News & Events

Director — Theodore Ralston and Jeffery Pomerantz: Two directors resigned from the board, but no dispute was involved.

Entry into a Material Definitive Agreement. On May 28, 2026, CitroTech Inc., a Wyoming corporation (the “Company”), entered into Stock Exchange and Stockholders Agreements (the “Exchange Agreements”) with the holders (the “Holders”) of the Company’s outstanding Series A Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”). Pursuant to the Exchange Agreements, the Company reacquired an aggregate of 1,666,667 shares of Series A Preferred Stock. At closing, the Company i…

The Exchange Shares issued at closing and the Exchange Shares issuable pursuant to the Exchange Agreements have been registered under the Securities Act or any state securities laws. The Company relied on the exemption from registration available under Section 4(a)(2) of the Securities Act in connection with the issuance of securities pursuant to the Exchange Agreements.

Entry into a Material Definitive Agreement CitroTech Inc., a Wyoming corporation (the “Company”), and Hexion Inc., a New Jersey corporation (“Hexion”), formed HexiTech LLC, a Delaware limited liability company (“HexiTech”), to facilitate a joint venture to develop, manufacture, commercialize and sell products incorporating the Company’s fire-retardant intellectual property within a defined field of use, utilizing Hexion’s manufacturing and commercialization capabilities. Limited Liability Com…

Entry into a Material Definitive Agreement On April 1, 2026, CitroTech Inc. (the “Company”) entered into a Transition Agreement (the “Transition Agreement”) with Stephen Conboy, pursuant to which Mr. Conboy transitioned from his role as the Company’s Chief Technology Officer to an outside advisor to the Company’s Chief Executive Officer. The Transition Agreement provides for a 90-day transition period beginning March 31, 2026 and ending June 30, 2026 (the “Transition Period”). During the Tran…

Chief Technology Officer — Mr. Conboy: Mr. Conboy resigned from his position as Chief Technology Officer.

Entry into a Material Definitive Agreement. On October 21, 2025, General Enterprise Ventures, Inc. (the “Company”) entered into Securities Purchase Agreements (the “Securities Purchase Agreements”) with certain investors (the “Investors”) for the issuance and sale (the “PIPE Offering”) of (i) 193,967 shares of its Series C Convertible Preferred Stock par value $0.0001 per share for an aggregate purchase price of $2,909,515 (the “Series C Preferred Stock”), each convertible into 3.3333 shares…

Entry into a Material Definitive Agreement. On September 30, 2025, General Enterprise Ventures, Inc. (the “Company”) entered into Securities Purchase Agreements (the “Securities Purchase Agreements”) with certain investors (the “Investors”) for the issuance and sale (the “PIPE Offering”) of (i) 420,937 shares of its Series C Convertible Preferred Stock par value $0.0001 per share for an aggregate purchase price of $6,314,062 (the “Series C Preferred Stock”), each convertible into 3.3333 share…

Unregistered Sales of Equity Securities. The information set forth in

Entry into a Material Definitive Agreement. On September 30, 2025, General Enterprise Ventures, Inc. (the “Company”) entered into Securities Purchase Agreements (the “Securities Purchase Agreements”) with certain investors (the “Investors”) for the issuance and sale (the “PIPE Offering”) of (i) 420,937 shares of its Series C Convertible Preferred Stock par value $0.0001 per share for an aggregate purchase price of $6,314,062 (the “Series C Preferred Stock”), each convertible into 3.3333 share…

CEO — Thedore Ralston: The CEO and President resigned, but a new CEO was appointed.

Material Modification to Rights of Security Holders. To the extent required by

Annual board and officer appointments with no significant changes in roles or personnel.

Change in Control of Registrant. Effective March 12, 2025, Joshua Ralston transferred 10,000,000 shares of the Series A Preferred Stock of General Enterprise Ventures, Inc. (the “Corporation”) to Theodore Ralston. The Series A Preferred Stock transferred to Mr. Ralston constitutes a super-majority voting interest in the Corporation.

Other Events Effective February 18, 2025, MFB Insurance Company, Inc., a Hawaii corporation and wholly-owned subsidiary of GEVI Insurance Holdings Inc., an Ohio corporation and wholly-owned subsidiary of the Corporation, received approval as a captive insurance company from the Insurance Division of the Department of Commerce and Consumer Affairs of the State of Hawaii. Forward-Looking Statements This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the P…

Other Events Effective June 25, 2024, General Enterprise Ventures Inc. (the “Company”) formed and organized a wholly owned subsidiary, GEVI Insurance Holdings Inc., an Ohio corporation (the “Corporation”), while the Company contemplates the opportunity to enter the wildfire insurance markets relating to the Company’s flame retardant and flame suppression products. Forward-Looking Statements This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the Private…

Changes in Registrant’s Certifying Accountant. (a)(1) Previous independent registered public accounting firm: BF Borgers CPA PC: (i) On January 29, 2024, we notified BF Borgers CPA PC (“ BF Borgers ”) of their dismissal as our independent registered public accounting firm. (ii) BF Borgers has not issued a report on our financial statements for the fiscal year ending December 31, 2023, and the report of BF Borgers on the Company’s financial statements as of and for the fiscal years ending Dece…