RMX Industries, Inc.: enters into note financing of $257,000

What happened

• The filing reports that on Oct 21, 2026 RMX Industries, Inc. entered into a Securities Purchase Agreement with Vanquish Funding Group Inc. and issued a 12% promissory note in the aggregate principal amount of $295,550, which includes an original issue discount of $38,550, for an aggregate purchase price of $257,000. The note matures on Oct 15, 2027.

Key details

• The agreement contemplates additional tranches of financing of up to $1,100,000 in the aggregate during the next 12 months, subject to further agreement.
• The company may prepay the note in full at any time with no prepayment penalty; the company is responsible for $7,000 of Vanquish’s due diligence and legal fees.
• Upon an Event of Default the note accelerates and the company would owe 150% of specified sums (outstanding principal, accrued interest, default interest and other amounts); Vanquish may, solely upon an Event of Default and only after 180 days from issuance, convert all or part of the outstanding balance into class A common stock at a conversion price equal to 65% of the lowest closing bid price during the 10 trading days immediately preceding conversion, subject to a 4.99% beneficial ownership cap.
• The obligations under the note are subordinate and junior in right of payment to certain senior secured convertible promissory notes issued or issuable under a Securities Purchase Agreement dated Oct 15, 2025.

Why it may matter

• The filing is reported under Item 1.01 (entry into a material definitive agreement), Item 2.03 (creation of a direct financial obligation) and Item 3.02 (unregistered sale of equity securities) and describes the material terms of the Purchase Agreement and the Note, including amounts, interest rate, maturity, conversion mechanics and subordination.
• The filing does not show why the insider traded or why the company acted.