{"schema_version":"secwatch.filing_event.v1","accession":"0001477932-25-006486","form_type":"8-K","ticker":"BTBD","cik":"0001718224","company_name":"BT Brands, Inc.","filed_at":"2025-09-03T23:59:59+00:00","discovered_at":"2026-05-14T18:02:44.765392+00:00","generated_at":"2026-05-17T08:35:39.553183+00:00","sec_items":["1.01","7.01","9.01"],"event_type":"m_and_a","sentiment":"negative","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"BT Brands to merge with Aero Velocity in reverse merger; legacy holders diluted to ~11%","bullets":["Aero Velocity shareholders to receive 10,110 shares of BT Brands Series A-1 and A-2 Preferred Stock ($10,000 stated value each) as merger consideration.","Concurrent financing of $3-5 million via Series B Convertible Preferred Stock to be invested by Aero Velocity shareholders.","Post-merger ownership: legacy BT Brands stockholders ~11%; Aero Velocity holders ~89% on fully diluted basis.","BT Brands to spin off restaurant operations into new subsidiary BT Group and distribute to common stockholders.","New board of five directors named by Aero Velocity; Mark Hastings to serve as CEO and President."],"urls":{"canonical":"https://secwatch.observer/filing/0001477932-25-006486","json":"https://secwatch.observer/filing/0001477932-25-006486.json","markdown":"https://secwatch.observer/filing/0001477932-25-006486.md","text":"https://secwatch.observer/filing/0001477932-25-006486.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1718224/000147793225006486/0001477932-25-006486-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1718224/000147793225006486/btbd_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-17T08:35:39.553183+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":[],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}