JFB Construction Holdings (JFB)
NASDAQReal EstateReal Estate - DevelopmentSnapshot 2026-09-04
NASDAQReal EstateReal Estate - DevelopmentSnapshot 2026-09-04
QuarterlyIQ Insights · JFB
Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Entry into a Material Definitive Agreement. Amendment to Merger Agreement On July 16, 2026, JFB Construction Holdings (the “Company” or “JFB”), Xtend AI Robotics, Inc., a Delaware corporation (“Newco”), XT Merger Sub 2, Inc., a Nevada corporation and a direct, wholly-owned subsidiary of Newco (“Merger Sub 2”), and Xtend Reality Expansion Ltd., a company organized under the laws of the State of Israel (“Xtend”), entered into an Amendment (the “Amendment”) to the Agreement and Plan of Merger da…
Bill Dyer: Compensatory arrangement for a transaction achievement bonus.
Other Events. On May 11, 2026, JFB Construction Holdings, Inc. (the “Company”) issued a press release announcing 115% revenue growth in the first quarter of 2026 compared to the first quarter of 2025, and providing an update regarding the Company’s proposed business combination with Xtend Reality Expansion Ltd. (“Xtend”), valued at approximately $1.5 billion. The Company has filed a Registration Statement on Form S-4 in connection with the transaction. A copy of the press release is attached…
The filing describes the award of a transaction achievement bonus to the CFO, which is not a management change.
Entry into a Material Definitive Agreement. Amendment to Merger Agreement On March 21, 2026, JFB Construction Holdings (the “Company” or “JFB”), Xtend AI Robotics, Inc., a Delaware corporation (“Newco”), XT Merger Sub 2, Inc., a Nevada corporation and a direct, wholly-owned subsidiary of Newco (“Merger Sub 2”), and Xtend Reality Expansion Ltd., a company organized under the laws of the State of Israel (“Xtend”), entered into an Amendment (the “Amendment”) to the Agreement and Plan of Merger (…
Material Modification to Rights of Security Holders. On March 10, 2026, the Company announced that the Board of Directors of the Company has approved a forward stock split of the Company’s issued and outstanding shares of common stock, par value $0.0001 per share (the “Common Stock”), at a ratio of 2-for-1 (the “Forward Split”). On March 20, 2026, a Certificate of Change (the “Certificate”) was filed with the Secretary of State of the State of Nevada with an effective date of March 25, 2026 (…
Joseph F. Basile, III: The filing describes an indemnification agreement for Mr. Basile without any change in his role or departure.
Entry into a Material Definitive Agreement. Merger Agreement with XTEND Reality Expansion Ltd. (“Xtend”) On February 13, 2026, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Xtend AI Robotics, Inc., a Delaware corporation (“Newco”), XT Merger Sub 2, Inc., a Nevada corporation and a direct, wholly-owned subsidiary of Newco (“Merger Sub 2”), and Xtend. Capitalized terms used herein but not otherwise defined will have the meanings ascribed to them in the M…
Other Events Private Placement As previously announced, on February 13, 2026, the Company entered into securities purchase agreements (the “Securities Purchase Agreements”) with certain institutional accredited investors (the “Investors”), pursuant to which the Company agreed to issue and sell to the Investors in a private placement an aggregate of 802,000 shares of the Company’s common stock, par value $0.0001 per share (the “Placement Shares”) at a price of $12.50 per share (the “Private Pl…
Entry into a Material Definitive Agreement. On February 13, 2026, JFB Construction Holdings (the “Company”) entered into securities purchase agreements (the “Securities Purchase Agreements”) with certain institutional accredited investors (the “Investors”), pursuant to which the Company agreed to issue and sell to the Investors in a private placement an aggregate of 802,000 shares of the Company’s common stock, par value $0.0001 per share (the “Placement Shares”) at a price of $12.50 per shar…
Director — Bjarne Borg: Mr. Bjarne Borg resigned from his position as a member of the Board of Directors and all committees of the Board.
Based in part upon the representations of the Investors in the Securities Purchase Agreements, the offering and sale of the Placement Shares was made in reliance upon an exemption from registration pursuant to Section 4(a)(2) under the Securities Act, which exempts transactions by an issuer not involving any public offering.
The filing details the erroneous issuance and subsequent cancellation of shares and options, which does not involve a change in management or departure.
The filing describes equity grants and option issuances to officers, directors, and employees.
Entry into a Material Definitive Agreement. On October 10, 2025, JFB Construction Holdings (the “ Company ”) entered into a contract (the “ Construction Contract ”) with Building Tomorrow’s Schools DeSoto, LLC (“ Building Tomorrow’s Schools ”) pursuant to which the Company will act as a contractor for the first phase of construction of a public high school in DeSoto County, Florida (the “ Project ”). The total value of the Construction Contract is approximately $18 million. Pursuant to the Co…
Unregistered Sales of Equity Securities. The information set forth in
Material Modification to Rights of Security Holders. Pursuant to the PIPE Offering, on September 29, 2025, the Company filed a Certificate of Designation of Series C Convertible Preferred Stock with the Secretary of State of the State of Nevada (the “ Series C Certificate of Designation ”). The stated value of the Series C Preferred Stock is $10 per share. Holders of Series C Preferred Stock are entitled to cast the number of votes equal to the number of whole shares of Common Stock into whic…
Entry into a Material Definitive Agreement. On September 26, 2025, JFB Construction Holdings (the “ Company ”) entered into a Securities Purchase Agreement (the “ Securities Purchase Agreement ”) with American Ventures LLC, Series XIV JFB (the “ Investor ”) for a private investment in public equity (the “ PIPE Offering ”) of 4,389,500 shares of its Series C Convertible Preferred Stock par value $0.0001 per share, stated value $10.00 per share (the “ Series C Preferred Stock ”) , convertible i…
Chief Executive Officer — Joseph F. Basile, III: Mr. Basile retired shares in exchange for payment.
Chief Operating Officer — Bill Dyer: Bill Dyer was appointed as Chief Operating Officer with a significant background in the industry.
Entry into a Material Definitive Agreement. Subscription Agreement and Side Letter Agreement On May 6, 2025, JFB Construction Holdings (the “Company”) entered into a Subscription Agreement (the “Subscription Agreement”) and a Side Letter Agreement (the “Side Letter Agreement”) with CM OB Hotel Owner, LLC (the “Fund”), pursuant to which the Company subscribed for 1,000 Class A Limited Liability Company Interests (the “Interests”) at a price of $1,000 per interest, with an aggregate investment…
Entry into a Material Definitive Agreement. On March 5, 2025, JFB Construction Holdings, a Nevada corporation (the “Company”), executed an underwriting agreement (the “Underwriting Agreement”) with Kingswood Capital Partners, LLC, as the representative of the underwriters (the “Representative”), in connection with the Company’s initial public offering (the “Offering”) of 1,250,000 units (“Units”), each Unit comprised of one its common stock, par value $0.0001 per share (the “Common Stock”), a…
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