Callan JMB Inc. Director Resigns Ahead of Asset Purchase

What Happened

• Callan JMB Inc. filed an 8-K reporting that Mark Meller resigned from the Company's board of directors and his roles as chair of the audit committee and member of the governance and compensation committee, effective August 26, 2026. The resignation is connected to an Asset Purchase and Sale Agreement (APA) dated August 19, 2026 under which Callan Power LLC (a Callan JMB subsidiary) agreed to acquire certain oil and gas assets from Reger Oil, Inc. The filing states the resignation was not due to any disagreement with the Company.

Key Details

• Resignation date: August 26, 2026; APA signed: August 19, 2026.
• Mr. Meller gave up three roles: board director, audit committee chair, governance & compensation committee member.
• Per the APA, upon closing the transaction the holders of a majority of the stated value of Series A perpetual convertible preferred stock issued to Reger Oil will nominate and elect a replacement director.
• If the asset purchase does not close, the remaining directors will fill the vacancy under the Company’s bylaws.

Why It Matters

• This change affects board composition and committee leadership immediately and ties future board control to the outcome of the asset purchase: if the deal closes, the buyer/seller’s preferred-stock holders will influence director selection. If the deal fails, current directors retain vacancy-filling authority. Investors should watch the closing progress and any subsequent board appointments or committee reassignments. The filing also contains standard forward-looking statement language describing risks and uncertainties.