Business Context and Reporting Period
This Form 8-K is filed by Safety Shot, Inc. (trading symbol: SHOT), a Delaware corporation listed on The Nasdaq Capital Market. The report covers events occurring on July 9, 2025, with a signature date of July 15, 2025. The company is designated as an emerging growth company.
Key Financial Metrics and Material Events
- Asset Sale: On July 11, 2025, the Company entered into a Stock Purchase Agreement to sell 500,000 shares of SRM Entertainment, Inc. common stock to an institutional investor for an aggregate amount of $3,125,000.
- Stock Price Status: The Company's common stock closing bid price has been below $1.00 per share for 30 consecutive days, triggering a non-compliance notice under Nasdaq Listing Rule 5550(a)(2).
- Liquidity and Debt: The filing text does not provide specific values for total revenue, profit, cash flow, margins, or outstanding debt.
Material Changes and Regulatory Status
On July 9, 2025, Nasdaq granted the Company an 180-day extension to regain compliance with the minimum bid price requirement. The new compliance deadline is December 29, 2025.
- Compliance Path: To regain compliance, the closing bid price must be at least $1.00 per share for a minimum of 10 consecutive business days within the extension period.
- Proposed Remediation: The Company intends to cure the deficiency by effecting a reverse stock split if necessary.
- Delisting Risk: Failure to regain compliance by the deadline will result in a notice of delisting, subject to appeal to a Nasdaq Hearings Panel.
Guidance, Outlook, and Risks
Management stated it will actively monitor the bid price and consider available options, including a reverse stock split, to resolve the deficiency. There is no assurance that the Company will regain compliance or avoid delisting. The filing does not contain forward-looking financial guidance regarding revenue or earnings.
Investor Verification Checklist
- Verify the current trading price of SHOT to assess proximity to the $1.00 compliance threshold.
- Confirm the terms of the $3,125,000 sale of SRM Entertainment, Inc. shares via Exhibit 10.1.
- Monitor for future announcements regarding the execution of a reverse stock split.
- Review the Company's cash position to determine if the asset sale proceeds are critical for immediate liquidity.