Every 8-K that GENERAL ENTERPRISE VENTUR (GEVI) 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 GEVI 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 GEVI filings page.
CitroTech Inc. entered into Stock Exchange and Stockholders Agreements with holders of its Series A Preferred Stock. The company reacquired 1,666,667 Series A shares and, at closing, issued 103,558 shares of new Series C Convertible Preferred Stock to BoltRock Holdings, LLC, with a further 467,012 Series C shares to be issued to TC Special Investments LLC 18 months after closing or earlier upon certain change-of-control events.
After these exchanges, no Series A Preferred Stock remains outstanding. The agreements grant the holders board designation or observer rights while they remain 10% holders, registration rights for the Series C Preferred Stock, and limited consent rights for BoltRock for a period after closing. CitroTech reported these issuances under the unregistered equity sales item and relied on the Section 4(a)(2) exemption of the Securities Act.
CitroTech Inc. has entered a joint venture with Hexion Inc. to form HexiTech LLC, a 50/50-owned company focused on developing and commercializing products using CitroTech’s fire-retardant technologies within a defined field of use.
Under a new limited liability company agreement, CitroTech licenses its fire suppression and fire-retardant intellectual property to HexiTech, while Hexion contributes specified assets. Hexion has also agreed to provide CitroTech with advances of up to $6.0 million through December 31, 2027 to help fund CitroTech’s capital contributions, with 18‑month repayment terms and priority in distributions. Distributions are generally pro rata, but Hexion is entitled to receive 85% of distributions until commercialization targets are met.
CitroTech Inc. announced a leadership change and detailed a Transition Agreement with Chief Technology Officer Stephen Conboy. Effective March 31, 2026, he resigned as CTO and any other positions and became an outside advisor to the CEO during a 90-day transition period ending June 30, 2026.
During this period, he will not participate in internal management or day-to-day operations, but will assist with transferring relationships and information on inventions in development. In return, he will receive $10,000 per month, reimbursement of pre-approved expenses, and up to $200,000 of specified product advances.
After the transition, Mr. Conboy receives an exclusive right to sell specified products and systems in a defined Lake Tahoe/Truckee territory, subject to minimum gross sales thresholds of $500,000 in 2026 and $2,000,000 in 2027 and thereafter. He may buy products at preferred pricing and the parties will negotiate a separate affiliate agreement for commissions in that territory.
The agreement includes equity-related terms. If the Company closes at least $10,000,000 of outside financing, it may elect to purchase, or register for resale, up to $1,000,000 of his existing common shares and imposes limits on his post-transition share sales and ownership. Once annual gross revenue exceeds $10,000,000, the Company will deliver $1,500,000 worth of restricted common shares each year starting December 1 until a $7,500,000 royalty is fully satisfied, with offsets for product advances and ownership limits. The agreement also contains a broad release, confidentiality, restrictive covenants, non-disparagement, and remedies including potential liquidated damages. The Company states that his resignation did not result from any disagreement over operations, policies, or practices.
General Enterprise Ventures (GEVI) filed an amended Form 8-K to correct and clarify terms of its October 21, 2025 PIPE financing and related exhibits. The company sold 193,967 shares of Series C Convertible Preferred Stock for an aggregate purchase price of $2,909,515, each convertible into 3.3333 shares of common stock, and issued PIPE Warrants to purchase up to 323,276 common shares. The PIPE Warrants are exercisable immediately at an exercise price of $6.00 per share and expire five years from issuance.
The amendment restates that Placement Agent Warrants have an exercise price equal to 120% of the price per share of common stock issuable upon conversion of the Series C, set at $5.40 per share, and replaces exhibits to correct typographical errors. Univest Securities, LLC received a cash fee equal to 8% of gross proceeds and Placement Agent Warrants equal to 5% of the total common shares underlying the converted preferred and PIPE Warrants. The securities were offered only to accredited investors and were not registered under the Securities Act.
General Enterprise Ventures (GEVI) filed an amended Form 8-K to correct and clarify terms of a September 30, 2025 PIPE financing and related warrants. The company sold 420,937 shares of Series C Convertible Preferred for an aggregate purchase price of $6,314,062, each preferred share convertible into 3.3333 shares of common stock. Investors also received PIPE Warrants to purchase up to 701,563 common shares, exercisable immediately at $6.00 per share and expiring five years from issuance.
The amendment states that Placement Agent Warrants carry an exercise price equal to 120% of the price per common share issuable upon conversion of the Series C, or $5.40 per share, and replaces Exhibits 4.1, 10.2 and 10.3 to correct typographical errors. Univest Securities received a cash fee of 8% of gross proceeds, 1% for expenses, $350,000 for legal fees, and warrants equal to 5% of the total shares issuable upon conversion and exercise. The securities were offered to accredited investors and were not registered under the Securities Act.
General Enterprise Ventures, Inc. entered into Securities Purchase Agreements for a PIPE financing. The company agreed to sell 193,967 shares of Series C Convertible Preferred Stock for an aggregate purchase price of $2,909,515, each preferred share convertible into 3.3333 shares of common stock. Investors also received warrants to purchase up to 323,276 common shares, exercisable immediately at an exercise price of $6.00 per share. The combined price was $15.00 per preferred share and accompanying warrant. The securities were sold to accredited investors under Section 4(a)(2) and are not listed for trading.
Univest Securities, LLC served as placement agent, receiving a cash fee of 8% of gross proceeds and placement agent warrants equal to 5% of the total common shares issuable upon conversion and exercise, with an exercise price of $5.40 per share. The company also appointed Lorenzo Calinawan and Craig Huff to its Board, effective October 15, 2025.
General Enterprise Ventures, Inc. entered into securities purchase agreements for a PIPE financing, selling 420,937 shares of Series C Convertible Preferred Stock for an aggregate purchase price of $6,314,062 and issuing PIPE warrants to buy up to 701,563 shares of common stock. Each preferred share converts into 3.3333 common shares, and the PIPE warrants are immediately exercisable at $6.00 per share for five years. Univest Securities, LLC acted as placement agent, receiving cash fees totaling 9% of gross proceeds, $350,000 in legal fee reimbursement, and additional placement agent warrants.
Following this transaction, as of September 30, 2025, the company reports 17,552,912 common shares outstanding, 9,659,926 common shares in free float, pro forma shareholder equity of $11,600,000, and 589,271 Series C preferred shares issued and outstanding. The company also announced leadership changes: John Costa resigned from the board, Theodore Ralston resigned as CEO and president, and Wesley J. Bolsen joined the board and became CEO under an employment agreement providing a $300,000 annual salary and a signing bonus of 6,250 Series C preferred shares.