Bonk agrees to buy back 26,667 Series A preferred shares for $4 million

Bonk, Inc. agreed on September 4 to purchase 26,667 Series A preferred shares from Core4 Capital Holdings Corp for $4 million, according to a Form 8-K filed September 11. The agreement sets a cash purchase price and requires payment by wire within three business days of execution. Core4, an Ohio corporation, is identified in Item 1.01 as the holder of 100,000 of Bonk’s Series A preferred shares (Form 8-K AccNo 0001493152-26-042401).

The disclosure establishes the terms of a preferred-stock redemption agreement, but Item 1.01 does not expressly confirm that the transaction was completed. It describes a purchase Bonk will make and holdings that will follow consummation. Those distinctions matter for the $4 million figure: it is the agreed purchase price, not a confirmed cash payment. The filing’s agreement summary also does not expressly establish that the shares were surrendered or retired.

Under the disclosed terms, Core4 will hold 73,333 preferred shares following consummation. Item 1.01 further states that, in the event of a merger, Core4 will convert those 73,333 preferred shares into 1,516,873 shares of Bonk common stock. The disclosure therefore specifies both the preferred position that would remain after the purchase and a common-share conversion amount tied to a merger event.

For common shareholders, the remaining preferred position is part of the transaction’s significance. The agreement would reduce Core4’s preferred holdings while leaving 73,333 preferred shares with that holder. The merger conversion provision describes a conditional outcome for those remaining shares. It does not establish that a merger has happened, that conversion has occurred, or that 1,516,873 common shares have already been issued under that provision.

The payment provision measures the wire deadline from execution of the agreement: the purchase price is payable within three business days. Bonk identifies September 4 as the agreement date and the earliest event reported in the Form 8-K. The company filed the report on September 11, and Chief Executive Officer Jarrett Boon signed it that day. The filing reports an earlier agreement rather than an event first occurring on the filing date.

A contractual payment window and evidence of payment answer different questions. The three-business-day provision states when money is due under the agreement; it does not document a wire instruction, receipt of funds or clearance. The passage of that window alone cannot establish completion. Item 1.01 supplies no express confirmation of those payment steps, so the purchase price should continue to be described as an agreement obligation rather than cash already paid.

Bonk filed the Preferred Stock Redemption Agreement as Exhibit 10.1. Its Item 1.01 summary is qualified in its entirety by that agreement, which means the summary is not presented as a complete account of the contract. The exhibit list separately identifies a September 11 press release as Exhibit 99.1. Under Item 7.01, Bonk says it issued that release on September 11 and furnished it with the report.

The press release’s redemption-and-retirement framing should be read with its source and disclosure status attached. Exhibit 99.1 is a furnished company announcement; the agreement is a filed exhibit. The release’s characterization does not turn Item 1.01’s forward-looking purchase description into an express confirmation of consummation. Readers assessing the status of the transaction should distinguish the company’s announcement language from the specific contractual terms and conditional holdings disclosed in Item 1.01.

The registrant is Bonk, Inc., a Delaware corporation whose common stock trades on the Nasdaq Stock Market under BNKK. The report carries accession number 0001493152-26-042401 and Commission File No. 001-39569. Its disclosed transaction concerns Bonk’s Series A preferred stock and Core4’s holdings in the company, with the $4 million purchase price attached to the 26,667 preferred shares specified in the agreement.

Filing reference

Primary disclosure: Form 8-K AccNo 0001493152-26-042401 (Items 1.01, 7.01 and 9.01).