Farkas Amends EzFill Holdings Stake Filing

TL;DR

Farkas updated his EzFill stake filing on 8/29, event date 8/16. Watch this space.

AI Summary

Michael D. Farkas, through an amendment filed on August 29, 2024, has updated his Schedule 13D filing regarding EzFill Holdings Inc. The filing indicates a change in beneficial ownership, though specific new dollar amounts or percentages are not detailed in this excerpt. The event triggering this amendment occurred on August 16, 2024.

Why It Matters

This amendment signals a potential shift in control or significant influence over EzFill Holdings Inc. by a major shareholder, which could impact the company's strategic direction and stock performance.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate significant investor activity that can lead to volatility or strategic changes within a company.

Key Players & Entities

• Michael D. Farkas (person) — Filing person and beneficial owner
• EzFill Holdings Inc (company) — Subject company
• Laura Anthony, Esq. (person) — Authorized to receive notices
• Anthony, Linder and Cacomanolis PLLC (company) — Legal counsel

FAQ

Key Financial Figures

• $0.0001 — INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class o
• $9,800,449 — RG in the aggregate principal amount of $9,800,449 for 3,525,341 Shares pursuant to an Exc
• $10.00 — d Stock”) for a purchase price of $10.00 per Share, and a resulting total purcha
• $1,400,000 — and a resulting total purchase price of $1,400,000. The Series B Preferred Stock are conve
• $1.932 — dquo;) at an initial conversion rate of $1.932. The Series B Preferred Stock is conver

Filing Documents

• formsc13da.htm (SC 13D/A) — 99KB
• ex99-8.htm (EX-99.8) — 17KB
• 0001493152-24-034417.txt ( ) — 117KB

CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. The responses to Items 3, 4 and 5 are incorporated by reference into Item 6. NextNRG Exchange Agreement On August 10, 2023, the Issuer, the shareholders of NextNRG (the “Next NRG Shareholders”) and Michael Farkas, as the representative of the NextNRG Shareholders, entered into an exchange agreement (the “Exchange Agreement”), on November 2, 2023, the Issuer, the NextNRG Shareholders, NextNRG, and Mr. Farkas entered into an amended and restated exchange agreement (the “Amended and Restated Exchange Agreement”), on June 11, 2024, the Issuer, the NextNRG Shareholders, NextNRG and Mr. Farkas entered into a second amended and restated exchange agreement (the “Second Amended and Restated Exchange Agreement”) and the first amendment to second amended and restated exchange agreement dated July 22, 2024, including any additional amendments to the Exchange Agreement(as amended and restated, the “Exchange Agreement”), pursuant to which the Issuer agreed to acquire from the NextNRG Shareholders 100% of the shares of NextNRG (the “NextNRG Shares”) n exchange for the issuance (the “Share Exchange”) by the Issuer to the NextNRG Shareholders of an aggregate of 40,000,000 shares of common stock of the Issuer. The Exchange Agreement provides that in the event NextNRG completes the acquisition of STAT-EI, Inc. (“SEI” or “STAT”), prior to the closing, then 28,000,000 shares will vest on the closing date, and the remaining 12,000,000 shares will be subject to vesting or forfeiture and in the event NextNRG did not complete such acquisition prior to the closing, then 14,000,000 shares would vest on the closing date, and the remaining 26,000,000 shares would be subject to vesting or forfeiture (such shares subject to vesting or forfeiture, the “Restricted Shares&rdqu

Signatures

Signatures After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: August 29, 2024 /s/ Michael Farkas Name: Michael Farkas Farkas Group, Inc. Dated: August 29, 2024 By: /s/ Michael Farkas Name: Michael Farkas Title: President SIF Energy LLC Dated: August 29, 2024 By: /s/ Michael Farkas Name: Michael Farkas Title: Manager Balance Labs, Inc. Dated: August 29, 2024 By: /s/ Michael Farkas Name: Michael Farkas Title: Chief Executive Officer NextNRG Holding Corp. Dated: August 29, 2024 By: /s/ Michael Farkas Name: Michael Farkas Title: Chief Executive Officer ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. Exhibit 99.1 Note Exchange Agreement between EzFill Holdings, Inc. and NextNRG Holding Corp. dated August 16, 2024 (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed by the Issuer with the SEC on August 20, 2024). Exhibit 99.2 Stock Purchase Agreement entered into among EzFill Holdings, Inc. and NextNRG Holding Corp. dated August 16, 2024 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by the Issuer with the SEC on August 20, 2024). Exhibit 99.3 Certificate of Designations of Preferences and Rights of Series B Convertible Preferred Stock of the Company, as filed on August 16, 2024 with the Department of State, Division of Corporations, of the State of Delaware (incorporated by reference to Exhibit 10.5 to the Current Report on Form 8-K filed by the Issuer with the SEC on August 20, 2024). Exhibit 99.4 Exchange Agreement dated August 10, 2023 by and among EzFill Holdings, Inc., all members of NextNRG and Michael Farkas, an individual, as the representative of the members of NextNRG (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by the Issuer with the SEC on August 16, 2023). Exhibit 99.5

View Full Filing

View this SC 13D/A filing on SEC EDGAR