8-KFiled Jun 3, 8:00 PM ET
Brag House Holdings Announces Convertible Note Amendment and 1-for-8 Reverse Split
$HODO · House of Doge Inc.Research Summary
AI-generated summary of this SEC filing
Brag House Holdings Announces Convertible Note Amendment and 1-for-8 Reverse Split
What Happened
- Brag House Holdings, Inc. filed an 8-K disclosing two material actions. On June 1, 2026 the Company and House of Doge entered Amendment No. 2 to a convertible Promissory Note with holder YA II PN, Ltd, extending the note’s maturity from June 1, 2026 to July 31, 2026. As part of the amendment the issuers agreed to pay $100,000 for the extension, pay $200,000 toward the outstanding balance, and deposit 9,000,000 CleanCore Solutions (ZONE) shares held by Dogecoin Ventures with Revere Securities LLC to direct any proceeds to the holder.
- Separately, on May 29, 2026 the Company filed a Certificate of Amendment to effect a 1-for-8 reverse stock split of its common stock, effective 5:00 a.m. ET on June 1, 2026. Post-split trading on the Nasdaq Capital Market began at the open on June 1, 2026; the ticker remains “TBH” and the new CUSIP is 104813308. Fractional shares will be paid out in cash.
Key Details
- Convertible note: maturity extended to July 31, 2026 (from June 1, 2026); original note dated Dec 4, 2025, previously amended March 20, 2026.
- Cash payments required as condition: $100,000 (extension fee) and $200,000 (partial principal repayment).
- Collateral/consideration: 9,000,000 ZONE shares deposited with Revere Securities LLC to allow proceeds to be directed to the note holder.
- Reverse split: 1-for-8 ratio effective June 1, 2026; no change to authorized shares or par value; fractional shares paid in cash; VStock Transfer is paying agent.
Why It Matters
- The note amendment gives the company roughly two additional months to address its convertible debt but requires immediate cash payments and pledges ZONE shares as a source of repayment, which affects the company’s near-term liquidity and collateral position.
- The 1-for-8 reverse split reduces the number of outstanding shares and will change per-share metrics and the share counts used for conversions and option exercise calculations; it may also affect liquidity and investor perception.
- Trading mechanics are routine: ticker unchanged, brokerage accounts should adjust positions automatically, and fractional-holder cash-outs will be handled by the transfer agent.