvals, and local project management, while the buyer is responsible for site development, finishes, and permits. The aggregate potential purchase amount is approximately $233 million, but the buyer has no obligation to order any homes and may terminate on notice, subject to paying for approved work and expenses. An amendment provides equity incentives: BOXABL will issue Class A Common Stock based on Nasdaq volume weighted average price when deposits are made, with stock valued at $1 million, $2 million, or $3 million for deposit amounts between $10–19.9 million, $20–29.9 million, and $30 million or more, respectively, subject to beneficial ownership limits, and will register these shares for resale within 120 days after final payment on the related purchase order.

Filing Explained

The agreement includes an engineering and design payment; BOXABL reported $86,887 in cash at June 30, 2026, while its second-quarter operating cash outflow was $878,572, equal to 9 days of cash at that rate.

Sources and calculations

BOXABL Inc. Form 8-K (2026-08-28)
BOXABL Inc. 2026 second-quarter fundamentals (2026Q2)

Available liquidity against the last reported quarterly operating outflow, in days at that rate $86,887 / ($878,572 / 91) = 9 days

8-K Event Classification

3 items: 1.01, 3.02, 9.01

3 items

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 3.02 Unregistered Sales of Equity Securities Securities

The company sold equity securities in a private placement or other unregistered transaction.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Aggregate potential purchase amount: $233 million Maximum number of homes: 1,580 homes Agreement term: three-year period +5 more

8 metrics

Aggregate potential purchase amount $233 million Potential total under Product Purchase Agreement, subject to adjustment

Maximum number of homes 1,580 homes Maximum BOXABL ranch homes contemplated over three years

Agreement term three-year period Duration over which homes may be purchased

Engineering and design payment $100,000 Buyer payment toward engineering and design work

Equity incentive for $10–19.9 million deposit $1 million in Class A Common Stock Issued based on Nasdaq VWAP on deposit date

Equity incentive for $20–29.9 million deposit $2 million in Class A Common Stock Issued based on Nasdaq VWAP on deposit date

Equity incentive for ≥$30 million deposit $3 million in Class A Common Stock Issued based on Nasdaq VWAP on deposit date

Resale registration deadline 120 days Time after final payment to register incentive shares for resale

Key Terms

Product Purchase Agreement, volume weighted average price, beneficial ownership limitations, Unregistered Sales of Equity Securities, +1 more

5 terms

Product Purchase Agreement financial

"entered into a Product Purchase Agreement (the “Agreement”)"

volume weighted average price financial

"based on the volume weighted average price of the Class A Common Stock"

The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.

beneficial ownership limitations financial

"subject to certain beneficial ownership limitations"

Beneficial ownership limitations are rules or contractual caps that restrict how much of a company’s stock an individual or entity can be treated as owning or controlling for legal, regulatory or corporate-governance purposes. They matter to investors because such limits affect voting power, reporting obligations, takeover risk and the ability to increase a stake — like an elevator weight limit or a lane divider that prevents any one car from taking over the whole road.

Unregistered Sales of Equity Securities regulatory

"Item 3.02, Unregistered Sales of Equity Securities"

Inline XBRL technical

"Cover Page Interactive Data File (formatted as Inline XBRL"

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What agreement did BOXABL Inc. (BXBL) announce with LC Vegas Acquisitions, LLC?

BOXABL Inc. entered a Product Purchase Agreement with LC Vegas Acquisitions, LLC, covering the potential purchase of up to 1,580 ranch homes over three years, in batches of at least 50 units, for an aggregate potential amount of approximately $233 million.

Is LC Vegas Acquisitions obligated to buy homes from BOXABL (BXBL) under this agreement?

No. The buyer is not required to purchase any homes and may terminate the agreement at any time by written notice, but must pay for approved work and expenses incurred by BOXABL up to termination.

What are the key financial terms of the BOXABL (BXBL) ranch home agreement?

The agreement contemplates up to 1,580 homes over three years with an aggregate potential of about $233 million. The buyer will pay $100,000 toward engineering and design, and further deposits may trigger stock incentives for the buyer.

How does the equity incentive structure work in the BOXABL (BXBL) amendment?

For deposits toward unit purchases, BOXABL will issue Class A Common Stock valued at $1 million, $2 million, or $3 million for deposit ranges of $10–19.9 million, $20–29.9 million, and $30 million or more, respectively, using Nasdaq volume weighted average price.

What obligations does BOXABL (BXBL) have regarding resale registration of incentive shares?

BOXABL agrees to register the Class A Common Stock issued as incentives for resale within 120 days after receiving the final payment associated with the purchase order for which the incentive shares were granted.

What work responsibilities does BOXABL (BXBL) have under the Product Purchase Agreement?

BOXABL is responsible for engineering and design, interior mechanicals, plumbing and electrical, securing State of Nevada plan approval, and providing local oversight and project management for site installation of the ranch homes.

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Available on EDGAR 08/28/2026 - 08:45 AM EDT Accepted by SEC EDGAR 08/28/2026 - 06:10 AM EDT

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 19, 2026

BOXABL INC.

(Exact Name of Registrant as Specified in Charter)

Texas		001-42493		86-2579471
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

5345 E. N. Belt Road

Las Vegas, NV

89115

(Address of principal executive offices)

(Zip Code)

(702) 500-9000

(Registrant’s telephone number, including area code)

N/A

(Former name or former 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, $0.0001 par value per share		BXBL		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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 25, 2026, BOXABL Inc. (the “Company”) entered into a Product Purchase Agreement (the “Agreement”) with LC Vegas Acquisitions, LLC (the “Buyer”). The Agreement contemplates the purchase of up to 1,580 BOXABL ranch homes over a three-year period. Any purchases under the Agreement must be in batches of 50 units.

The ranch homes contemplated by the Agreement would be a new BOXABL design that includes three bedrooms and 2.5 bathroom, with 1400 square feet of interior space plus a carport. The Agreement provides for payment of $100,000 by the Buyers towards engineering and design work for the ranch homes.

The Company is responsible for engineering and design of the homes, providing interior mechanicals, plumbing and electrical and securing approval from the State of Nevada for the plan sets. The Company will also providing local oversight and project management for site installation. Buyer is responsible for site development and local permits for site plans, installation on foundations, zoning, utilities, interior finishes and occupancy permits. Buyer is also responsible for providing roofing, cladding and any garage or carport. The aggregate potential amount of purchases under the Agreement is approximately $233 million, subject to adjustment following finalization of engineering and material selections.

The Agreement does not require that the Buyer purchase any homes and may be terminated at any time by the Buyer upon written notice to the Company. Upon termination, the Buyer would be responsible for payment for approved work and expenses incurred by the Company.

The Company entered into an amendment to the Agreement on August 25, 2026, under which it has agreed to issue shares of Class A Common Stock to the Buyer as an incentive to the Buyer to place significant orders under the Agreement. The Company has agreed to issue to the Buyer a dollar amount of shares, based on the volume weighted average price of the Class A Common Stock on Nasdaq on the date of any deposit made towards purchase of units under the Agreement. The incentives would result in the issuance of $1 million in Class A Common Stock for a deposit amount between $10 million and $19.9 million, $2 million in Class A Common Stock for a deposit amount between $20 million and $29.9 million, and $3 million in Class A Common Stock for a deposit amount of $30 million or greater, subject to certain beneficial ownership limitations. In addition, the Company agrees to register the Class A Common Stock issued under the incentive for resale within 120 days after the final payment has been received associated with the purchase order for which the incentive was granted.

The description of the Agreement, as amended, is qualified entirely by reference to Exhibit 10.1 hereto, which is incorporated by reference herein.

Item 3.02, Unregistered Sales of Equity Securities

See Item 1.01 above.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
10.1+		Product Purchase Agreement, dated August 25, 2026, between the Company and LC Vegas Acquisitions, LLC
10.2		First Amendment to Product Purchase Agreement, dated August 25, 2026, between the Company and LC Vegas Acquisitions, LLC
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

+ Portions of this exhibit have been omitted pursuant to Regulation S-K Item 601(b)(10). The Company agrees to promptly provide on a supplemental basis an unredacted copy of the exhibit and its materiality and privacy or confidentiality analyses if requested by the Commission or its staff.

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.

	Boxabl Inc.

Date: August 28, 2026	By:	/s/ Martin Noe Costas
		Martin Noe Costas
		Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

7 documents