UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act

Date of Report (Date of earliest event reported): ~~April~~May 137, 2026

NEW CONCEPT ENERGY, INC.

(Exact Name of Registrant as Specified in its Charter)

Nevada	000-08187	75-2399477
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)


1603 LBJ Freeway, Suite 300 Dallas, Texas		75234
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code

972-407-8400

(Former name or former address, if changed since last 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:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 30.425)

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading

Symbol

Name of Each Exchange on which Registered

Common Stock, par value $0.01

GBR

NYSE American

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (‘230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (‘240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Section 12 – ~~Registrant’s Business~~Financial ~~and~~Information ~~Operations~~Statements

Item 12.0102. ~~Entry~~Results ~~into~~of aOperations ~~Material~~and ~~Definitive~~Financial ~~Agreement~~Condition.

On ~~April~~May 137, 2026, New Concept Energy, Inc., ~~a Nevada corporation~~ (~~the~~ “~~Company” or “~~GBR” or the “~~Issuer~~Company”)~~, and~~ anannounced ~~Investor~~its ~~entered~~operational ~~into~~results afor ~~Subscription Agreement and Letter of Investment Intent (~~the ~~”Agreement”),~~quarter ~~pursuant~~ended toMarch ~~which~~31, ~~Realty~~ ~~Advisors, Inc~~2026., aA ~~Nevada~~copy ~~corporation (the “Investor”), has agreed to acquire 2,000,000 shares~~ of ~~Common Stock at a price of at least $1.00 per share in cash. The Investor has acknowledged and agreed that its acquisition cannot and will not be completed until (a)~~ the ~~current stockholders of the Company have approved the issuance by a vote of the majority of such shares at a meeting at~~announcement ~~which a quorum~~ is ~~present~~attached ~~in person or by proxy,~~ as ~~the~~Exhibit rules of the NYSE American Company Guide require same as a prerequisite to approval of an additional listing application covering such additional shares, and (b) the NYSE American Exchange has approved for listing the additional 2,000,000 Shares covered by the Agreement“99.1.”

AsThe ~~long~~information ~~as the Common Stock~~furnished ofpursuant ~~the~~to ~~Company~~Item is2.02 ~~listed~~in onthis ~~the~~Form ~~NYSE American~~8-K, ~~any~~including ~~proposed~~Exhibit ~~issuance~~“99.1” ofattached ~~shares~~hereto, ofshall ~~20%~~not ~~or more of the current issued and outstanding shares or which would result in a change of control of the entity must~~ be ~~submitted~~deemed to ~~stockholders~~be “filed” for ~~approval.~~purposes ~~The~~of ~~Company~~Section is18 ~~in the process~~ of ~~preparing proxy materials for submission to~~ the Securities ~~and~~ Exchange ~~Commission~~Act ~~(the~~of ~~“SEC”)~~1934 ~~for~~or aotherwise ~~stockholder’s meeting,~~subject ~~hopefully~~to ~~before~~ the ~~end~~liabilities of ~~the~~that ~~second~~Section, ~~quarter.~~unless Nowe ~~assurance~~specifically incorporate ~~can~~it beby ~~given~~reference ~~that~~in ~~the~~a ~~stockholders~~document offiled under the ~~Company~~Securities ~~will~~Act ~~approve~~of ~~such issuance~~1933 or ~~that~~ the ~~NYSE~~Securities ~~American~~ Exchange ~~will~~Act ~~approve~~of ~~the Additional Listing Application~~1934. ~~The~~We ~~Investor is currently the holder of at~~undertake ~~least~~no ~~400,000~~duty ~~shares~~or ofobligation ~~Common~~to ~~Stock~~publicly ofupdate ~~the~~or ~~Company,~~revise ~~has one common director with~~ the ~~Company,~~information ~~may~~furnished bepursuant ~~deemed~~ to beItem ~~a “Related Party” for accounting purposes and, if the transaction is consummated, will be an “Affiliate” (as defined in Rule 405 under the Securities Act of 1933, as amended)~~2.02 ~~If the transaction is consummated, a change in control~~ of ~~the~~this ~~Company~~Current ~~will~~Report beon ~~deemed~~Form ~~to occur when the additional shares are issued~~8-K.

~~Item~~Section ~~3.02.~~9 ~~Unregistered~~– ~~Sales~~Financial ofStatements ~~Equity Securities~~and Exhibits

~~See~~ Item 199.~~01 above for a description of an agreement covering the proposed issuance of up to~~ 2~~,000,000~~ ~~shares~~Financial ofStatements Common Stock of the Company without registration, based upon the exemption afforded by Section 4(2) of the Securities Act of 1933, as amended. If such shares are issued, the shares will be “restricted securities.” The Agreement specifically provides an acknowledgment by the Investor that its acquisition of shares cannot and will not be completed until the current stockholders of the Company have approved the issuance by a vote of the majority of such shares at a meeting at which a quorum is present in person or by proxy, as the rules of the NYSE American Company Guide [Section 7Exhibits.~~13] require same as a prerequisite to approval of an additional listing application covering such shares.~~

~~SIGNATURES~~(d) Exhibits. The following exhibit is furnished with this Report:

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, hereunto duly authorized.

Exhibit

Designation

Description

99.1*

Press Release, dated May 7, 2026

~~Dated: April 14, 2026~~_________________________

~~NEW~~* ~~CONCEPT~~Furnished ~~ENERGY, INC. By: /s/ Gene S. Bertcher Gene S. Bertcher, President and Chief Executive and Financial Officer~~herewith

Dated: May 8, 2026.

	NEW CONCEPT ENERGY, INC.


	By:	/s/ Gene S. Bertcher
		Gene S. Bertcher, President, Chief
		Executive Officer and Chief Financial
		Officer

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