RMX Industries buys $3.8M software IP from Apollo

Q: How did RMXI pay for the acquired IP assets?

RMXI issued 500,000 shares of its Class A common stock, $0.001 par value per share, as adjusted for a one-for-three reverse stock split effective July 24, 2026, in exchange for the intellectual property assets.

Q: What was the value of the consideration RMXI issued for the IP assets?

The 500,000 Class A common shares issued as consideration for the IP assets were valued at approximately $3.8 million under the terms described in the report.

Q: How significant is this acquisition relative to RMXI’s total assets?

The acquired IP assets represented approximately 11.8% of RMXI’s total assets, based on total assets of about $32.2 million as of December 31, 2025.

RMX INDUSTRIES, INC.

Filing Impact

(Neutral)

Filing Sentiment

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Form Type

8-K/A

Rhea-AI Filing Summary

RMX INDUSTRIES, INC. (RMXI) filed an amended current report to add detailed disclosure about completing an acquisition of software-related intellectual property assets from Apollo Group Enterprises, LLC under an Intellectual Property Purchase Agreement dated May 8, 2026.

On May 17, 2026, RMXI acquired these IP assets in exchange for 500,000 shares of its Class A common stock (as adjusted for a one-for-three reverse stock split effective July 24, 2026). The shares were valued at approximately $3.8 million, and the acquired assets represented about 11.8% of RMXI’s total assets of approximately $32.2 million as of December 31, 2025.

8-K Event Classification

2 items: 1.01, 2.01

2 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 2.01 Completion of Acquisition or Disposition of Assets Financial

The company completed a significant acquisition or sale of business assets.

Key Figures

Shares issued as consideration: 500,000 shares of Class A Common Stock Value of consideration: $3.8 million Proportion of total assets: 11.8% +3 more

6 metrics

Shares issued as consideration 500,000 shares of Class A Common Stock Issued to Apollo Group Enterprises, LLC for IP assets

Value of consideration $3.8 million Approximate value of shares issued for IP assets

Proportion of total assets 11.8% IP assets as a percentage of total assets as of December 31, 2025

Total assets $32.2 million Company total assets as of December 31, 2025

Reverse stock split ratio one-for-three reverse stock split Adjustment referenced for Class A common stock, effective July 24, 2026

Commission File Number 333-294940 SEC file number for RMX INDUSTRIES, INC.

Key Terms

Intellectual Property Purchase Agreement, reverse stock split, Item 2.01 Completion of Acquisition or Disposition of Assets, Emerging Growth Company

4 terms

Intellectual Property Purchase Agreement financial

"pursuant to the intellectual property purchase agreement dated as of May 8, 2026"

reverse stock split financial

"as adjusted to reflect the one-for-three reverse stock split"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

Item 2.01 Completion of Acquisition or Disposition of Assets regulatory

"Item 2.01 Completion of Acquisition or Disposition of Assets."

Emerging Growth Company regulatory

"whether the Company is an emerging growth company as defined in Rule 405"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

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

What transaction did RMXI report in this Form 8-K/A amendment?

RMX INDUSTRIES, INC. reported completion of an acquisition of certain software-related intellectual property assets from Apollo Group Enterprises, LLC, carried out under an Intellectual Property Purchase Agreement dated May 8, 2026.

How did RMXI pay for the acquired IP assets?

RMXI issued 500,000 shares of its Class A common stock, $0.001 par value per share, as adjusted for a one-for-three reverse stock split effective July 24, 2026, in exchange for the intellectual property assets.

What was the value of the consideration RMXI issued for the IP assets?

The 500,000 Class A common shares issued as consideration for the IP assets were valued at approximately $3.8 million under the terms described in the report.

How significant is this acquisition relative to RMXI’s total assets?

The acquired IP assets represented approximately 11.8% of RMXI’s total assets, based on total assets of about $32.2 million as of December 31, 2025.

When did RMXI complete the closing of the IP purchase from Apollo?

RMXI completed the closing of the IP Purchase Agreement and acquired the IP assets on May 17, 2026, as disclosed in the amendment.

What type of assets did RMXI acquire from Apollo Group Enterprises, LLC?

RMXI acquired the right, title and interest in and to certain intellectual property assets relating to software platforms from Apollo Group Enterprises, LLC.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/21/2026 - 05:01 PM EDT Accepted by SEC EDGAR 08/21/2026 - 05:00 PM EDT

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 17, 2026

RMX INDUSTRIES, INC.

(Exact name of Company as specified in its charter)

Nevada		333-294940		88-2960484
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

4514 Cole Ave, Ste. 600, Dallas, TX		92075
(Address of principal executive offices)		(Zip Code)

	(866) 706-4276
	(Company’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 Company 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

Indicate by check mark whether the Company is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging Growth Company ☒

If an emerging growth company, indicate by check mark if the Company 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. ☐

EXPLANATORY NOTE

This Amendment No. 1 to Current Report on Form 8-K/A (this “Amendment”) amends the Current Report on Form 8-K filed by RMX Industries, Inc. (the “Company”) with the U.S. Securities and Exchange Commission (the “SEC”) on May 14, 2026 (the “Original Report”), to provide the information required by Item 2.01 of Form 8-K with respect to the Company’s acquisition of the right, title and interest in and to certain intellectual property assets relating to software platforms (the “IP Assets”) of Apollo Group Enterprises, LLC (“Apollo”), pursuant to the intellectual property purchase agreement dated as of May 8, 2026 (the “IP Purchase Agreement”), by and between the Company and Apollo.

Except as set forth herein, this Amendment does not modify or update any other disclosure contained in the Original Report. This Amendment should be read in conjunction with the Original Report and the Company’s other filings with the SEC.

Item 2.01 Completion of Acquisition or Disposition of Assets.

On May 17, 2026, the Company completed the closing contemplated by the IP Purchase Agreement and acquired the IP Assets in exchange for the issuance of 500,000 shares of Class A Common Stock, $0.001 par value per share, of the Company (as adjusted to reflect the one-for-three reverse stock split of the Company’s common stock effective July 24, 2026) valued at approximately $3.8 million representing approximately 11.8% of the Company’s total assets of approximately $32.2 million as of December 31, 2025.

The information set forth under “Intellectual Property Purchase Agreement” of Item 1.01 of the Original Report is incorporated by reference into this Item 2.01.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 21, 2026	RMX INDUSTRIES, INC.

	/s/ Karl Kit
	Name:	Karl Kit
	Title:	Chief Executive Officer and President

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

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