UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Indicate by check mark whether the Company is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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Item 1.01 Entry into a Material Definitive Agreement.
As previously reported in the Current Reports on Form 1-U filed with the Securities and Exchange Commission (the “SEC”) on October 17, 2025 and November 6, 2025, and the Current Report on Form 8-K filed with the SEC on June 26, 2026, RMX Industries, Inc. (the “Company”) entered into a securities purchase agreement, as amended, with an institutional investor (the “Investor”) for the issuance and sale of a series of senior secured convertible notes of the Company bearing a 15% interest rate (the “Offering”), in the aggregate original principal amount of $50,000,000 (the “Notes”), which Notes shall be convertible into shares of the Company’s class A common stock, $0.001 par value per share (the “Common Stock”), with the initial closing of the Offering occurring on November 5, 2025, pursuant to which the Company issued to the Investor a Note in an aggregate original principal amount of $2,020,000 maturing on March 31, 2026, as extended to August 31, 2026 (the “Initial Note”). On September 28, 2026, the Company and the Investor agreed via email to extend the maturity date of the Initial Note to December 31, 2026, with the maturity date automatically extending to March 31, 2027, upon the uplisting of the Company’s Common Stock to an eligible national securities exchange prior to December 31, 2026.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: October 2, 2026 | RMX INDUSTRIES, INC. | |
| /s/ Karl Kit | ||
| Name: | Karl Kit | |
| Title: | Chief Executive Officer and President | |
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