Welcome to our dedicated page for Safe & Green Holdings SEC filings (Ticker: SGBX), 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.
The Safe & Green Holdings Corp. (SGBX) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures, along with AI-powered tools that help interpret complex documents. As a Nasdaq-listed smaller reporting company, Safe & Green Holdings files registration statements, current reports, proxy statements, and other materials that outline its evolving strategy from modular construction toward integrated energy and containerized infrastructure.
Investors can review registration statements on Form S-1 and S-1/A that describe offerings of common stock underlying Series B and Series C Convertible Preferred Stock, including terms of exchange agreements, registration rights agreements, and conversion mechanics. These filings explain how the company structures its capital raises and detail its status as a smaller reporting company. AI-generated summaries on Stock Titan can highlight key sections such as the prospectus summary, risk factors, and use of proceeds, helping readers quickly identify important points without reading every page.
Current reports on Form 8-K provide timely disclosure of material events. For Safe & Green Holdings, these include items such as the approval and implementation of a one-for-sixty-four reverse stock split, settlement of litigation with EDI International PC, a non-binding letter of intent regarding a potential refinery acquisition in Rock Springs, Wyoming, and real property and lease arrangements for facilities in Conroe, Texas. AI analysis can surface the core terms of these agreements, relevant contingencies, and any direct financial obligations described in the filings.
Proxy materials, such as the definitive proxy statement on Schedule 14A for a special shareholders meeting, outline proposals related to reverse stock split authority, issuance of conversion shares under preferred stock, and adjournment mechanics. Stock Titan’s tools can summarize voting items, record dates, and quorum requirements, making it easier for shareholders to understand what they are being asked to approve.
In addition to these documents, the filings page captures ongoing 8-K updates concerning shareholder meetings, capital structure changes, and other corporate actions. While traditional forms such as annual reports on Form 10-K, quarterly reports on Form 10-Q, and insider transaction reports on Form 4 are not detailed in the provided materials, Stock Titan is designed to ingest such filings from EDGAR in real time when they are available. AI-driven insights can then help users interpret segment descriptions, risk disclosures, and any reported insider trading activity related to SGBX.
By centralizing Safe & Green Holdings’ SEC filings and layering AI summaries on top of the raw documents, this page allows investors, analysts, and researchers to navigate the company’s regulatory history more efficiently, track the legal and capital markets framework behind its integrated energy and containerized infrastructure strategy, and monitor key corporate developments as they are filed.
Safe & Green Holdings Corp. (SGBX) reported interim results showing a complex period of restructuring, material transactions and liquidity stress. The company completed a merger that issued 4,000,000 Series A preferred shares (fair value reported as $34,569,600) and closed related transactions on February 13, 2025. It deconsolidated SG DevCorp, recognizing a gain of $4,728,348 included in discontinued operations and recording the fair value of its investment at $8,126,350. For the six months ended June 30, 2025 the company reported operating loss of $5,519,762, and negative operating cash flows that management says have raised substantial doubt about its ability to continue as a going concern. Reported construction backlog totaled $1,209,207. The balance sheet and notes disclose significant financings and multiple note facilities, including a secured $4,000,000 note, and several cash-advance and convertible notes with many in default. Accounts receivable concentration is high: 100% of gross receivables from three customers and one customer represented ~81% of six-month revenue.
Safe & Green Holdings Corp. (Nasdaq: SGBX) has called a virtual Special Shareholders Meeting for 25 Aug 2025 to vote on three key proposals.
- Proposal 1: Grant the Board discretionary power to enact a reverse stock split between 1-for-10 and 1-for-100 within 12 months. The action is aimed at regaining compliance with Nasdaq’s $1.00 bid rule after two deficiencies and a Panel ultimatum requiring a qualifying price by 28 Aug 2025.
- Proposal 2: Authorise, under Nasdaq Rule 5635(d), the issuance of all common shares underlying 60,000 Series B Preferred shares issued on 17 Jul 2025 in exchange for prior warrants. Full conversion could exceed 19.99 % of the current float (10,120,651 shares at 11 Jul 2025).
- Proposal 3: Permit adjournment of the meeting to solicit additional proxies if required.
The Board recommends a FOR vote on all items, citing preservation of exchange listing and financing flexibility. Record date is 11 Jul 2025; each share carries one vote; quorum is one-third of voting power. No dissenters’ rights apply.
Safe & Green Holdings Corp. (Nasdaq: SGBX) filed an 8-K disclosing that on 28 Jul 2025 it executed a non-binding Letter of Intent to buy 100% of Rock Springs Energy Group, LLC for an estimated $35 million. The deal would give SGBX ownership of Rock Springs’ mothballed, incomplete oil refinery in Rock Springs, Wyoming.
Principal LOI terms:
- Due-diligence window: 60 days; price may be adjusted based on findings and market conditions.
- Exclusivity: Seller agrees not to solicit other bids during the diligence period.
- Termination right: Either party may withdraw without liability if diligence is unsatisfactory.
- Timeline: Target to sign definitive agreements within 30 days after diligence, and close within 30 days thereafter.
A press release announcing the LOI was issued on 5 Aug 2025 (Exhibit 99.1). No financial statements or earnings metrics accompany this filing. The company includes forward-looking-statement disclaimers and refers investors to existing risk-factor disclosures.
Safe & Green Holdings Corp. (Nasdaq: SGBX) has avoided immediate delisting after receiving a July 8, 2025 decision letter from the Nasdaq Hearings Panel granting conditional continued listing on the Nasdaq Capital Market.
Key conditions imposed by the Panel:
- Reverse stock split must be effected on or before August 28, 2025.
- The post-split shares must achieve a closing bid price ≥ $1.00 for at least 10 consecutive business days to satisfy Nasdaq Listing Rule 5550(a)(2).
- By July 18, 2025, the Company must publicly disclose that it has eliminated the Class B warrants from its April 2025 offering and confirm to Nasdaq that no shares underlying those warrants were issued.
The Panel’s ruling followed a June 17, 2025 hearing at which management presented a compliance plan. The Company “intends to satisfy” all conditions but warns there is no assurance it will meet the deadlines. Failure would place the listing at risk again.
Implications for investors: The extension averts an immediate trading suspension, yet the required reverse split could alter share count and investor perception. Continued sub-$1 trading or inability to retire the Class B warrants could still trigger delisting.
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