Welcome to our dedicated page for Bt Brands SEC filings (Ticker: BTBDW), 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.
The BT Brands, Inc. (BTBD, BTBDW) SEC filings page brings together the company’s official disclosures as filed with the U.S. Securities and Exchange Commission. Through annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K, BT Brands provides audited and unaudited financial statements, balance sheets, and narrative explanations of its restaurant operations and equity investments.
For this restaurant-focused issuer, investors often look to 10-K and 10-Q filings for details on sales, restaurant operating expenses, labor and occupancy costs, depreciation and amortization, and general and administrative expenses. These filings also present information on cash and short-term investments, long-term debt, lease obligations, and the company’s equity method accounting for its interest in Bagger Dave’s Burger Tavern, Inc.
BT Brands’ 8-K filings are especially important for tracking strategic events. One such 8-K describes the Agreement and Plan of Merger with Aero Velocity Inc., including the structure of the merger, the creation of new Series A-1, Series A-2, and Series B Convertible Preferred Stock, and the contemplated spin-off of BT Group, Inc. to hold all restaurant assets and liabilities. Another filing, a Form 12b-25 (NT 10-Q), explains a short delay in submitting a quarterly report due to timing issues in obtaining third-party financial information.
On Stock Titan, these filings are updated from EDGAR and can be paired with AI-powered summaries that highlight key elements such as revenue trends, changes in restaurant count, equity method results from Bagger Dave’s, and the legal terms of the Aero Velocity transaction. Users can also use this page to monitor the company’s ongoing compliance with periodic reporting requirements and to review how BT Brands describes its restructuring and spin-off plans in formal SEC documents.
BT Brands, Inc. filed a current report to note that it obtained and filed the consent of its independent registered public accounting firm for use in a Registration Statement on Form S-3. The consent, dated March 30, 2026, allows the firm’s audit report on the company’s consolidated financial statements for the fiscal year ended December 28, 2025, as included in the Form 10-K, to be incorporated by reference into the Form S-3 and cited under the “Experts” section. The consent is furnished as Exhibit 23.1, alongside Exhibit 104 for the cover page Inline XBRL data.
BT Brands, Inc. files its annual report describing a small multi‑brand restaurant operator that is pursuing a transformative merger with unmanned‑aerial‑vehicle company Aero Velocity Inc. As of December 28, 2025, the company owned and operated nine restaurants across the Midwest, Florida, and Massachusetts and held a 40.7% equity stake in Bagger Dave’s Burger Tavern, Inc.
The Aero transaction would merge Aero into a BT subsidiary and spin off the restaurant operations into a new company, BT Group, Inc. Aero holders would receive Series A‑1 and A‑2 preferred stock with a stated value of $101.1 million, representing about 89% of the merged company on an as‑converted basis, leaving current BT Brands stockholders and its advisor with roughly 11% and a significant loss of voting control.
The spin‑off of BT Group is not expected to be tax‑free for U.S. federal income tax purposes, so stockholders may incur taxable income on receiving BT Group shares. The filing also outlines operating risks in the restaurant business, including competition, labor costs, food safety, seasonality, cybersecurity, litigation, and the impact of economic conditions.
BT Brands’ proposed merger partner Aero Velocity and fellow AeroShield Alliance members are establishing a new Mississippi headquarters to expand their public-sector infrastructure technology platform. The move is intended to speed deployment of AI-driven infrastructure analytics and drone-based data collection for state and local governments.
The initiative centers on a Rural Transportation Resilience Center at Holmes Community College, supported by local leaders and U.S. Senators Cindy Hyde-Smith and Roger Wicker. If U.S. Department of Transportation grants are awarded, the program is expected to fund AI-enabled inspections across more than 70,000 linear miles of Mississippi roads, support workforce training for about 200 residents, and create an additional 100 jobs over three years.
The release also reiterates that BT Brands and Aero Velocity have a definitive merger agreement under which the combined company is expected to be renamed “Aero Velocity Inc.” and listed on the Nasdaq Capital Market, with Mark Hastings as CEO, subject to stockholder approvals and customary closing conditions.
BT Brands’ proposed merger partner Aero Velocity has entered a strategic alliance with SoftWash Systems to launch an integrated drone-based exterior cleaning solution. The partnership combines Aero Velocity’s commercial UAV platforms with SoftWash’s low-pressure, biodegradable cleaning technology to reach difficult and hazardous surfaces more safely and efficiently.
The companies plan joint go-to-market efforts targeting a global commercial exterior cleaning market estimated at more than $1 billion annually, and expect the initiative to contribute meaningfully to 2026 revenue growth. SoftWash supports over 100 affiliates and franchisees across seven countries, generating more than $39 million in 2025 revenue, providing a ready distribution channel for the new drone-washing offering.
BT Brands, Inc. (BTBDW) disclosed transaction terms tied to a merger agreement. Each party agreed to operate in the ordinary course until closing and to seek written consent before taking specified pre-closing actions. Parent will enter into indemnification agreements for directors elected after the Effective Time and will maintain director-and-officer insurance covering pre- and post-closing directors and officers for six years after the Effective Time. At or before the Effective Time, affiliates of the Company who are stockholders will enter a registration rights agreement for shares of Parent Common Stock convertible from Parent Series A Preferred Stock. The Parent Board will adopt an equity incentive plan reserving shares equal to 10% of fully diluted Parent Common Stock outstanding at closing and will file a Form S-8. Concurrently with closing, the parties expect a Concurrent Financing of a minimum of $3.0 million and up to $5.0 million.
BT Brands, Inc. filed a Form 12b-25 to report that its Quarterly Report on Form 10-Q for the period ended June 29, 2025 will be filed late. The company states it could not obtain necessary financial information from third-party providers on a timely basis without unreasonable effort or expense. It expects to submit the Form 10-Q on or before the fifth calendar day after the August 14, 2025 due date.