Bion Environmental Technologies Announces Material Agreement and Officer Changes

TL;DR

BION inked a big deal & shuffled execs, expect news soon.

AI Summary

Bion Environmental Technologies, Inc. announced on October 24, 2024, that it entered into a material definitive agreement. The company also reported the departure of directors or certain officers, the election of directors, and the appointment of certain officers, along with details on compensatory arrangements for these officers. The filing also includes financial statements and exhibits.

Why It Matters

This filing indicates significant corporate actions, including a new material agreement and changes in leadership, which could impact the company's strategic direction and operational execution.

Risk Assessment

Risk Level: medium — Material definitive agreements and executive changes can introduce uncertainty and potential shifts in company strategy.

Key Players & Entities

• BION ENVIRONMENTAL TECHNOLOGIES, INC. (company) — Registrant
• October 24, 2024 (date) — Date of Report
• October 22, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $500,000 — y Note in the principal amount of up to $500,000. BLG, LLC, consists of three affiliates
• $3.0 m — r other source of funding) in excess of $3.0 million, which must be completed within s

Filing Documents

• bion_8k.htm (8-K) — 28KB
• ex10x1.htm (EX-10.1) — 34KB
• ex10x2.htm (EX-10.2) — 43KB
• ex99x1.htm (EX-99.1) — 9KB
• image_001.jpg (GRAPHIC) — 2KB
• image_002.jpg (GRAPHIC) — 10KB
• image_003.jpg (GRAPHIC) — 10KB
• 0001079973-24-001441.txt ( ) — 333KB
• bion-20241022.xsd (EX-101.SCH) — 3KB
• bion-20241022_lab.xml (EX-101.LAB) — 33KB
• bion-20241022_pre.xml (EX-101.PRE) — 24KB
• bion_8k_htm.xml (XML) — 3KB

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement. Effective October 15, 2024 and ratified by the Board of Directors on October 22, 2024, the Company entered into an Agreement with BLG, LLC, to purchase a Convertible Promissory Note in the principal amount of up to $500,000. BLG, LLC, consists of three affiliates of the Company (Directors Greg Schoener (also Interim COO), Turk Stovall, and Bob Weerts) and two shareholders (one of whom is the brother of Greg Schoener). Amounts outstanding under the Note will bear interest at a rate of 7.5% per annum. The maturity date of this Note is April 15, 2025. The Note is secured by the Company's Intellectual Property (IP)/patents. The Note will convert into securities in the Company at the terms of a later capital raise (or other source of funding) in excess of $3.0 million, which must be completed within six (6) months, and other terms as defined in the Note and Security Agreements (attached as exhibits).

02 Departure of Directors or Certain Officers;

Item 5.02 Departure of Directors or Certain Officers; Election of Directors: Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Effective October 31, 2024, Bill Rupp ("BR") will step down as a member of the Board of Directors of the Company but will continue in his role on the Company's Advisory Board.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On October 24, 2024 , the Company issued a press release entitled "Bion Gives Progress Update" which press release has been placed on the Investors page of our website.

01 Financial

Item 9.01 Financial (d) Exhibits . Exhibit No. Description 10.1 Bion BLG, LLC Promissory Note 10.2 Security Agreement 99.1 Press Release titled "Bion Gives Progress Update" 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) 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. BION ENVIRONMENTAL TECHNOLOGIES, INC. By: /s/ Stephen Craig Scott Date: October 24, 2024 Name: Stephen Craig Scott Interim CEO

View Full Filing

View this 8-K filing on SEC EDGAR