Welcome to our dedicated page for 1606 SEC filings (Ticker: CBDW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
1606 Corp.'s SEC filings document 8-K material events for a Nevada corporation, including definitive agreements, amendments to asset purchase arrangements, convertible promissory note obligations, capital-structure disclosures, governance matters, and operating and financial results.
The filings provide formal records of material agreements, direct financial obligations, common-stock conversion provisions, beneficial-ownership limitations, regulatory disclosures, and public-company reporting matters tied to CBDW's AI-focused technology and infrastructure strategy.
1606 Corp. agreed a non-binding term sheet to acquire a 55 MW power generation facility, a 50,000 square foot data-center ready climate-controlled warehouse, and about 132 acres in Lufkin, Texas for approximately $11.67 million. The consideration includes $7.5 million in cash at closing and the assumption of about $4.17 million of existing power-plant debt, with a planned $500,000 earnest money deposit upon signing a definitive purchase agreement.
The transaction is expected to close on or before March 11, 2026, subject to definitive documentation and customary conditions, and would provide behind-the-meter captive power for AI and data-center infrastructure projects. 1606 positions this asset as a foundational power platform and is also negotiating an acquisition of Sim Agro Inc., which is expected to run power generation for the asset and 1606 Corp.
1606 Corp is registering 204,700,902 shares of common stock for resale by GHS Investments LLC under an equity financing agreement. If fully issued, these shares would equal about 30% of common stock outstanding as of mid‑January 2026.
The company itself will not receive proceeds from GHS’s resales, but may raise up to $20 million over 24 months by selling shares to GHS at 80% of the market price, or 90% after any Nasdaq uplist, subject to volume and price limits. The filing highlights significant dilution risk, a sub‑penny OTC trading price, recurring operating losses, going‑concern uncertainty, and heavy voting control concentrated in super‑voting preferred shares held by former and current CEOs Gregory and Austen Lambrecht, which allows management to dominate stockholder decisions.
1606 Corp. is registering 204,700,902 shares of common stock for resale by GHS Investments LLC under an equity financing agreement. These shares, if issued, would equal about 30% of the company’s common stock outstanding as of January 15, 2026. As of January 12, 2026, 1606 Corp. had 472,401,803 common shares outstanding, and it expects 677,102,705 shares to be outstanding if all registered shares are issued.
The company will not receive proceeds from GHS’s resale, but can raise up to $20,000,000 by selling shares to GHS at 80% of the lowest traded price over a 10-day period, with pricing terms that change after any NASDAQ uplisting. A risk factor notes that at a recent Market Price of $0.0006, the additional 204,700,902 shares would represent only $98,256 of potential proceeds.
1606 Corp. has shifted from discontinued hemp cigarette products to AI chatbots for CBD retailers and public companies, yet reported minimal revenue and a net loss of $4,514,971 in 2024 and $802,966 for the nine months ended September 30, 2025, with substantial doubt about its ability to continue as a going concern. Former CEO Gregory Lambrecht and current CEO Austen Lambrecht control super-voting Series B Preferred Stock, giving them majority voting power. The stock trades on the OTC market as a penny stock, and the company warns of significant dilution, high risk and no expected dividends.
1606 Corp. reported that it has received a $6 million Investment Commitment Letter from ENMAS EPC Power Projects Limited. The company says this prospective funding is intended to support its strategic growth and expansion initiatives, signaling potential additional capital to back its business plans.
The news was shared via a press release furnished under Regulation FD, meaning it is being provided for informational purposes and is not treated as filed financial information. 1606 Corp. also notes that the press release should be read together with its other SEC filings and public disclosures for a fuller picture of its operations and plans.
1606 Corp. (CBDW) reported that it has signed a nonbinding Acquisition Term Sheet to be acquired by Sim Agro Inc., described as a leading privately held power and sustainable energy company with experience in energy generation and infrastructure for sectors including manufacturing and datacenters. The update was provided through a press release furnished to regulators. Because the term sheet is nonbinding, it signals interest in a potential transaction but does not guarantee that a definitive agreement or closing will occur. The company notes that the press release is summary information, should be read together with its other public filings, and is being furnished under disclosure rules so it is not deemed filed or incorporated by reference into other reports.
1606 Corp (CBDW) filed its Q3 2025 10‑Q, reporting $0 revenue and a net loss of $384,516 for the quarter. Management disclosed “substantial doubt” about continuing as a going concern. Cash was $998 at September 30, 2025, while operating cash use for the nine months was $349,281. The balance sheet shows a derivative liability of $1,706,892 tied to convertible financing and convertible notes, net, of $486,613 (gross $1,903,900 less discounts). Stockholders’ deficit widened to $(2,889,439).
Equity activity was significant: 88,709,285 common shares were issued year‑to‑date through preferred conversions, note conversions, and equity sales. Subsequent events added 54,857,142 shares on note conversion and 39,558,025 from preferred conversions. Common shares outstanding were 201,421,230 as of September 30, 2025, and 295,836,397 as of November 12, 2025. Internal controls were deemed not effective due to material weaknesses, and the company noted reliance on external financing to fund operations.
1606 Corp. (CBDW) entered into an addendum to a promissory note with former CEO Gregory Lambrecht. Effective October 21, 2025, the principal increased to $1,829,550. The note, which had been amended previously to $1,528,550 on March 31, 2025, now allows Mr. Lambrecht, at his option, to convert all accrued and unpaid interest and principal into common stock at a 25% discount to the closing bid price on the conversion date, subject to a 4.99% beneficial ownership limitation.
The company incorporated this agreement as a material definitive agreement and as a direct financial obligation. The addendum is filed as Exhibit 4.1.
1606 Corp. filed a current report to share that it will attend the 151st National Investment Banking Association (NIBA) Conference in Fort Lauderdale, Florida on September 16, 2025. The company disclosed this under a Regulation FD disclosure item to ensure all investors have access to the same information about its conference participation.
The report notes that the related press release is being furnished rather than filed, meaning it is not subject to certain liability provisions under U.S. securities laws and will not be automatically incorporated into other SEC filings. 1606 Corp. also explains that any information in the release should be read together with its other SEC filings and public announcements.