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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): December 17, 2025
WEBSTAR
TECHNOLOGY GROUP, INC.
(Exact
name of registrant as specified in its charter)
| Wyoming |
|
000-56268 |
|
37-1780261 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
1100
Peachtree St. NE, Suite 200, Atlanta, GA 30309
(Address
of principal executive offices) (Zip Code)
404-994-7819
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 |
|
Name
of Exchange on Which Registered |
| None |
|
None |
|
None |
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). ☒
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.
Table
of Contents
| CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS |
3 |
| EXPLANATORY NOTE |
4 |
| Item 2.01 Completion of Acquisition or Disposition of Assets |
5 |
CAUTIONARY
NOTE REGARDING FORWARD-LOOKING STATEMENTS
This
Current Report contains forward-looking statements, including, without limitation, in the sections captioned “Description of Business,”
“Risk Factors,” and “Management’s Discussion and Analysis of Financial Condition and Plan of Operations,”
and elsewhere. Any and all statements contained in this Report that are not statements of historical fact may be deemed forward-looking
statements. Terms such as “may,” “might,” “would,” “should,” “could,” “project,”
“estimate,” “pro-forma,” “predict,” “potential,” “strategy,” “anticipate,”
“attempt,” “develop,” “plan,” “help,” “believe,” “continue,”
“intend,” “expect,” “future,” and terms of similar import (including the negative of any of the foregoing)
may be intended to identify forward-looking statements. However, not all forward-looking statements may contain one or more of these
identifying terms. Forward-looking statements in this Report may include, without limitation, statements regarding (i) the plans and
objectives of management for future operations, including plans or objectives relating to the development of commercially viable pharmaceuticals,
(ii) a projection of income (including income/loss), earnings (including earnings/loss) per share, capital expenditures, dividends, capital
structure or other financial items, (iii) our future financial performance, including any such statement contained in a discussion and
analysis of financial condition by management or in the results of operations included pursuant to the rules and regulations of the Securities
and Exchange Commission (the “SEC”), and (iv) the assumptions underlying or relating to any statement described in points
(i), (ii) or (iii) above.
The
forward-looking statements are not meant to predict or guarantee actual results, performance, events or circumstances and may not be
realized because they are based upon our current projections, plans, objectives, beliefs, expectations, estimates and assumptions and
are subject to a number of risks and uncertainties and other influences, many of which we have no control over. Actual results and the
timing of certain events and circumstances may differ materially from those described by the forward-looking statements as a result of
these risks and uncertainties. Factors that may influence or contribute to the inaccuracy of the forward-looking statements or cause
actual results to differ materially from expected or desired results may include, without limitation, our inability to obtain adequate
financing, the significant length of time associated with drug development and related insufficient cash flows and resulting illiquidity,
our inability to expand our business, significant government regulation of pharmaceuticals and the healthcare industry, lack of product
diversification, volatility in the price of our raw materials, existing or increased competition, results of arbitration and litigation,
stock volatility and illiquidity, and our failure to implement our business plans or strategies. A description of some of the risks and
uncertainties that could cause our actual results to differ materially from those described by the forward-looking statements in this
Report appears in the section captioned “Risk Factors” and elsewhere in this Report.
Readers
are cautioned not to place undue reliance on forward-looking statements because of the risks and uncertainties related to them and to
the risk factors. We disclaim any obligation to update the forward-looking statements contained in this Report to reflect any new information
or future events or circumstances or otherwise.
Readers
should read this Report in conjunction with the discussion under the caption “Risk Factors,” our financial statements and
the related notes thereto, and other documents which we may file from time to time with the SEC.
EXPLANATORY
NOTE
As
used in this Current Report henceforward, unless otherwise stated or the context clearly indicates otherwise, the terms the “Company,” the “Registrant,” “we,” “us,” and “our” refer
to Webstar Technology Group Inc.
The
information contained in this Current Report constitutes the current information necessary to satisfy the conditions contained in Rule
144(i)(2) under the Securities Act of 1933, as amended (the “Securities Act”).
ITEM
2.01. Completion of Acquisition or Disposition of Assets.
As
previously reported, on June 27, 2025, certain subsidiaries of Webstar Technology Group, Inc. (the “Company” or “WBSR”)
entered into a Commercial Purchase and Sale Agreement, as amended (the “Purchase and Sale Agreement”) through its subsidiary
Forge Atlanta Asset Management, LLC (the “Purchaser”), with McCall Railroad, LLC (“MCRR” or the “Seller”)
for commercial properties designated as Land Lots 84 and 85 of the 14th District, Fulton County, Georgia (the “Property”)
for a total purchase price of thirty-three million dollars ($33,000,000) (the “Acquisition”). The Acquisition is part of
the Company’s strategy to develop mixed-use commercial and residential complexes.
The
sale of the Property closed pursuant to the amended Purchase and Sale Agreement on December 17, 2025, for total consideration of $34.5
million
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.
| |
Webstar
Technology Group, Inc. |
| |
|
|
| Dated:
December 18, 2025 |
By: |
/s/
Ricardo Haynes |
| |
Name: |
Ricardo
Haynes |
| |
Title: |
Chief
Executive Officer |