8-K - NaturalShrimp Incorporated | StockGist

AI Analysis

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NaturalShrimp Incorporated entered into a material IP acquisition agreement, completed a change of control, and appointed new leadership on March 17, 2026.

Key Takeaways

1On March 17, 2026, the Company entered into an Intellectual Property Acquisition and Management Transition Agreement with Hydrenesis, Inc. and David Antelo.

2A change of control of the Company occurred on March 17, 2026, triggered by the agreement, governance terms, legacy security restructuring, and new CEO appointment.

3Gerald Easterling, Bill Delgado, and Tom Untermyer resigned from their executive and director roles on March 17, 2026 with no disagreements with the Company.

4David Antelo was appointed as the Company's Chief Executive Officer and sole director, effective March 17, 2026.

5The Company approved issuance of Series L, Series P, and Series P-2 Preferred Stock, to be issued via registration exemptions under the Securities Act of 1933.

6Hydrenesis will transfer certain IP assets to the Company, and the Company's ~$1,034,112 obligation to Hydrenesis will be converted to equity at closing.

Current Report Details

Event Type

Management Change+4 More

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

Entry into a Material Definitive Agreement** ** ** On March 17, 2026, NaturalShrimp Incorporated (the “Company”) entered into an Intellectual Property Acquisiti

Material Agreement

$1.0M

Source Document

3.02

Unregistered Sales of Equity Securities** ** ** In connection with the Agreement described in Item 1.01, the Company has approved the issuance of Series L, Seri

Securities Issuance

5.01

Changes in Control of Registrant** ** ** On March 17, 2026, a change in control of the Company occurred. The change in control resulted from: | ● | The executio

Corporate Governance

5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers** ** ** On March 17, 2026: | | ● | Gerald Easterling, Chief E

Management Change

Chief Executive Officer and sole director of

9.01

Financial Statements and Exhibits** ** ** (d) Exhibits | Exhibit No. | | Description | |---|---|---| | 3.1 | | Form of Series L Preferred Stock Certificate of D

Exhibits Only

Executive & Director Changes

Gerald Easterling

Chief Executive Officer and Director

resigned

Effective: 2026-03-17

Not a result of any disagreement with the Company regarding its operations, policies, or practices

Bill Delgado

Chief Financial Officer and Director

resigned

Effective: 2026-03-17

Not a result of any disagreement with the Company regarding its operations, policies, or practices

Tom Untermyer

Chief Operating Officer and Director

resigned

Effective: 2026-03-17

Not a result of any disagreement with the Company regarding its operations, policies, or practices

David Antelo

Chief Executive Officer and sole director

appointed

Effective: 2026-03-17

Transaction Details

Material Agreement

Agreement: Intellectual Property Acquisition and Management Transition Agreement
Parties: NaturalShrimp Incorporated, Hydrenesis, Inc., David Antelo

•The Company will transition operations toward commercialization of aquaculture and water treatment technologies
•Governance and control of the Company has been transferred per the Agreement
•Hydrenesis will transfer certain intellectual property and related technology assets to the Company
•The Company's ~$1,034,112 outstanding obligation to Hydrenesis will be converted to equity at Closing
•The Company approved Certificates of Designation for Series P, Series P-2, and Series L Preferred Stock to be filed with the Nevada Secretary of State
•Existing liabilities, obligations, and legacy securities including Series A and F Preferred Stock will be restructured, amended, cancelled, or exchanged into Series L Preferred Stock

Exhibits (6)

10.1

EX-10.1

10.2

EX-10.2

3.1

EX-3.1

3.2

EX-3.2

3.3

EX-3.3

8-K