{"schema_version":"secwatch.filing_event.v1","accession":"0001477932-24-002307","form_type":"8-K","ticker":null,"cik":"0001374881","company_name":"Kingfish Holding Corp","filed_at":"2024-04-24T23:59:59+00:00","discovered_at":"2026-05-14T18:03:18.144467+00:00","generated_at":"2026-06-03T09:27:07.508538+00:00","sec_items":["1.01","5.06","2.01","5.03","3.02","5.01","5.02","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Kingfish completes reverse merger with Renovo Resources; shell status terminated","bullets":["Renovo merged into Kingfish on April 19, 2024; Kingfish is the surviving legal entity.","Reverse stock split 1-for-500 effective April 18, 2024; authorized shares reduced to 20M common, 2M preferred.","Kingfish issued 600,000 shares to Renovo owners; Renovo owners now hold ~71.6% of outstanding common stock.","Company entered purchase option to acquire 6 LLC (real estate entity) within 5 years at fair value plus 15% premium.","Post-merger business: scrap metal recycling (ferrous and nonferrous) from single yard in Manatee County, Florida."],"urls":{"canonical":"https://secwatch.observer/filing/0001477932-24-002307","json":"https://secwatch.observer/filing/0001477932-24-002307.json","markdown":"https://secwatch.observer/filing/0001477932-24-002307.md","text":"https://secwatch.observer/filing/0001477932-24-002307.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/king_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-03T09:27:07.508538+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"356bfc5a42","claim":"Keri A. Moritz was appointed as Director at Kingfish Holding Corp.","evidence_excerpt":"effective with the Closing of the Merger, the Company appointed the following persons to the Company’s Board of Directors: Randall A. Moritz, Keri A. Moritz, and Lori M. Toomey","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"6882179ab3","claim":"Randall A. Moritz was appointed as Director at Kingfish Holding Corp.","evidence_excerpt":"effective with the Closing of the Merger, the Company appointed the following persons to the Company’s Board of Directors: Randall A. Moritz, Keri A. Moritz, and Lori M. Toomey","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"6d2e05e41d","claim":"Lori M. Toomey was appointed as Director at Kingfish Holding Corp.","evidence_excerpt":"effective with the Closing of the Merger, the Company appointed the following persons to the Company’s Board of Directors: Randall A. Moritz, Keri A. Moritz, and Lori M. Toomey","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"b93ae576a2e7bda881ef3c2e8265e9417e0da7a5","claim":"Kingfish Holding Corp: Filed Certificate Amendment to implement reverse stock split and add officer exculpation provisions under DGCL (effective 2024-04-18).","evidence_excerpt":"On April 18, 2024, Kingfish filed the Certificate Amendment, which implemented the Reverse Stock Split and provided certain exculpation provisions in accordance with recent changes to the DGCL for the Company’s officers.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2024-04-18"}],"fact_type":"governance_change"},{"claim_id":"d30362130bb3e2f6c5c63677fb032774ef13f98f","claim":"Kingfish Holding Corp: Company ceased to be a shell company after Merger closing.","evidence_excerpt":"Prior to the Closing, the Company was deemed a “shell company,” as defined in Rule 450 of the Securities Act and Rule 12b-2 of the Exchange Act, because of the lack of operations prior to the completion of the Merger. Immediately following the Merger, the business of Renovo became the business of the Company and therefore the Company no longer qualifies as a shell company.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"shell status"}],"fact_type":"governance_change"},{"claim_id":"a03ec2c03b13619118f1cd568994d03e6625d85a","claim":"Kingfish Holding Corp completed an acquisition involving Renovo Resource Solutions, Inc. (closed 2024-04-19).","evidence_excerpt":"Subsequently, on April 19, 2024, (the “Closing Date”), Kingfish and Renovo consummated the Merger and the transactions contemplated thereby, including the issuance of the Merger Shares (the “Closing”).","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"Renovo Resource Solutions, Inc."},{"label":"Closing","value":"2024-04-19"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}