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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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) October 1, 2025
Family
Office of America, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
| Nevada |
| (State or Other
Jurisdiction of Incorporation) |
| |
|
| 333-260982 |
84-2488498 |
| (Commission File Number) |
(IRS Employer Identification
No.) |
| 6898
S. University Blvd., Suite 100, Centennial, CO |
80122 |
| (Address of Principal Executive
Offices) |
(Zip Code) |
(484)
483-2134
(Registrant’s
Telephone Number, Including Area Code)
(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 (see General Instruction A.2. below):
| ☐ |
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 |
| N/A |
|
N/A |
|
N/A |
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
or about October 1, 2025, Family Office of America, Inc. (the “Company”) entered into an Asset Purchase Agreement
(the “Asset Purchase Agreement”) with Toone & Associates, LLP to purchase (the “Acquisition”)
its accounting service assets for a purchase price of $1,500,000, payable $750,000 at closing, $450,000 on October 1, 2026, and $300,000
on May 1, 2027, and subject to downward adjustment based on revenues and EBITDA generated from the purchased assets during the twelve
months following closing.
On
or about October 3, 2025, the Company closed the Purchase, paying the initial required portion of the purchase price.
Item
2.01 Completion of Acquisition or Disposition of Assets.
The
disclosure in Item 1.01 is incorporated by reference into this Item 2.01.
SIGNATURES
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, thereunto duly authorized.
| |
Family Office of America, Inc. |
| |
|
|
| Date:
October 7, 2025 |
By: |
/s/
Patrick Adams |
| |
|
Patrick Adams |
| |
|
Acting Chief Executive Officer |
