MINERALRITE Corp 8-K

What Happened

• On March 9, 2026, MINERALRITE Corporation (RITE) furnished a press release and reported that it reclaimed 45 shares of its Series C Preferred Stock from a third‑party service provider after the provider materially breached a services agreement dated February 26, 2025. The Company provided written notice of default on January 31, 2026 and, after any cure period expired, exercised its contractual right to reclaim the shares; the provider has not disputed the reclamation and no litigation is pending or threatened.
• Each Series C share converts into 400,000 common shares, so the reclamation removes the equivalent of 18,000,000 potentially dilutive common shares. The Company returned those shares to its treasury and reduced outstanding Series C Preferred Stock from 9,452 to 9,407 shares.
• The Company also reported it has completed its independent audit for the fiscal year ended December 31, 2025 and will file its Annual Report on Form 10-K on or before the March 31, 2026 filing deadline. MINERALRITE filed responses on March 4, 2026 to an SEC staff comment letter (dated Sept. 18, 2025) on its Form 10 registration statement filed Feb. 19, 2025 and says it has addressed the staff’s comments.

Key Details

• Reclaimed: 45 shares of Series C Preferred Stock converted at 400,000 common shares each = 18,000,000 potential common shares removed from dilution.
• Series C outstanding reduced from 9,452 to 9,407 shares after reclamation; reclaimed shares returned to treasury and not expected to be reissued without board approval and compliance with securities laws.
• Audit/filing: Independent audit for year ended Dec. 31, 2025 completed; Form 10-K to be filed by March 31, 2026.
• Technical review: A Qualified Person under SEC Reg S-K 1300 is performing Phase 1 review of the Skull Valley project (verification of processed tailings and historical documentation); work is preliminary and does not establish mineral resources or reserves.

Why It Matters

• The immediate effect is a measurable reduction in potential shareholder dilution (18 million fewer possible common shares), which is positive for existing common shareholders because it lowers the number of shares that could be created upon conversion.
• Completion of the audit and the planned timely filing of the 2025 Form 10-K reduce regulatory uncertainty and signal the company is addressing SEC comments on its registration statement. The ongoing technical Phase 1 review is preliminary and intended to validate historical records, not to update resource estimates.