American Rebel Holdings Files 8-K with Key Agreements and Sales
Ticker: AREBW · Form: 8-K · Filed: Sep 15, 2025 · CIK: 1648087
Sentiment: neutral
Topics: material-agreement, financial-obligation, equity-sale
Related Tickers: ARBH
TL;DR
ARBH filed an 8-K on 9/15/25 detailing new debt, equity sales, and material agreements.
AI Summary
On September 15, 2025, American Rebel Holdings, Inc. filed an 8-K report detailing several significant events. These include entering into a material definitive agreement, creating a direct financial obligation, and reporting unregistered sales of equity securities. The filing also includes financial statements and exhibits.
Why It Matters
This filing indicates potential new financial commitments and equity transactions for American Rebel Holdings, which could impact its financial structure and shareholder equity.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements, financial obligations, and unregistered equity sales, which can introduce financial and operational risks.
Key Players & Entities
- AMERICAN REBEL HOLDINGS, INC. (company) — Registrant
- 001-41267 (company) — SEC File Number
- 47-3892903 (company) — EIN
- September 15, 2025 (date) — Date of Report
FAQ
What type of material definitive agreement did American Rebel Holdings enter into?
The filing indicates the entry into a material definitive agreement, but the specific details of the agreement are not provided in this summary.
What is the nature of the direct financial obligation created by the registrant?
The filing states that a direct financial obligation has been created, but the specifics of this obligation are not detailed in the provided text.
When were the unregistered sales of equity securities reported?
The 8-K filing on September 15, 2025, reports unregistered sales of equity securities.
What is the company's state of incorporation and fiscal year end?
American Rebel Holdings, Inc. is incorporated in Nevada and its fiscal year ends on December 31.
What are the key items reported in this 8-K filing?
The key items reported are: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, and Financial Statements and Exhibits.
Filing Stats: 1,139 words · 5 min read · ~4 pages · Grade level 12 · Accepted 2025-09-15 17:25:54
Key Financial Figures
- $0.001 — nge on which registered Common Stock, $0.001 par value AREB The Nasdaq Stock Mar
- $14.1 million — ("218 3rd Avenue") for a sale price of $14.1 million. On September 15, 2025, the Company a
- $14,100,000 — The Company has agreed to pay Seller $14,100,000, the appraised value of 218 3 rd Avenue
- $7.50 — Convertible Preferred Stock, valued at $7.50 per share ($2,1000,000 in value), for t
- $2,1000,000 — erred Stock, valued at $7.50 per share ($2,1000,000 in value), for the purchase of 30% of t
- $300,000 — rther, the Company shall pay the Seller $300,000 of the purchase price in three non-refu
- $100,000 — purchase price in three non-refundable $100,000 installments; the first installment sha
- $11,700,000 — um promissory note in the amount of the $11,700,000 payable to the Seller (the "Note"). Sel
- $1,500,000 — Convertible Preferred Stock (valued at $1,500,000) and simultaneously convert such prefer
- $141,000 — Convertible Preferred Stock, valued at $141,000, as a convenience fee. Within 15 busine
Filing Documents
- form8-k.htm (8-K) — 47KB
- ex10-1.htm (EX-10.1) — 21KB
- ex10-2.htm (EX-10.2) — 167KB
- ex10-3.htm (EX-10.3) — 67KB
- 0001493152-25-013542.txt ( ) — 556KB
- areb-20250915.xsd (EX-101.SCH) — 4KB
- areb-20250915_def.xml (EX-101.DEF) — 26KB
- areb-20250915_lab.xml (EX-101.LAB) — 36KB
- areb-20250915_pre.xml (EX-101.PRE) — 25KB
- form8-k_htm.xml (XML) — 6KB
01
Item 1.01. Item 3.02 Sale of Unregistered Securities. On September 15, 2025, the Company issued 280,000 shares of Series D Convertible Preferred Stock for the purchase of 30% of the outstanding membership interests in the Seller set forth in Item 1.01 above and 18,800 shares of Series D Convertible Preferred Stock for the commitment fee to the Seller. The issuance of the shares of Series D Convertible Preferred Stock will not be registered under the Securities Act of 1933, as amended, in reliance upon the exemption from the registration requirements of that Act provided by Section 4(a)(2) thereof. The recipients are accredited investors or an officer of the Company with the experience and expertise to evaluate the merits and risks of an investment in securities of the Company and the financial means to bear the risks of such an investment. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1 218 LLC Mutual Termination Agreement dated September 15, 2025 10.2 218 LLC Membership Interest Purchase Agreement dated September 15, 2025 10.3 218 LLC Promissory Note dated September 15, 2025 104 Cover Page Interactive Data File 3
SIGNATURES
SIGNATURES 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. AMERICAN REBEL HOLDINGS, INC. Date: September 15, 2025 By: /s/ Charles A. Ross, Jr. Charles A. Ross, Jr. Chief Executive Officer 4