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 registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
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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. ☐
Item 1.01 Entry into a Material Definitive Agreement.
Effective July 1, 2023, in connection with establishing a vendor relationship with Menards to sell the Registrant’s safes and ammo lockers, the Registrant entered into a Sponsorship Agreement (the “Sponsorship Agreement”) with Tony Stewart Racing Nitro, LLC, d/b/a TSR Nitro (the “TSRN”), a race team operating a Funny Car Team competing full time with the NHRA (the “Series”). The Registrant agreed to be the primary sponsor of TSRN’s Funny Car Team and Driver participation in the Series on a full-time basis as the “Official Gun Safe Supplier” of “Tony Steward Racing Nitro.” Under the terms of the Sponsorship Agreement, the Registrant agreed to a sponsorship fee in the total amount of up to $800,000. The initial term of the Sponsorship Agreement runs through December 31, 2023 and shall automatically renew thru July 31, 2025 (or after ten (10) 2025 season races, whichever comes first) unless TSRN elects in writing to terminate following the 2023 season.
The Sponsorship Agreement contains, among other provisions, certain representations and warranties by the parties, intellectual property protection covenants, certain indemnification rights in favor of each party and customary confidentiality provisions.
The foregoing description of the Sponsorship Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Sponsorship Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information described in Item 1.01 above relating to the Sponsorship Agreement is incorporated herein by reference into this Item 2.03.
Item 7.01 Regulation FD Disclosure.
On July 7, 2023, TSRN issued a press release titled “American Rebel Joins Tony Steward Racing.” A copy of the press release is attached hereto as Exhibit 99.1.
The information in Item 7.01 of this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to Item 7.01 of this Current Report on Form 8-K in such a filing.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit Number | Description | |
| 10.1 | Sponsorship Agreement dated July 1, 2023 | |
| 99.1 | TSR Press Release dated August 7, 2023 | |
| 104 | Cover Page Interactive Data File |
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SIGNATURES
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.
AMERICAN REBEL HOLDINGS, INC. | ||
| Date: August 7, 2023 | By: | /s/ Charles A. Ross, Jr. |
| Charles A. Ross, Jr. | ||
| Chief Executive Officer | ||
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