American Rebel H SEC Filings

American Rebel Holdings entered into a $270,000 original-issue-discount promissory note, receiving $189,000 in cash and owing a single $270,000 payment by April 6, 2028, plus a $10,000 monitoring fee. The note carries 105%–130% payoff provisions in default and a 135% premium if prepaid, and may be convertible by mutual agreement into Series D Convertible Preferred Stock at $7.50 per share, with each preferred share convertible into five common shares, subject to a 4.99% ownership cap.

The company agreed to reserve 36,000 Series D preferred shares and 180,000 related common shares. It also exchanged 445.5 and 120 shares of Series E Preferred Stock with Streeterville for 405,000 and 202,702 common shares, respectively, and reported multiple Series D preferred conversions into common. Additional common shares were issued to Silverback Capital Corporation and Streeterville, and total common stock outstanding is now 5,655,420 shares. The company highlighted Nasdaq’s resumption of trading after a halt tied to Publicly Held Shares and bid-price deficiencies, noting a recent 1-for-100 reverse stock split and a 3,218,299-share issuance to CEDE & Co. to address Nasdaq’s Publicly Held Shares requirement. Management also reported strong American Rebel Light Beer sales at the 2026 NHRA Gatornationals, where the brand outsold every other beer at the track by 40%.

American Rebel Holdings, Inc. filed an Amendment No. 1 to its Annual Report for the year ended December 31, 2025. The amendment’s sole purpose is to add a link to Exhibit 97.1, the Executive Compensation Recovery Policy, which was inadvertently omitted from the original filing.

The company states that no financial statements or other disclosures from the original report are being changed or updated, and the amendment does not reflect any events after the original filing date. New certifications under Section 302 of the Sarbanes-Oxley Act are included, with certain paragraphs omitted because no financial statements are presented. Section 906 certifications are not included in this amendment.

The aggregate market value of voting and non-voting common equity held by non-affiliates was $8,647,718.94 as of June 30, 2025 based on a closing price of $504.00 per share, and 233,366 common shares were outstanding as of March 30, 2026.

American Rebel Holdings, Inc. (AREB) informs stockholders that holders of Series A Convertible Preferred Stock and Common Stock executed a written consent on April 8, 2026 approving an amendment to authorize a reverse stock split of common stock at a ratio of up to 1-for-250. The Board may file the Certificate of Amendment to effect the Reverse Stock Split on or after May 11, 2026 and has discretion to choose the final ratio and timing within twelve months.

The action was approved by holders controlling 123,412,013 votes attributable to Series A Preferred and 13 shares of Common Stock, producing a total of 126,863,665 voting shares for purposes of this consent. As of April 8, 2026, American Rebel had 3,451,665 shares of Common Stock issued and outstanding. The company disclosed it received a Nasdaq notice for failing to maintain a $1.00 minimum bid price; the company appealed and a hearing was held on March 24, 2026, with results pending.

American Rebel Holdings, Inc. amends its Form S-1 to register up to 270,670 shares of common stock for resale by certain selling stockholders. The shares represent common stock underlying 54,134 shares of Series D Convertible Preferred Stock and the Company will receive no proceeds from these resales.

This post-effective amendment dated April 13, 2026 updates the registration statement to incorporate the Company’s Form 10-K for the year ended December 31, 2025 and other specified disclosures. The filing describes recent minority-interest and asset transactions, multiple reverse stock splits, Nasdaq listing compliance matters, and ongoing risks including material weaknesses in internal controls.

American Rebel Holdings, Inc. files a post-effective amendment to register up to 12,188,075 shares of Common Stock for resale by selling stockholders pursuant to existing piggyback/registration rights. The resale registration covers shares underlying Series D convertible preferred stock, promissory‑note conversions and warrants. The company is not selling any shares here and will receive proceeds only if the listed Warrants are exercised (up to $1,687,500 in the aggregate).

The prospectus shows 3,451,665 shares outstanding prior to this offering and 15,639,740 shares outstanding after inclusion of the registered shares. The registration updates information from the Company’s Form 10‑K for the year ended December 31, 2025 and incorporates multiple recent corporate actions (minority interest purchases, asset and note transactions, Series D preferred issuances and numerous reverse stock splits).

American Rebel Holdings, Inc. registers up to 1,196,670 shares of Common Stock for resale by selling stockholders holding Series D Convertible Preferred Stock. The Company will receive no proceeds from these resales.

The prospectus states 3,451,665 shares outstanding as of April 10, 2026 and projects 4,648,335 shares outstanding after this offering. The resale registration covers conversion shares underlying Series D preferred issuances and transfers; resale methods include public or private transactions. The filing notes multiple recent reverse stock splits and that trading is halted pending Nasdaq public‑float compliance.

American Rebel Holdings notified stockholders that holders of a majority of voting power approved a written consent to permit the Board to implement a reverse stock split of up to 1-for-250. The Written Consent was delivered by holders controlling 123,412,013 voting shares (representing 97.28% of voting power) and is dated April 8, 2026. The Information Statement explains the Board may file a Certificate of Amendment any time within 12 months after the Record Date to effect the split, subject to a 20-calendar-day mailing period before effectiveness. The filing notes Nasdaq delisting proceedings for failure to maintain a $1.00 minimum bid price, the Company appealed and a hearing was held; the reverse split is described as a possible measure to regain compliance. The Information Statement describes effects on outstanding shares, options, warrants, rounding of fractional shares, accounting and tax treatment, and states no dissenters’ or appraisal rights under Nevada law.

American Rebel Holdings, Inc. reports actions tied to its recent reverse stock split and Nasdaq listing compliance. On March 23, 2026, the company completed a 1-for-100 reverse stock split. On April 6, 2026, it issued 3,218,299 shares of common stock to CEDE & Co. to round fractional positions into whole shares, leaving 3,451,665 common shares issued and outstanding. These shares were issued in unregistered transactions relying on Section 4(a)(2) and/or Regulation D, and are characterized as restricted securities.

The company also describes Nasdaq’s additional deficiency letter following the reverse split, which noted an estimated 247,279 publicly held shares, below the 500,000 Publicly Held Shares requirement in Listing Rule 5550(a)(4). Nasdaq placed the stock in a Qualification Halt on March 23, 2026, to remain at least until the Publicly Held Shares requirement is met. The company states that the April 6 issuance is believed to cure this specific deficiency, although compliance with the minimum $1 bid price must still be maintained for 10 consecutive business days after any cure.