[8-K] USBC, Inc. Reports Material Event

Rhea-AI Filing Summary

USBC, Inc. reported that board member John Cronin has resigned from the company’s Board of Directors, effective November 19, 2025. The company states that his decision to step down was not due to any disagreement with USBC or its management regarding operations, policies, or practices. The filing is focused solely on this governance change and does not disclose any related strategic or financial developments.

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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 19, 2025

USBC, INC.

(Exact name of registrant as specified in its charter)

Nevada		001-37479		90-0273142
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

300 E 2nd Street, 15th Floor, Reno, NV		89501
(Address of principal executive offices)		(Zip Code)

775-239-7673

(Registrant'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 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 $0.001		USBC		NYSE American LLC

Indicate by check mark whether the registrant 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 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 19, 2025, John Cronin provided USBC, Inc. (the “Company”) with notice of his resignation from the Board of Directors. Mr. Cronin’s decision to resign was not the result of any disagreement with the Company or its management on any matter relating to the Company’s operations, policies or practices.

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, thereunto duly authorized.

	USBC, INC.
Date: November 21, 2025	By:	/s/ Kitty Payne
	Name:	Kitty Payne
	Title:	Chief Financial Officer

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FAQ

What did USBC (USBC) announce in this Form 8-K?

USBC, Inc. announced that John Cronin has resigned from its Board of Directors, effective November 19, 2025.

Did John Cronin resign from USBC’s board due to a disagreement with the company?

No. The company states that Mr. Cronin’s resignation was not the result of any disagreement with USBC or its management on operations, policies, or practices.

Does the USBC 8-K mention any changes to company strategy or operations?

No. The disclosure only addresses the resignation of John Cronin from the Board of Directors and does not describe changes to strategy or operations.

Who signed the USBC (USBC) 8-K reporting the board resignation?

The report was signed on behalf of USBC, Inc. by Kitty Payne, who is identified as the company’s Chief Financial Officer.

What exchange is USBC’s common stock listed on?

USBC’s common stock, with a par value of $0.001, trades on the NYSE American LLC under the symbol USBC.