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
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| File
Number: |
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| (State of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| (Address of principal executive offices) (Zip Code) |
| ( |
| (Registrant’s telephone number, including area code) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Emerging growth company ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ]
Securities registered pursuant to Section l 2(b) of the Act
Title of each class Trading
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Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, par value of $0.0001 |
AWAW | OTCMKTS |
Item
1.01. Entry Into a Material Definitive Agreement.
On July 21, 2025, the Company’s control shareholder entered into an Simple Agreement for Future Equity (“SAFE”) to sell the controlling equity which control 60% of the total voting powers of the Company to Mr. Mark A Jones a Mableton, Georgia based entrepreneur. The consummation of the executed agreement will occur after Mr. Jones had paid the purchase price in full.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
On July 21, 2025, Mr. Frank I Igwealor resigned from the positions of the President and CEO, Director, Secretary, and Treasurer of the Company. Mr. Igwealor’s resignation followed the execution of the Securities Purchase Agreement (“SPA”) to sell the control (voting block) Preferred stock of the Company to Mr. Jones.
On July 21, 2025, following Mr. Igwealor’s resignation pursuant to the SPA, the Company appointed Mr. Mark A Jones as its President, CEO and Director, effectively immediately.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits |
Exhibit No.
10.1 Form of Securities Purchase Agreement
10.2 Business Entity - Filing Acknowledgement for appointment of Officers
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
WHITE FOX VENTURES, INC.
| Dated: | July 23, 2025
By: |
/s/ Mark A Jones |
| Mark A Jones | ||
| Chairman, President and CEO |