UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

~~Pursuant to~~PURSUANT ~~Section~~TO SECTION 13 orOR 15(d) ~~of the~~

~~Securities Exchange~~OF ~~Act~~THE ofSECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March ~~November 17~~31, ~~2015~~2026

~~SOLAR WIND~~KiNRG, ~~ENERGY TOWER INC~~Inc.

(Exact name of registrant as specified in its charter)

Nevada	000-53035	82-6008752
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

~~1997 Annapolis~~1213 ~~Exchange~~Culbreth ~~Pkwy.~~Drive, Suite ~~300~~103

~~Annapolis~~Wilmington, ~~Maryland~~ ~~21401~~North Carolina 28405

(Address of principal executive offices), (including zip code)

Registrant’s telephone number, including area code: (~~410~~910) ~~972~~ 509-~~4713~~7183

~~(Registrant’s telephone~~Not ~~number, including area code)~~Applicable

(Former ~~Name~~ name or ~~Former~~former ~~Address~~address, if ~~Changed~~changed ~~Since~~since last ~~Last Report~~report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ~~(see General Instruction A.2. below)~~:

~~[ ]~~ ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

~~[ ]~~ ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

~~[ ]~~ ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

~~[ ]~~ ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Item 1.01.~~Securities ~~Entry~~registered ~~into~~pursuant ato ~~Material~~Section ~~Definitive~~12(b) ~~Agreement.~~of the Act:

~~On November~~Title ~~17,~~of ~~2015,~~Each ~~Solar~~Class ~~Wind~~Trading ~~Energy Tower, Inc.~~ Symbol(~~the “Company”~~s) ~~entered~~Name ~~into~~of aEach ~~Fourth~~Exchange ~~Amended~~on ~~Option~~Which ~~Agreement (the~~Registered ~~“Amended~~None ~~Option~~None Agreement”) to the Option Agreement dated April 11, 2014 (“Option Agreement”) with several capital investors, (the “Capital Investors”) and current land owners (the “Land Owners”) (the Land Owners together with the Capital Investors, collectively referred to as the “Equity Investors”).None

~~Pursuant to~~Indicate ~~the~~by ~~terms~~check ofmark ~~the~~whether ~~Amended Option Agreement,~~ the ~~Land Owners agreed to invest $600,000 (the “Land Owners Equity”)~~registrant ~~and~~is ~~defer until closing~~ an ~~additional~~emerging ~~$450,000~~growth ~~(the~~company ~~“Delayed~~as ~~Option~~defined ~~Payment”)~~ in ~~exchange~~Rule ~~for~~405 aof ~~2.67% equity~~the ~~investment~~Securities inAct ~~Arizona~~of ~~Green~~1933 ~~Power LLC~~ (~~“AGP”,~~§230.405 aof ~~private~~this ~~company owned by the Company~~chapter) ~~for~~or ~~the~~Rule ~~sole~~12b-2 ~~purpose~~ of ~~developing an energy tower facility in San Luis, Arizona utilizing~~ the ~~proprietary technology developed by the Company to develop~~ aSecurities ~~large~~Exchange ~~downdraft~~Act ~~tower capable~~ of ~~creating~~1934 ~~abundant clean utility scale alternative energy~~ (~~the “Tower Project”)~~§240. ~~The~~12b-2 ~~equity~~of ~~investment~~this ~~includes any and all cash flows related thereto~~chapter).

~~Moreover, pursuant~~Emerging togrowth the terms of the Option Agreement, the Capital Investor has also committed an additional $300,000 in exchange for a 1.33% equity investment in Arizona Green Power LLC and the Tower Project, $50,000 which has been paid and the additional $250,000 conditioned upon the Company and AGP successfully procuring, as determined in the Capital Investors’ sole discretion, $5,000,000 or more in additional equity from investors, or such other additional amount as is necessary for the balance of the required pre-development and development costs of the Tower Project (the “Equity Raise”).company ☒

~~Further, if~~If ~~the~~an ~~Company~~emerging ~~and~~growth ~~AGP~~company, ~~close~~indicate ~~the~~by ~~acquisition~~check mark ofif the ~~Property~~registrant ~~prior~~has toelected ~~(a)~~not ~~December~~to 1,use ~~2016,~~ the ~~Delayed~~extended ~~Option~~transition ~~Payment~~period ~~shall~~for ~~be reduced~~complying bywith ~~$200,000~~any ~~(such~~new ~~that the Delayed Option Payment shall equal $250,000),~~ or ~~(b)~~revised ~~July~~financial ~~1, 2016, the Delayed Option Payment~~accounting ~~shall~~standards beprovided ~~reduced~~pursuant byto ~~$450,000~~Section 13(~~such~~a) ~~that~~of the ~~Delayed~~Exchange ~~Option Payment shall equal $0)~~Act. ☐

~~The Land~~Item ~~Owners have the right to terminate the Amended Option Agreement at any time after July~~ 1,.01 ~~2016~~Entry ifinto ~~the~~a ~~Company~~Material ~~and~~Definitive ~~AGP have not completed the Equity Raise prior to July 1, 2016.~~Agreement

~~Item~~On March 31, 2026, KiNRG, Inc. (the “Company” or “Buyer”) 8entered into a Stock Purchase Agreement (the “Purchase Agreement”) with Trinity Group Construction, Inc.01, a Virginia corporation (“Trinity” or the “Company”), and Millard L. ~~Other~~Wallen, ~~Events~~III (the “Seller”), pursuant to which the Company agreed to acquire 100% of the issued and outstanding capital stock of Trinity (the “Acquisition”).

~~On November~~Purchase ~~23, 2015 the Company issued a press release disclosing that it entered into the above agreements.~~Price

~~Item~~The aggregate purchase price for the Acquisition is $8,200,000, consisting 9of: (i) $1,000,000 in cash, (ii) 4,200,000 shares of KiNRG common stock, par value $0.010001 ~~Financial~~per ~~Statements~~share, and ~~Exhibits~~(iii) a promissory note in the principal amount of $3,000,000 (the “Promissory Note”).

Exhibit Number		Description
99.1		Press Release, dated November 23, 2015

Promissory Note

~~SIGNATURES~~The Promissory Note bears interest at 6.0% per annum and is due and payable in full, together with accrued interest, on the earlier of the closing of the Company’s public offering or September 30, 2026. The Promissory Note may be prepaid at any time without premium or penalty.

~~Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~Closing

	SOLAR WIND ENERGY TOWER INC.
Date: November 23, 2015	By:	/s/ Ronald W. Pickett
	Name:	Ronald W. Pickett
	Title:	CEO, President and Chairman

The closing of the Acquisition (the “Closing”) occurred on April 1, 2026, subject to the satisfaction or waiver of customary closing conditions.

Assets Acquired

Through the Acquisition, the Company acquired all of the issued and outstanding equity interests of Trinity, which operates as a construction services company.

Representations, Warranties and Covenants

The Purchase Agreement contains customary representations and warranties of the parties, including with respect to:

●

organization and capitalization,

●

financial statements,

●

absence of undisclosed liabilities,

●

compliance with laws,

●

tax matters,

●

contracts and litigation.

The Purchase Agreement also includes customary covenants and indemnification provisions, including a seller non-competition covenant for five years following Closing, confidentiality obligations, tax covenants, and indemnification by the Seller subject to negotiated limitations, including a general cap of $820,000 with customary carve-outs for specified fundamental representations and certain tax matters.

Item 2.01 Completion of Acquisition or Disposition of Assets

On April 1, 2026, the Company completed the Acquisition described in Item 1.01 above.

As a result of the Acquisition:

●

Trinity became a wholly owned subsidiary of the Company, and

●

the Company acquired all of Trinity’s business operations and assets through ownership of its equity.

The Company intends to operate Trinity as part of its consolidated operations.

Item 3.02 Unregistered Sales of Equity Securities

In connection with the Acquisition, the Company issued an aggregate of 4,200,000 shares of its common stock as part of the consideration, consisting of 4,000,000 shares to Millard L. Wallen, III and 200,000 shares to Reginald J. Arnold, II.

The shares were issued in private placements exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance upon Section 4(a)(2) thereof and/or Rule 506 of Regulation D as transactions not involving a public offering.

Each recipient represented that it is an “accredited investor,” acquired the shares for investment purposes and not with a view to distribution, and acknowledged the transfer restrictions applicable to the shares.

Item 9.01 Financial Statements and Exhibits

(a) Financial Statements of Businesses Acquired

The Company will file the required financial statements of Trinity by amendment to this Current Report within the time period permitted by applicable SEC rules.

(b) Pro Forma Financial Information

The required pro forma financial information will be filed by amendment within the time period permitted by applicable SEC rules.

(d) Exhibits

Exhibit No.		Description
2.1		Stock Purchase Agreement, dated March 31, 2026 (filed herewith)
10.1		Promissory Note, dated April 1, 2026 (filed herewith)
104		Cover Page Interactive Data File (formatted as Inline XBRL).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

KiNRG, Inc.

By:	/s/ Ronald W. Pickett
Name:	Ronald W. Pickett
Title:	Chief Executive Officer

Date: April 2, 2026

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