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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):
October 2, 2025
GRABAGUN DIGITAL HOLDINGS INC.
(Exact name of registrant as specified in its charter)
| Texas |
|
001-42748 |
|
33-4289144 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification Number) |
200 East Beltline Road, Suite 403
Coppell, Texas 75019
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including
area code: (972) 552-7246
(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 |
| Common stock, par value $0.0001 per share |
|
PEW |
|
New York Stock Exchange |
| Redeemable warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 per share |
|
PEWW |
|
New York Stock Exchange |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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.
CURRENT REPORT ON FORM 8-K
GrabAGun Digital Holdings Inc. (the
“Company”)
October 2, 2025
Item 2.02. Results
of Operations and Financial Condition.
The information
contained in the Press Release issued by the Company on October 2, 2025, reporting the Company’s preliminary unaudited third
quarter 2025 revenues and repurchases of common stock under its share repurchase program, a copy of which is attached hereto as
Exhibit 99.1, is incorporated herein by reference. Such information in this Item 2.02 (including Exhibit 99.1) is furnished pursuant
to Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, or otherwise subject to the liabilities of that section.
Item 9.01. Financial
Statements and Exhibits.
(d) Exhibits.
The exhibit listed in the following Exhibit Index is filed as part of this current report.
| Exhibit Number |
|
Description of Exhibit |
| 99.1 |
|
Press Release issued by GrabAGun Digital Holdings Inc. on October 2, 2025. |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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 hereunto
duly authorized.
| |
GRABAGUN DIGITAL HOLDINGS INC. |
| |
|
| Date: October 3, 2025 |
By: |
/s/ Marc Nemati |
| |
|
Name: |
Marc Nemati |
| |
|
Title: |
President and Chief Executive Officer |
