News & Events

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Effective May 26, 2026, Kenneth Brimmer resigned from his positions as a member of the Board of Directors and Chief Financial Officer of BT Brands, Inc. (the “Company”). At the time of his resignation, Mr. Brimmer also served as the Company’s principal financial officer and principal accounting officer. Mr. Brimmer’s resignation was not the result…

Termination of a Material Definitive Agreement. On September 2, 2025, BT Brands, Inc., a Wyoming corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Aero Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub”), and Aero Velocity Inc., a Delaware corporation (“Aero”). Pursuant to the Merger Agreement, and subject to the terms and conditions set forth therein, Merger Sub was to merge with and into Aero…

Other Events. As previously reported in our Current Report on Form 8-K filed with the Securities and Exchange Commission on September 3, 2025, BT Brands, Inc. ( “ BT Brands” ) entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) among BT Brands, Aero Merger Sub Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent (“ Merger Sub ”), and Aero Velocity Inc., a Delaware corporation (“ Aero Velocity ”, “ Aero ” or the “ Company ”). Attached as Exhibit 99.1…

Results of Operations and Financial Condition. On March 30, 2026, BT Brands, Inc., a Wyoming corporation (the “Registrant” or the “Company”), announced its financial results for the fourth quarter and fiscal year ended December 28, 2025. The press release issued by the Registrant in connection with the announcement is attached to this report as Exhibit 99.1. The information in this

Other Events. As previously reported in our Current Report on Form 8-K filed with the Securities and Exchange Commission on September 3, 2025, BT Brands, Inc. ( “ BT Brands” ) entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) among BT Brands, Aero Merger Sub Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent (“ Merger Sub ”), and Aero Velocity Inc., a Delaware corporation (“ Aero Velocity ”, “ Aero ” or the “ Company ”). Attached as Exhibit 99.1…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On January 14, 2026, BT Brands, Inc. (the “Company”) received written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company is not in compliance with Nasdaq Listing Rule 5620(a), due to the Company’s failure to hold an annual meeting of shareholders for the fiscal year ended December 31, 2024. The Notice is only a…

Other Events. As previously reported in our Current Report on Form 8-K filed with the Securities and Exchange Commission on September 3, 2025, BT Brands, Inc. ( “ BT Brands” ) entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) among BT Brands, Aero Merger Sub Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent (“ Merger Sub ”), and Aero Velocity Inc., a Delaware corporation (“ Aero Velocity ”, “ Aero ” or the “ Company ”). The Merger Agreement con…

Entry into a Material Definitive Agreement. As previously disclosed in its filings with the U.S. Securities and Exchange Commission (“SEC”), on December 13, 2024, BT Brands, Inc. (the “Company”) entered into an Equity Distribution Agreement (the “Original Agreement”) with Maxim Group LLC. as sales agent (the “Agent”), by and between the Company and the Agent. Pursuant to the terms of the Agreement, the Company may sell from time to time through the Agent the Company’s common stock, par value…