Xeriant, Inc. Files 8-K: Material Agreement, Equity Sales

Ticker: XERI · Form: 8-K · Filed: Nov 12, 2025 · CIK: 1481504

Xeriant, Inc. 8-K Filing Summary
FieldDetail
CompanyXeriant, Inc. (XERI)
Form Type8-K
Filed DateNov 12, 2025
Risk Levelmedium
Pages3
Reading Time4 min
Key Dollar Amounts$3,500,000, $1,000,000, $500,000, $250,000
Sentimentneutral

Sentiment: neutral

Topics: material-agreement, equity-sale, filing

TL;DR

XERIANT filed an 8-K on Nov 5, 2025, reporting a material agreement and equity sales. Details pending.

AI Summary

On November 5, 2025, Xeriant, Inc. entered into a material definitive agreement, the details of which are not fully disclosed in this filing. The company also reported unregistered sales of equity securities and filed financial statements and exhibits. Xeriant, Inc. is incorporated in Nevada and its fiscal year ends on June 30.

Why It Matters

This 8-K filing indicates significant corporate activity, including a new material agreement and equity transactions, which could impact the company's financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing mentions unregistered sales of equity securities and a material definitive agreement, which can introduce financial and operational risks if not managed properly.

Key Players & Entities

  • XERIANT, INC. (company) — Registrant
  • November 5, 2025 (date) — Earliest event reported
  • Nevada (jurisdiction) — State of incorporation
  • 000-54277 (filing_number) — SEC File Number
  • 27-1519178 (ein) — IRS Employer Identification No.

FAQ

What is the nature of the material definitive agreement entered into by Xeriant, Inc. on November 5, 2025?

The filing states that Xeriant, Inc. entered into a material definitive agreement on November 5, 2025, but the specific details of this agreement are not provided in this 8-K filing.

What type of equity securities were sold unregistered by Xeriant, Inc.?

The filing reports unregistered sales of equity securities by Xeriant, Inc., but does not specify the type or amount of securities sold.

When is Xeriant, Inc.'s fiscal year end?

Xeriant, Inc.'s fiscal year ends on June 30.

What was Xeriant, Inc.'s former company name?

Xeriant, Inc. was formerly known as Banjo & Matilda, Inc. (name change effective 20131112), Eastern World Solutions, Inc. (name change effective 20121116), and Encom Group, Inc. (name change effective 20120420).

What is the primary business classification for Xeriant, Inc. according to its SIC code?

Xeriant, Inc. is classified under SIC code 3721, which pertains to Aircraft.

Filing Stats: 911 words · 4 min read · ~3 pages · Grade level 10.8 · Accepted 2025-11-12 17:10:46

Key Financial Figures

  • $3,500,000 — 025. 2. The Company will pay to Auctus $3,500,000 as follows: (A) $1,000,000 on or before
  • $1,000,000 — ay to Auctus $3,500,000 as follows: (A) $1,000,000 on or before 75 days from October 29, 2
  • $500,000 — 135 days from October 29, 2025; and (D) $500,000 on or before 165 days from October 29,
  • $250,000 — reafter net of legal fees not to exceed $250,000. 4. Provided that the Company timely

Filing Documents

01. Entry Into Material Definitive Agreements

Item 1.01. Entry Into Material Definitive Agreements On November 5. 2025, Xeriant, Inc. (the "Company") and Auctus Fund, LLC ("Auctus") entered into a Settlement Agreement (the "Settlement Agreement") relating to that certain Senior Secured Promissory Note dated October 27, 2021 (as amended, the "Note"). The effective date of the Settlement Agreement is retroactive to October 29, 2025. The Settlement Agreement provides, inter alia, the following: 1. The Company will issue to Auctus 30,000,000 unrestricted shares of the Company's Common Stock (the "Conversion Shares") pursuant to an existing Notice of Conversion dated February 24, 2025. 2. The Company will pay to Auctus $3,500,000 as follows: (A) $1,000,000 on or before 75 days from October 29, 2025; (B) $1,000,000 on or before 105 days from October 29, 2025;(C) $1,000,000 on or before 135 days from October 29, 2025; and (D) $500,000 on or before 165 days from October 29, 2025. 3. Within ten (10) business days of receipt by the Company of any money or any other consideration pertaining to the legal action brought by the Company against XTI Aircraft Company, the Company will transfer litigation proceeds to Auctus on a preferred basis and share on a percentage basis thereafter net of legal fees not to exceed $250,000. 4. Provided that the Company timely makes all payments with respect to the $3,500,000, Auctus will return to Company (a) a Warrant dated July 26, 2022 to purchase 25,000,000 shares of the Company's Common Stock and (b) a Warrant dated December 27, 2022 to purchase 25,000,000 shares of the Company's Common Stock. 5. So long as the Company makes all payments as set forth above, Auctus will suspend any further exercise of its conversion rights under the Note. 6. The Company has issued a full and unconditional release to Auctus regarding any claims that the Company has against Auctus with respect to the Note and all agreements relating to the Note. 7. The Company agrees that it will not pursue, fi

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits. Exhibit Description 10.1 Settlement Agreement (Portions of the Exhibit have been Omitted) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 2 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 thereunto duly authorized. Date: November 12, 2025 XERIANT, INC. By: /s/ KEITH DUFFY Keith Duffy, Chief Executive Officer 3

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