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8-KAccepted Oct 1, 8:19 AM ET

BNB Plus Corp. Amends Registration Rights Agreement

BNBXBNB PLUS CORP.

Accepted (ET)

8:19 AM

Oct 1, 2026

Filed

Oct 1, 2026

Documents

12

Size

237.7 KB

Summary

BNB Plus Corp. Amends Registration Rights Agreement

Updated

What Happened
BNB Plus Corp. (BNBX) announced on September 28, 2026 that it entered into a Second Amendment to its Registration Rights Agreement with holders owning approximately 50.1% or more of its registrable securities. The Amendment removes the prior requirement that the company file a registration statement within a set timeframe tied to the private offering, and instead requires the company to file a registration statement only if holders representing at least 51% of the outstanding registrable securities submit a formal demand.

Key Details

  • Amendment date: September 28, 2026; relates to the Registration Rights Agreement originally dated May 26, 2026 (and previously amended June 23, 2026).
  • Demand threshold: registration filing obligation is triggered only by a Demand from holders of at least 51% in interest of then-outstanding registrable securities.
  • Filing timing: upon a valid Demand, the company must prepare and file a registration statement on or before the 45th calendar day following the Demand Date.
  • Limits and waivers: holders may make no more than two Demands; each signatory irrevocably waived any prior failures by the company under the Agreement and released the company from related claims.

Why It Matters
For investors, this change shifts the company’s obligation from proactively filing a registration statement on a set schedule to filing only when a majority of registrable security holders demand it. That can affect the timing and certainty of when those securities can be publicly resold. The longer 45-day filing window and the 51% demand threshold could delay resale liquidity compared with the original 30-day requirement, while the waiver of prior claims reduces the prospect of related disputes. The full amendment is filed as Exhibit 10.1 to the company’s Form 8-K.

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