BIOFORCE NANOSCIENCES HOLDINGS, INC. 8-K

What Happened

• BioForce Nanosciences Holdings, Inc. filed an 8-K reporting a change in control and management turnover. On April 15, 2026, Director Merle Ferguson sold 26,700,000 shares (79.65% of outstanding common stock) to Nexus Capital Investments, Inc. for $400,000.
• On June 17, 2026, Co-CEOs Steven Gagnon and John LaViolette and Vice‑President Sasha Shapiro submitted resignations, which the Board accepted. The Board appointed Richard Kaiser (current CFO and director since July 1, 2013) as interim CEO. Effective June 15, 2026, Scott Mager was appointed to the Board.

Key Details

• Change in control: 26,700,000 shares transferred on April 15, 2026, representing 79.65% ownership; purchaser paid $400,000 from corporate funds (no loans).
• Executive departures: Resignations received June 17, 2026 from Co‑CEOs Steven Gagnon and John LaViolette and VP Sasha Shapiro; resignations accepted with no reported conflicts.
• Board/officer updates: Scott Mager appointed director (effective June 15, 2026); Richard Kaiser named interim CEO while retaining CFO and Secretary roles. Board now consists of Merle Ferguson, Richard Kaiser and Scott Mager.
• Business direction: Company disclosed a voluntary change in operations from the vitamin supplement industry to pursuing opportunities in the oil and gas industry and is currently evaluating such opportunities.

Why It Matters

• A buyer now holds a controlling stake (79.65%), which constitutes a change in control and can lead to shifts in strategy, governance, and priorities.
• Immediate leadership changes (two Co‑CEOs and a VP departing, and an interim CEO who already serves as CFO) may affect day‑to‑day management and execution while a new strategy is evaluated.
• The announced pivot from supplements toward oil and gas is a material strategic change for the company’s business model and risk profile; investors should monitor subsequent filings and disclosures for finalized plans, financings, and any operational or financial impacts.