---
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"
generated_at: "2026-06-03T09:27:07.508538+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Kingfish completes reverse merger with Renovo Resources; shell status terminated

## Summary
- 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.

## SEC filing metadata
- accession: 0001477932-24-002307
- form_type: 8-K
- cik: 0001374881
- company_name: Kingfish Holding Corp
- filed_at: 2024-04-24T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 5.06, 2.01, 5.03, 3.02, 5.01, 5.02, 9.01
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001477932-24-002307
- JSON: https://secwatch.observer/filing/0001477932-24-002307.json
- Plain text: https://secwatch.observer/filing/0001477932-24-002307.txt

## Key facts
- Executive change
  Keri A. Moritz was appointed as Director at Kingfish Holding Corp.
  - Action: appointed
  - Role: Director
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm
- Executive change
  Randall A. Moritz was appointed as Director at Kingfish Holding Corp.
  - Action: appointed
  - Role: Director
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm
- Executive change
  Lori M. Toomey was appointed as Director at Kingfish Holding Corp.
  - Action: appointed
  - Role: Director
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm
- Governance Changes
  Kingfish Holding Corp: Filed Certificate Amendment to implement reverse stock split and add officer exculpation provisions under DGCL (effective 2024-04-18).
  - Change: charter amendment
  - Effective: 2024-04-18
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm
- Governance Changes
  Kingfish Holding Corp: Company ceased to be a shell company after Merger closing.
  - Change: shell status
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm
- M&A Transactions
  Kingfish Holding Corp completed an acquisition involving Renovo Resource Solutions, Inc. (closed 2024-04-19).
  - Action: acquisition
  - Counterparty: Renovo Resource Solutions, Inc.
  - Closing: 2024-04-19
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/1374881/000147793224002307/0001477932-24-002307-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.