Amaze Holdings Reports Unregistered Equity Sale
Ticker: AMZE · Form: 8-K · Filed: Nov 18, 2025 · CIK: 1880343
Sentiment: neutral
Topics: equity-sale, private-placement, unregistered-securities
TL;DR
Amaze Holdings sold unregistered equity, potentially diluting shares.
AI Summary
On November 12, 2025, Amaze Holdings, Inc. reported on the unregistered sale of equity securities. The company, formerly known as Fresh Vine Wine, Inc., issued shares in a private placement transaction.
Why It Matters
This filing indicates Amaze Holdings, Inc. has engaged in a private placement of equity, which could impact share dilution and ownership structure.
Risk Assessment
Risk Level: medium — Unregistered sales of equity can sometimes signal financial distress or a need for capital, and may lead to dilution for existing shareholders.
Key Players & Entities
- Amaze Holdings, Inc. (company) — Registrant
- Fresh Vine Wine, Inc. (company) — Former company name
- November 12, 2025 (date) — Date of earliest event reported
- Nevada (jurisdiction) — State of incorporation
- 2901 West Coast Highway, Suite 200, Newport Beach, CA 92663 (address) — Principal executive offices
FAQ
What type of equity securities were sold in the unregistered sale?
The filing states 'Unregistered Sales of Equity Securities' but does not specify the exact type of securities sold.
Were there any specific dollar amounts associated with this unregistered sale?
The provided text does not contain specific dollar amounts related to the unregistered sale of equity securities.
Who were the purchasers in this unregistered sale of equity securities?
The filing does not disclose the identity of the purchasers in this unregistered sale.
What is the purpose of this unregistered sale of equity securities for Amaze Holdings, Inc.?
The filing does not explicitly state the purpose behind the unregistered sale of equity securities.
When was the date of the earliest event reported in this 8-K filing?
The date of the earliest event reported is November 12, 2025.
Filing Stats: 589 words · 2 min read · ~2 pages · Grade level 12.9 · Accepted 2025-11-18 16:25:41
Key Financial Figures
- $0.001 — ch registered Common stock, par value $0.001 per share AMZE NYSE American Indi
- $4,867,585 — tock for an aggregate purchase price of $4,867,585, pursuant to that certain securities pu
Filing Documents
- amze1118form8k1.htm (8-K) — 25KB
- 0001554795-25-000247.txt ( ) — 191KB
- amze-20251112.xsd (EX-101.SCH) — 3KB
- amze-20251112_lab.xml (EX-101.LAB) — 34KB
- amze-20251112_pre.xml (EX-101.PRE) — 22KB
- amze1118form8k1_htm.xml (XML) — 4KB
02 Unregistered Sales of Equity
Item 3.02 Unregistered Sales of Equity Securities. From September 2 through November 14, 2025, Amaze Holdings, Inc. (the "Company") issued and sold to C/M Capital Master Fund, LP (the "Purchaser") 10,735,000 shares of common stock for an aggregate purchase price of $4,867,585, pursuant to that certain securities purchase agreement (the "Purchase Agreement") dated as of May 6, 2025 by and between the Company and the Purchaser. The Purchase Agreement was previously reported in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on May 7, 2025. In connection with those sales, the Company also issued a total of 80,513 shares of common stock to the Purchaser as commitment shares, pursuant to the terms of the Purchase Agreement. The shares of common stock were offered and sold to the Purchaser in reliance upon exemptions from registration pursuant to Section 4(a)(2) under the Securities Act of 1933, as amended, and/or Rule 506(b) of Regulation D promulgated thereunder, as transactions by an issuer not involving any public offering. This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy any of these securities. The offer or sale by the Company of the securities is not being registered under the Securities Act or any state securities laws and, therefore, such securities may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from the registration requirements. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: November 18, 2025 AMAZE HOLDINGS, INC. By: /s/ Aaron Day Name: Aaron Day Title: Chief Executive Officer