Bonk, Inc. increases authorized shares to 1,000,000,000 (8-K)

Bonk, Inc. reported that stockholders approved an amendment to its charter to increase the authorized common stock from 250,000,000 to 1,000,000,000 shares.

Rhea-AI Filing Summary

Bonk, Inc. reported that stockholders approved an amendment to its charter to increase the authorized common stock from 250,000,000 to 1,000,000,000 shares. The amendment was approved at a Special Meeting on October 31, 2025 and became effective upon filing with the Delaware Secretary of State on November 4, 2025.

Authorized shares set the maximum number of shares the company may issue in the future. This change expands the company’s capacity to issue common stock if and when it chooses to do so.

Insights

Corporate actions analyst

Charter amended to raise authorized shares to 1,000,000,000.

Bonk, Inc. obtained stockholder approval to increase authorized common stock from 250,000,000 to 1,000,000,000. The amendment was filed in Delaware and became effective on November 4, 2025.

This expands the maximum number of shares the company may issue going forward. It does not itself issue shares or change ownership; any future issuances would depend on separate actions and market conditions.

The key dated milestones are the October 31, 2025 approval and the November 4, 2025 effectiveness. Actual impact depends on future decisions regarding share issuance and related transactions.

8-K Event Classification

2 items: 5.03, 9.01

2 items

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance

The company amended its charter documents, bylaws, or changed its fiscal year.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

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

What did Bonk, Inc. (BNKK) change in its capital structure?

Stockholders approved increasing authorized common stock from 250,000,000 to 1,000,000,000 shares, effective November 4, 2025.

When did the authorized share increase for Bonk, Inc. become effective?

The amendment became effective upon filing with Delaware on November 4, 2025.

When did Bonk, Inc. stockholders approve the amendment?

Approval occurred at a Special Meeting on October 31, 2025.

Does the increase to 1,000,000,000 authorized shares issue new shares now?

No. It only raises the maximum the company may issue; no shares are issued by this amendment.

What filing announced Bonk, Inc.’s authorized share increase?

An 8-K disclosed the stockholder approval and the amendment’s effectiveness.

Where was the charter amendment filed?

With the Secretary of State of the State of Delaware on November 4, 2025.

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

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Accepted by SEC EDGAR 11/07/2025 - 02:56 PM Learn about SEC filing dates

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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): November 4, 2025

BONK, INC.

(Exact name of registrant as specified in charter)

Delaware		001-39569		83-2455880
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

18801 N Thompson Peak Pkwy Ste 380, Scottsdale, AZ 85255

(Address of principal executive offices) (Zip Code)

(561) 244-7100

(Registrant’s telephone number, including area code)

Not Applicable

(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
Common Stock		BNKK		The Nasdaq Stock Market LLC (The Nasdaq Capital Market)

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 mart 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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Increase in Authorized Shares

On October 31, 2025, at the Special Meeting of Stockholders of Bonk, Inc. (the “Company”), the stockholders of the Company approved an amendment (the “Amendment”) to the Company’s Third Amended and Restated Certificate of Incorporation, to increase the Company’s authorized number of shares of common stock, par value $0.001 per share, from 250,000,000 shares to 1,000,000,000 shares. On November 4, 2025, the Company filed the Amendment with the Secretary of State of the State of Delaware, which became effective when filed on November 4, 2025.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment attached hereto as Exhibit 3.1 and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Exhibit Description
3.1		Certificate of Amendment to Third Amended and Restated Certificate of Incorporation of Bonk, Inc.
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in the Inline XBRL document).

SIGNATURE

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.

Date: November 7, 2025

BONK, INC.
By:	/s/ Jarrett Boon
	Jarrett Boon
	Chief Executive Officer