Welcome to our dedicated page for REALLOYS SEC filings (Ticker: ALOY), 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.
REalloys Inc. filings document material-event disclosures for the company’s public-company governance, capital structure and rare earth operating platform. Recent 8-K filings cover material agreements, preferred-stock transactions, changes in the company’s independent registered public accounting firm and related audit disclosures.
The filing record also identifies corporate and security matters for the Nevada registrant, including Series A Preferred Stock transactions, agreements involving preferred stock of Blackbox.io, Inc., auditor appointment and dismissal disclosures, and current-report items tied to capital-structure and governance events.
REalloys Inc. entered into a long-term Rare Earth Product Offtake Agreement with Critical Metals Corp., securing 15% of Phase 1 concentrate production from the Tanbreez rare earth project in Greenland for an initial 15-year term. Supply begins once the parties agree on detailed product specifications and qualification requirements, and either side may terminate if this Supply Start Date is not reached within five years of the May 2026 effective date.
The commitment is limited to Phase 1, which has a nameplate capacity of up to 15,000 metric tons of concentrate per year, with monthly deliveries subject to a ±5% operational variance. Pricing for neodymium-praseodymium, dysprosium, terbium, and yttrium is linked to ex-China index averages with a floor price that escalates 2% annually, and REalloys must compensate Critical Metals if it causes delivery shortfalls. The company highlights this offtake as a cornerstone of its mine-to-magnet strategy aimed at supplying U.S. defense and critical industrial customers ahead of expanded U.S. procurement restrictions on Chinese rare earth content effective January 1, 2027.
REalloys Inc. reported a first‑quarter 2026 net loss of $106.7 million, or $1.98 per share, on early‑stage revenue of $0.7 million from rare earth products and the Blackbox trading platform. Results were dominated by non‑cash items, including $81.8 million of stock‑based compensation, a $6.4 million impairment on its EVTEC investment, and $9.2 million of preferred stock accretion.
Cash and restricted cash rose to $50.0 million as of March 31 2026, helped by a $50.0 million underwritten equity offering that produced approximately $46.8 million in net proceeds. Management concluded substantial doubt about the company’s ability to continue as a going concern no longer existed, though significant future capital will be needed for its mine‑to‑magnet growth strategy.
ReAlloys Inc. submitted a Form 12b-25 notifying the SEC that it cannot timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026. The company states additional time is required to compile and analyze supporting documentation to complete financial statement preparation and review. The filing says the Form 10-Q is expected to be filed no later than the fifth calendar day following the prescribed due date.
REALLOYS INC. director Sawyer Joseph Alfred filed an initial ownership report on Form 3. This filing shows his direct holding of 144,515 shares of Common Stock, par value $0.001 per share, as of the reported date. The filing does not report any new buy or sell transactions; it simply establishes his current ownership position as a company insider.
REALLOYS INC. filed an initial Form 3 for director John M. Keane, identifying him as a board member but not an officer or ten percent owner. The filing does not list any insider transactions or derivative positions, indicating it primarily establishes his status as a reporting person.
REalloys Inc. filed an amended current report to add full historical and pro forma financial statements for its merger with Blackboxstocks, now operating under the REalloys name. The filing includes audited 2025 and 2024 results for the acquired REalloys business and combined pro forma figures.
At December 31, 2025, the company reported total assets of $93.4 million, driven largely by $50.5 million of capitalized mineral properties and $1.5 million of identifiable intangibles, against total liabilities of $56.0 million and mezzanine Series X preferred equity of $1.5 million. Stockholders’ equity was $35.8 million.
Operations remain early stage, with 2025 net revenues of $0.8 million and a net loss of $75.6 million, reflecting heavy general and administrative expense and non‑cash charges, including share-based consulting costs and changes in contingent consideration. Prior going concern doubts cited for 2024 are reassessed, and management now concludes improved liquidity, including a March 2026 public offering, supports continuation for at least one year from issuance.
REALLOYS INC. entered into an option exercise agreement with Gust Kepler on May 5, 2026, to exchange preferred equity interests between the company and its affiliate Blackbox.io, Inc.
Mr. Kepler must transfer 1,084,999 shares of REALLOYS Series A Preferred Stock to the company, and in return receive 3,269,998 shares of Series A Preferred Stock of Blackbox.io, Inc., representing all of that series held by REALLOYS. Separately, 1,634,999 shares of REALLOYS Series A Preferred Stock were issued by Mr. Kepler to Lipi Sternheim for an aggregate purchase price of $1.00 under a previously disclosed stock purchase agreement.
REALLOYS INC. ten percent owner Kepler Gust, described as President of Blackbox.io Inc., reported an internal equity change. On April 14, 2026, he exercised and converted 550,000 shares of Series A Convertible Preferred Stock into 550,000 shares of common stock on a 1-for-1 basis, at a stated conversion price of $0.0000 per share.
Following these transactions, Gust directly held 964,218 shares of REALLOYS common stock and 1,084,999 shares of Series A Convertible Preferred Stock. The footnote states that the preferred stock is convertible into common stock at any time on a 1-for-1 basis and has no expiration date.
Realloys Inc. reported a change in its independent auditor. On April 17, 2026, the company dismissed Victor Mokuolo CPA PLLC as its independent registered public accounting firm, with the decision approved by the audit committee.
VMCPA’s audit reports for the years ended December 31, 2025 and 2024 were unqualified, but each included an explanatory paragraph about Realloys’ ability to continue as a going concern. The company states there were no disagreements or reportable events with VMCPA as defined under Item 304 of Regulation S‑K.
On April 20, 2026, the audit committee approved the engagement of Grassi & Co. CPAs, P.C. as the new independent registered public accounting firm to audit the company’s consolidated financial statements for the year ending December 31, 2026. Realloys notes it did not consult Grassi & Co. on accounting or auditing matters before this appointment.
RealLoys Inc. amendment to a Schedule 13G/A reports that Five Narrow Lane beneficially owns 2,849,688 shares of Common Stock, representing 4.99% of the class. The filing ties that stake to 57,111,167 shares outstanding as of February 24, 2026 and shows sole voting and dispositive power over the reported shares.