Overview
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- TickerALOY on Nasdaq2
- IndustryMetal Mining2
- HeadquartersCarson City, United States2
- Incorporated inNV3
- Business address7000 W. Palmetto Park Rd., Unit 308, Boca Raton, Fl3
- Filer categoryNon-accelerated filer, Smaller reporting company, Emerging growth company3
- Legal formCorporation2
- LEI52990036IORVY1M2MY732
- StatusActive2
- LEI statusIssued and current2
- Registered address701 S CARSON ST STE 200, 89701 Carson City, United States2
- Registered withBusiness Center (Secretary of State), NV201116331092
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Blackbox has developed a financial technology and social media hybrid platform offering real-time proprietary analytics and news for stock and options traders of all levels combined with a social media element and educational materials. Our web-based platform and native iOS and Android applications (the “Blackbox System”) employ “predictive technology” enhanced by artificial intelligence to find volatility and unusual market activity that may result in the rapid change in the price of a stock or option. We continuously scan the New York Stock Exchange (“NYSE”), NASDAQ, Chicago Board Options Exchange (the “CBOE”) and other options markets, analyzing over 10,000 stocks and over 1,500,000 options contracts multiple times per second. We provide our subscribing members with a fully interactive audio and text based social media platform that is integrated into our dashboard, enabling our membe…5 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Products and services
Subscription and Circulation brought in 97% of the revenue REALLOYS INC. broke down this way in fiscal 2025.
Products and services by year
| Products and services | 2024 | 2025 |
|---|---|---|
| Subscription and Circulation | $2.6M | $2.3M |
| Product and Service, Other | $3.7K | $83.8K |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue52¢$1.3M
- Other costs48¢$1.2M
Out of $2.4M in revenue.6 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.6
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Revenue | $2.4M | $2.6M |
| Cost of revenues | $1.3M | $1.4M |
| Gross margin | $1.2M | $1.1M |
| Software development costs | $413.6K | $417.9K |
| Selling, general and administrative | $4.5M | $3.6M |
| Advertising and marketing | $272.2K | $436.5K |
| Depreciation and amortization | $5.4K | $16.0K |
| Total operating expenses | $5.2M | $4.4M |
| Operating loss | -$4.0M | -$3.3M |
| Interest expense | $117.6K | $263 |
| Financing costs | $102.3K | $132.3K |
| Amortization of debt issuance costs | $241.0K | $0 |
| Loss on disposition of assets | $0 | -$29.9K |
| Gain on settlement of assets and liabilities | -$93.0K | $0 |
| Other income | $0 | -$348 |
| Investment loss | $30.0K | $0 |
| Total other (income) expense | $397.8K | $162.2K |
| Loss before income taxes | -$4.4M | -$3.5M |
| Income Taxes | $0 | $0 |
| Net loss | -$4.4M | -$3.5M |
| Weighted average number of common shares outstanding basic and diluted (in shares) | 3.8M shares | 3.4M shares |
| Net loss per share basic and diluted (in dollars per share) | -$1.17 | -$1.03 |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 5 fiscal years (annual) or 5 quarters (quarterly), latest first.6
| Period ending | 2025-12-31 | 2025-06-30 | 2025-02-28 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|---|---|
| Cash | $39.2K | $17.0K | |||
| Accounts receivable | $20.1K | $7.2K | |||
| Inventory | $3.5K | $3.5K | |||
| Note receivable | $0 | $1.1M | |||
| Prepaid expenses and other current assets | $7.0K | $44.9K | |||
| Total current assets | $69.7K | $1.2M | |||
| Right of use lease | $221.4K | $287.8K | |||
| Investments | $8.4M | $8.4M | |||
| Total long term assets | $8.6M | $8.7M | |||
| Total assets | $8.7M | $9.9M | |||
| Accounts payable | $1.5M | $1.6M | |||
| Accrued interest | $92.6K | $1.6K | |||
| Unearned subscriptions | $726.2K | $928.2K | |||
| Lease liability right of use, current | $74.4K | $65.4K | |||
| Senior secured debenture, net of issuance costs | $252.0K | $0 | |||
| Convertible note payable | $164.0K | $0 | |||
| Note payable | $100.0K | $10.6K | |||
| Merchant cash advance | $0 | $187.9K | |||
| Total current liabilities | $2.9M | $4.3M | |||
| Lease liability right of use, long term | $154.4K | $228.8K | |||
| Total long term liabilities | $154.4K | $228.8K | |||
| Common stock, $0.001 par value, 100,000,000 shares authorized: 4,296,817 and 3,538,038 issued and outstanding at December 31, 2025 and 2024, respectively | $4.3K | $3.5K | |||
| Treasury stock | -$40 | $0 | |||
| Additional paid in capital | $33.0M | $28.3M | |||
| Accumulated deficit | -$27.4M | -$23.0M | |||
| Total stockholders' equity | $5.7M | $5.4M | $7.3M | ||
| Total liabilities and stockholders' equity | $8.7M | $9.9M | |||
| Preferred stock, par value (in dollars per share) | $0.00 | ||||
| Common stock, par value (in dollars per share) | $0.00 | $0.00 | $0.00 | $0.00 | |
| Common stock, shares authorized (in shares) | 100.0M shares | 100.0M shares | |||
| Common Stock, Shares, Issued (in shares) | 4.3M shares | 3.5M shares | |||
| Common Stock, Shares, Outstanding (in shares) | 4.3M shares | 3.5M shares |
| Period ending | 2025-12-31 | 2025-06-30 | 2025-02-28 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|---|---|
| Cash | $39.2K | $17.0K | |||
| Accounts receivable | $20.1K | $7.2K | |||
| Inventory | $3.5K | $3.5K | |||
| Note receivable | $0 | $1.1M | |||
| Prepaid expenses and other current assets | $7.0K | $44.9K | |||
| Total current assets | $69.7K | $1.2M | |||
| Right of use lease | $221.4K | $287.8K | |||
| Investments | $8.4M | $8.4M | |||
| Total long term assets | $8.6M | $8.7M | |||
| Total assets | $8.7M | $9.9M | |||
| Accounts payable | $1.5M | $1.6M | |||
| Accrued interest | $92.6K | $1.6K | |||
| Unearned subscriptions | $726.2K | $928.2K | |||
| Lease liability right of use, current | $74.4K | $65.4K | |||
| Senior secured debenture, net of issuance costs | $252.0K | $0 | |||
| Convertible note payable | $164.0K | $0 | |||
| Note payable | $100.0K | $10.6K | |||
| Merchant cash advance | $0 | $187.9K | |||
| Total current liabilities | $2.9M | $4.3M | |||
| Lease liability right of use, long term | $154.4K | $228.8K | |||
| Total long term liabilities | $154.4K | $228.8K | |||
| Common stock, $0.001 par value, 100,000,000 shares authorized: 4,296,817 and 3,538,038 issued and outstanding at December 31, 2025 and 2024, respectively | $4.3K | $3.5K | |||
| Treasury stock | -$40 | $0 | |||
| Additional paid in capital | $33.0M | $28.3M | |||
| Accumulated deficit | -$27.4M | -$23.0M | |||
| Total stockholders' equity | $5.7M | $5.4M | $7.3M | ||
| Total liabilities and stockholders' equity | $8.7M | $9.9M | |||
| Preferred stock, par value (in dollars per share) | $0.00 | ||||
| Common stock, par value (in dollars per share) | $0.00 | $0.00 | $0.00 | $0.00 | |
| Common stock, shares authorized (in shares) | 100.0M shares | 100.0M shares | |||
| Common Stock, Shares, Issued (in shares) | 4.3M shares | 3.5M shares | |||
| Common Stock, Shares, Outstanding (in shares) | 4.3M shares | 3.5M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.6
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$4.4M | -$3.5M |
| Depreciation and amortization expense | $5.4K | $16.0K |
| Amortization of debt issuance costs | $241.0K | $0 |
| Financing costs | $102.3K | $132.3K |
| Shares issued for financing costs | -$49.6K | $0 |
| Stock based compensation | $1.4M | $368.7K |
| Right of use lease | $1.0K | -$1.5K |
| Gain on settlement of other liabilities and note receivable | -$93.0K | $0 |
| Loss on disposition of assets | $0 | $29.9K |
| Other income | $0 | -$348 |
| Investment loss | $30.0K | $0 |
| Accounts receivable | -$12.9K | $11.0K |
| Other receivable | $0 | $475.0K |
| Prepaid expenses and other current assets | $37.9K | -$9.7K |
| Accounts payable | -$198.1K | $667.2K |
| Accrued interest | -$91.0K | $0 |
| Unearned subscriptions | -$202.0K | -$367.3K |
| Evtec advances payable | $0 | $1.3M |
| Net cash used in operating activities | -$3.2M | -$705.7K |
| Purchase of marketable securities | $0 | -$9.3K |
| Sale of marketable securities | $0 | $12.6K |
| Issuance of note receivable | $0 | -$1.1M |
| Net cash provided by (used in) investing activities | $0 | -$1.1M |
| Proceeds from issuance of common stock | $1.5M | $1.2M |
| Proceeds from issuance of senior secured convertible debenture | $2.0M | $0 |
| Proceeds from merchant cash advance | $0 | $397.8K |
| Principal payments on notes payable | -$10.6K | -$29.0K |
| Payments on merchant cash advance | -$290.2K | -$222.0K |
| Net cash provided by (used in) financing activities | $3.2M | $1.3M |
| Net increase (decrease) in cash | $22.1K | -$455.7K |
| Interest paid | $1.6K | $264 |
| Income taxes paid | $0 | $0 |
| Discount on note payable | $60.0K | $0 |
| Discount on note payable from fees payable | $195.4K | $0 |
| Fees payable settled through convertible note payable | $164.0K | $0 |
| Note payable issued for settlement of other liabilities and note receivable | $100.0K | $0 |
| Issuance of stock for conversion of senior secured convertible debenture | $1.8M | $0 |
| Retirement of treasury stock | $0 | $27.6K |
No quarter-by-quarter statement was filed.
Corporate structure
REALLOYS INC. sits at the top of its group. 3 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of REALLOYS INC.
- CITADEL ADVISORS LLC Filed SCHEDULE 13G on REALLOYS INC., latest Oct 6, 2026
- BlackRock Filed SCHEDULE 13G on REALLOYS INC., latest Jul 29, 2026
- Andrew J. Sherman Filed SCHEDULE 13G on REALLOYS INC., latest Jul 24, 2026
- Five Narrow Lane LP Filed SCHEDULE 13G/A on REALLOYS INC., latest Apr 15, 2026 (4 filings since Mar 12, 2025)
- Quadrifoglio Holdings LLC Filed SCHEDULE 13D/A on REALLOYS INC., latest Jun 23, 2025 (2 filings since Oct 23, 2024)
- REALLOYS INC. Carson City, Nevada, United States
- Blackbox.io Inc. Subsidiary · Delaware, United States
- RABLBX Merger Sub Inc. Subsidiary · Nevada, United States
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What REALLOYS INC. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Marketable securities, current | $011 Dec 31, 2024 | $3.0K11 Dec 31, 2023 | −100.0% |
| Long-term investments | $8.4M6 Dec 31, 2025 | $8.4M6 Dec 31, 2024 | −0.4% |
Inventory
Properties, in its own words
We do not own any real estate or other physical properties. Our principal office is located at 5430 LBJ Freeway, Suite 1485, Dallas, Texas 75240 in office space leased from Teachers Insurance and Annuity Association of America. During the years ended December 31, 2025 and 2024 we incurred approximately $140,000 and $125,000, respectively, in office rental expense. Future minimum rental payments under the extended lease are approximately $260,781.
We believe that the existing facilities will be adequate to meet our operational requirements through 2026. We believe that all such facilities are adequately covered by appropriate property insurance.
Item 2 of the 10-K filed Feb 23, 2026.5
Leadership
Who has led REALLOYS INC., and when. Pick a name to see everywhere that person has worked.
President
Chief financial officer
Chief operating officer
- Chief executive officerLeonard Sternheim Sep 18, 2026 to now16
- Chief executive officerGust Kepler Feb 11, 2016 to Sep 18, 202617
- Chief executive officerOrsolya Peresztegi Oct 6, 2014 to Oct 6, 201418
- PresidentGust Kepler Dec 7, 2015 to now19
- Chief financial officerCraig Cunningham Sep 25, 2026 to now20
- Chief financial officerRobert L. Winspear Oct 20, 2021 to Sep 25, 202621
- Chief financial officerGust Kepler Feb 11, 2016 to Jan 2, 201817
- Chief financial officerOrsolya Peresztegi Oct 6, 2014 to Oct 6, 201418
- Chief operating officerMuhammad Imran Sep 18, 2026 to now22
Board members and other officers (15)
- Board memberJohn M. Keane May 12, 2026 to now23
- Board memberJoseph Alfred Sawyer May 12, 2026 to now24
- Board memberBradley John Wall Sep 18, 2026 to now25
- Board memberDavid Brookes Macnaughton Sep 18, 2026 to now26
- Board memberDovid Yoel Glenn Sep 18, 2026 to now27
- Board memberLeonard Sternheim Sep 18, 2026 to now16
- Board memberRobert Foresman Sep 18, 2026 to now28
- Board memberGrant Evans Feb 3, 2025 to now29
- Board memberCharles Keller Reid Feb 12, 2025 to now30
- Board memberRobert L. Winspear Oct 20, 2021 to now21
- Board memberDalya Sulaiman Nov 8, 2021 to now31
- Board memberRay Balestri Nov 15, 2021 to Sep 16, 202232
- Board memberAndrew T. Malloy Nov 22, 2021 to Nov 22, 202133
- Board memberGust Kepler Dec 7, 2015 to now19
- Board memberOrsolya Peresztegi Oct 6, 2014 to Dec 7, 201518
Named in SEC Form D filings
People the company listed in its private-offering notices.
- DirectorKeller Reid named Apr 23, 202534
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Former names
Timeline
- Sep 18, 2026New chief executive Leonard Sternheim becomes CEO16
- Aug 13, 20268-K Results of operations35
- Jun 30, 20268-K Executive or director change36
- Jun 26, 20268-K Entered a material agreement; Unregistered sale of shares; Regulation FD disclosure37
- Jun 25, 20268-K Entered a material agreement; Unregistered sale of shares; Regulation FD disclosure38
- May 22, 20268-K Entered a material agreement; Regulation FD disclosure39
- May 12, 20268-K Financial statements and exhibits40
- May 6, 20268-K Entered a material agreement; Other events41
- Apr 20, 20268-K Change of auditor42
- Mar 9, 20268-K Entered a material agreement; Regulation FD disclosure43
- Feb 25, 20268-K Entered a material agreement; Completed an acquisition or sale; Unregistered sale of shares44
- Feb 3, 20268-K Shareholder vote45
- Feb 3, 20268-K Shareholder vote46
- Feb 11, 2016New chief executive Gust Kepler becomes CEO17
- Oct 6, 2014New chief executive Orsolya Peresztegi becomes CEO18
- Oct 4, 2011Founded REALLOYS INC. is founded2
Calendar
When it reported results
- Aug 13, 2026Reported quarterly or annual results35
- Oct 14, 2022Reported quarterly or annual results47
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
200 filings to the SEC since October 2021: 6 annual reports, 16 quarterly reports, 53 major events, 43 insider forms, 9 large holders, 2 private raises, 71 other. The latest 20:
- Oct 6, 2026SCHEDULE 13G EDGAR
- Sep 25, 20263 EDGAR
- Sep 18, 20263 EDGAR
- Sep 18, 20263 EDGAR
- Sep 18, 20263 EDGAR
- Sep 18, 20263 EDGAR
- Sep 18, 20263 EDGAR
- Sep 18, 20263 EDGAR
- Sep 3, 2026424B7 EDGAR
- Aug 13, 202610-Q EDGAR
- Aug 13, 20268-K EDGAR
- Jul 29, 2026SCHEDULE 13G EDGAR
- Jul 24, 2026SCHEDULE 13G EDGAR
- Jun 30, 20268-K EDGAR
- Jun 29, 2026S-3ASR EDGAR
- Jun 26, 20268-K EDGAR
- Jun 25, 20268-K EDGAR
- Jun 3, 2026144/A EDGAR
- Jun 2, 2026144 EDGAR
- May 22, 20268-K EDGAR
The 200 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
21 open-market trades by officers, directors and large owners since October 2021: 11 buys and 10 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Mar 17, 2026 | KEPLER GUST10% owner | Sale | 62,000 | $12.89 | $799.2K | Form 4 |
| Mar 16, 2026 | KEPLER GUST10% owner | Sale | 71,000 | $11.01 | $781.7K | Form 4 |
| Mar 13, 2026 | KEPLER GUST10% owner | Sale | 49,000 | $12.31 | $603.2K | Form 4 |
| Mar 4, 2026 | Smith Charles Brandon | Sale | 5,000 | $26.00 | $130.0K | Form 4 |
| Mar 3, 2026 | Smith Charles Brandon | Sale | 1,000 | $20.86 | $20.9K | Form 4 |
| Feb 27, 2026 | Smith Charles Brandon | Sale | 8,500 | $15.47 | $131.5K | Form 4 |
| Feb 26, 2026 | WINSPEAR ROBERT LChief Financial Officer | Sale | 17,000 | $15.09 | $256.5K | Form 4 |
| Feb 26, 2026 | WINSPEAR ROBERT LChief Financial Officer | Sale | 17,000 | $15.09 | $256.5K | Form 4 |
| Oct 23, 2025 | Smith Charles Brandon | Sale | 9,167 | $9.08 | $83.2K | Form 4 |
| Oct 21, 2025 | Reid Charles KellerDirector | Sale | 5,000 | $9.24 | $46.2K | Form 4 |
| Jul 1, 2024 | KEPLER GUST10% owner | Buy | 25,000 | $4.00 | $100.0K | Form 4 |
| Feb 23, 2023 | KEPLER GUST10% owner | Buy | 1,130,002 | $3.00 | $3.4M | Form 4 |
| Jun 16, 2022 | Balestri RayDirector | Buy | 8,183 | $1.27 | $10.4K | Form 4 |
| Jun 16, 2022 | WINSPEAR ROBERT LChief Financial Officer | Buy | 4,521 | $1.30 | $5.9K | Form 4 |
| Jun 15, 2022 | Balestri RayDirector | Buy | 63,183 | $1.21 | $76.6K | Form 4 |
| Jun 15, 2022 | WINSPEAR ROBERT LChief Financial Officer | Buy | 10,479 | $1.15 | $12.1K | Form 4 |
| May 20, 2022 | WINSPEAR ROBERT LChief Financial Officer | Buy | 10,000 | $1.58 | $15.8K | Form 4 |
| Nov 26, 2021 | Balestri RayDirector | Buy | 1,000 | $3.55 | $3.5K | Form 4 |
| Nov 23, 2021 | Balestri RayDirector | Buy | 3,000 | $3.18 | $9.5K | Form 4 |
| Nov 17, 2021 | WINSPEAR ROBERT LChief Financial Officer | Buy | 89,000 | $4.69 | $417.6K | Form 4 |
All 21 trades can be filtered by person here when JavaScript is on.
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- CITADEL ADVISORS LLCSCHEDULE 13G, 1 filing Oct 6, 202648
- BlackRockSCHEDULE 13G, 1 filing Jul 29, 202649
- Andrew J. ShermanSCHEDULE 13G, 1 filing Jul 24, 202650
- Five Narrow Lane LPSCHEDULE 13G/A, 4 filings Mar 12, 2025 to Apr 15, 202651
- Quadrifoglio Holdings LLCSCHEDULE 13D/A, 2 filings Oct 23, 2024 to Jun 23, 202552
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2024 | Gust KeplerDirector, President and Chief | 61 | $200.0K | $219.5K53 |
| 2024 | Robert WinspearDirector, Chief Financial | 60 | $200.0K53 | |
| 2024 | Charles SmithChief Technology Officer | 55 | $180.0K53 | |
| 2023 | Executive Officer (Principal Executive Officer) | $200.0K | $214.1K53 | |
| 2023 | Officer and Secretary (Principal Financial Officer) | $200.0K53 | ||
| 2023 | Charles SmithChief Technology Officer | 55 | $180.0K53 |
Money raised
Private offerings the company reported to the SEC on Form D.
- Jan 17, 2025Raised $550,000 in a private offering of debt Form D: $2.3 million offered in all Form D
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How REALLOYS INC. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARREALLOYS INC.1
- CIK0001567900
- Employer ID (EIN)45-35980665
- Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company5
- Incorporated inNevada5
- Fiscal year endsDecember 311
- Industry code (SIC)1000 Metal Mining1
- SEC reviewing officeOffice of Energy & Transportation, Division of Corporation Finance1
- Business address7000 W. Palmetto Park Rd., Unit 308, Boca Raton, FL1
- Phone972-726-92031
- Shares outstanding68,987,642 as of Aug 12, 202615
- Public float$15.8M as of Jun 30, 20255
- AuditorVictor Mokuolu CPA PLLC, Houston, Texas PCAOB ID 67715
- On EDGAR sinceNov 27, 20131
- Filings304 in all: 8-K (67), 4 (41), 10-Q (36), 3 (21), 10-K (12), NT 10-Q (11), S-4/A (10), CORRESP (8)1
All 50 form types
UPLOAD (8), NT 10-K (6), 144 (5), DEF 14C (5), SC 13D/A (5), 424B5 (4), DEF 14A (4), EFFECT (4), SC 13D (4), SCHEDULE 13G (4), D (3), DEFA14A (3), PRE 14C (3), SC 13G (3), SCHEDULE 13G/A (3), 10-12G (2), 8-K/A (2), DEFR14A (2), FWP (2), RW (2), S-3 (2), S-4 (2), 10-K/A (1), 10-Q/A (1), 144/A (1), 4/A (1), 424B3 (1), 424B4 (1), 424B7 (1), 8-A12B (1), CERT (1), D/A (1), DRS (1), S-1 (1), S-1/A (1), S-1MEF (1), S-3/A (1), S-3ASR (1), S-3MEF (1), S-4MEF (1), S-8 (1), SCHEDULE 13D/A (1)
- Latest filingsAnnual report (10-K) Feb 23, 2026
Quarterly report (10-Q) Aug 13, 2026
Proxy statement (DEF 14A) Dec 16, 2025
Latest 8-K (8-K) Aug 13, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, par value $0.001 | BLBX | NASDAQ |
From the cover page of the 10-K filed Feb 23, 2026 (Section 12(b) of the Exchange Act).5
Risk factors and legal proceedings
The risks REALLOYS INC. names in Item 1A of its 10-K filed Feb 23, 2026: 49 risks under these headings, as written.5
- Risks Related to Ownership of Our Common Stock
- We may not be able to satisfy listing requirements of Nasdaq or maintain a listing of our common stock on Nasdaq.
- Fluctuations in our quarterly revenues may cause the price of our common stock to decline.
- We are a “controlled company” within the meaning of the Nasdaq rules and, as a result, qualify for, and may elect to rely on, exemptions from certain corporate governance requirements that provide protection to the stockholders of companies that are subject to such corporate governance requirements.
- Risks Related to Our Business
- We expect to invest in growing our business, which may cause our sales and marketing, research and development, and other expenses to increase and our margins to decline.
- If we do not continue to attract new subscriber customers, or if existing customers do not renew their subscriptions, or renew on less favorable terms, it could have a material adverse effect on our business, financial condition, and results of operations.
- In order to achieve profitability, we must increase revenue levels.
- We intend to introduce new products and services. There can be no assurance that we will be able to introduce such products and services effectively or profitably.
- We expect to face increasing competition in the market for our platform and services.
- If we are not able to maintain and enhance our reputation and brand recognition, our business, financial conditions and results of operations will be harmed.
- The estimates of market opportunity and forecasts of market growth included in this report may prove to be inaccurate, and even if the markets in which we compete achieve the forecasted growth, our business may not grow at similar rates, or at all.
The other 39 risks
- We rely on software-as-a-service, or SaaS, technologies from third parties.
- Any restrictions on our use of, or ability to license data, or our failure to license data and integrate third-party technologies, could have a material adverse effect on our business, financial condition, and results of operations.
- We are dependent on a limited number of key executives and employees, the loss of which could negatively impact our business.
- Risks Related to Intellectual Property
- We may not be able to halt the operations of entities that copy our intellectual property or that aggregate our data as well as data from other companies, including social networks, or copycat online services that may misappropriate our data. These activities could harm our brand and our business.
- Third parties may initiate legal proceedings alleging that we are infringing or otherwise violating their intellectual property rights, the outcome of which would be uncertain and could have a material adverse effect on our business, financial condition, and results of operations.
- Failure to maintain, protect, or enforce our intellectual property rights could harm our business and results of operations.
- If our trademarks and trade names are not adequately protected, we may not be able to build name recognition in our markets of interest and our business may be adversely affected.
- If we are unable to protect the confidentiality of our trade secrets, our business and competitive position could be harmed.
- If we fail to comply with our obligations under license or technology agreements with third parties, we may be required to pay damages and we could lose license rights that are critical to our business.
- If we cannot license rights to use intellectual property on reasonable terms, we may not be able to commercialize new solutions or services in the future.
- General Risk Factors
- If securities or industry analysts do not publish research or reports about our business, if they adversely change their recommendations regarding our stock, or if our results of operations do not meet their expectations, our stock price and trading volume could decline.
- We are an “emerging growth company” and our compliance with the reduced reporting and disclosure requirements applicable to “emerging growth companies” may make our common stock less attractive to investors.
- If we are unable to implement and maintain effective internal controls over financial reporting, investors may lose confidence in the accuracy and completeness of our financial reports.
- Compliance with public reporting requirements have and will continue to affect the Company’s financial resources.
- We rely on network infrastructure and our ability to maintain and scale our business and maintain competitiveness. Any significant interruptions or delays in service on our apps or websites or any undetected errors or design faults could adversely affect our business, financial condition and results of operations.
- Risks Related to the Proposed Merger
- The Company will allocate time and resources to effecting the Merger and incur non-recurring costs related to the REalloys Merger.
- The calculation of the number of Blackboxstocks shares to be issued in the Merger may be adjusted if there is a change in REalloys share capital between the date of Merger Agreement and Closing.
- The Merger may not be completed on the terms or timeline currently contemplated, or at all, as Blackboxstocks or REalloys may be unable to satisfy conditions or obtain the approvals required to complete the Merger or such approvals may contain material restrictions or conditions.
- Completion of the Merger may trigger certain provisions in agreements to which the Company or its operating subsidiary is a party.
- Failure to complete the Merger could adversely affect the market price of our common stock as well as our business, financial condition and results of operations.
- The pendency of the Merger could have an adverse effect on the stock price of our common stock as well as our business, financial condition, results of operations or business prospects.
- We may have difficulty attracting, motivating and retaining executives and other employees in light of the Merger.
- Litigation relating to the Merger, if any, could result in an injunction preventing the completion of the Merger and/or substantial costs to the Company.
- There is no assurance when or if the Merger will be completed. Any delay in completing the Merger may substantially reduce the potential benefits that Blackboxstocks expects to obtain from the Merger.
- The issuance of shares of Blackboxstocks common stock to REalloys stockholders in the Merger will substantially dilute the voting power of current Blackboxstocks stockholders. Having a minority share position will reduce the influence that current stockholders have on the management of Blackboxstocks.
- The issuance, or expected issuance, of Blackboxstocks common stock and Series C Preferred Stock in connection with the Merger could decrease the market price of Blackboxstocks common stock.
- CVR holders may not receive any payment on the CVRs, the CVRs may otherwise expire valueless, and the U.S. federal income tax treatment of CVRs in unclear.
- The intended benefits of the Merger may not be realized.
- Because the lack of a public market for REalloys common stock makes it difficult to evaluate the fairness of the Merger, REalloys stockholders may receive consideration in the Merger that is greater than or less than the fair market value of REalloys common stock.
- Directors and officers of Blackboxstocks and REalloys may have interests in the Merger that are different from, or in addition to, those of Blackboxstocks stockholders and REalloys stockholders generally that may influence them to support or approve the Merger.
- If the Merger is completed, REalloys executive officers and REalloys appointees to the Combined Company’s board of directors will have the ability to significantly influence the Combined Company’s management and business affairs, as well as matters submitted to the Combined Company’s board of directors or stockholders for approval, especially if they decide to act together with the current REalloys stockholders.
- The pendency and close of the Merger could have an adverse effect on Blackboxstocks’ or REalloys’ business, financial condition, results of operations or business prospects.
- The Exchange Ratio is not adjustable based on the market price of Blackboxstocks’ common stock, so the Merger consideration at the closing may have a greater or lesser value than at the time the Merger Agreement was signed.
- If the Merger does not qualify as a reorganization under Section 368(a) of the Internal Revenue Code of 1986, as amended, or is otherwise taxable to U.S. REalloys stockholders, then such holders may be required to pay U.S. federal income taxes.
- Blackboxstocks is expected to incur substantial expenses related to the Merger with REalloys.
- Failure to complete the Merger could negatively affect the value of Blackboxstocks common stock and the future business and financial results of both Blackboxstocks and REalloys.
- The Merger is expected to result in a limitation on the Combined Company’s ability to utilize its net operating loss carryforward.
- The Merger may be completed even though material adverse changes may result from the announcement of the Merger, industry-wide changes or other causes.
- We may become involved in securities litigation or stockholder derivative litigation in connection with the Merger, and this could divert the attention management and harm the Combined Company’s business, and insurance coverage may not be sufficient to cover all related costs and damages.
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1SEC EDGARREALLOYS INC. filings on SEC EDGAR
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- 3SEC EDGARREALLOYS INC. filings on SEC EDGAR
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- 5
- 6SEC EDGARREALLOYS INC. 10-K for fiscal 2025
- 7SEC EDGARREALLOYS INC. 10-K for fiscal 2019
- 8SEC EDGARREALLOYS INC. 10-K for fiscal 2020
- 9SEC EDGARREALLOYS INC. 10-K for fiscal 2021
- 10SEC EDGARREALLOYS INC. 10-K for fiscal 2022
- 11SEC EDGARREALLOYS INC. 10-K for fiscal 2023
- 12SEC EDGARREALLOYS INC. 10-K for fiscal 2019
- 13SEC EDGARREALLOYS INC. 10-Q for fiscal 2025
- 14SEC EDGARREALLOYS INC. 10-Q for fiscal 2026
- 15SEC EDGARREALLOYS INC. 10-Q for fiscal 2026
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- 17SEC EDGARGust Kepler, Chief executive officer
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- 19SEC EDGARGust Kepler, President
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- 23SEC EDGARJohn M. Keane, Board member
- 24SEC EDGARJoseph Alfred Sawyer, Board member
- 25SEC EDGARBradley John Wall, Board member
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- 27SEC EDGARDovid Yoel Glenn, Board member
- 28SEC EDGARRobert Foresman, Board member
- 29SEC EDGARGrant Evans, Board member
- 30SEC EDGARCharles Keller Reid, Board member
- 31SEC EDGARDalya Sulaiman, Board member
- 32SEC EDGARRay Balestri, Board member
- 33SEC EDGARAndrew T. Malloy, Board member
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- 35SEC EDGARResults of operations
- 36SEC EDGARExecutive or director change
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- 38
- 39
- 40SEC EDGARFinancial statements and exhibits
- 41
- 42SEC EDGARChange of auditor
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- 44
- 45SEC EDGARShareholder vote
- 46SEC EDGARShareholder vote
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- 49
- 50
- 51
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