Quarterly report [Sections 13 or 15(d)]

Note 10 - Subsequent Events

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Note 10 - Subsequent Events
9 Months Ended
Sep. 30, 2026
Notes to Financial Statements  
Subsequent Events [Text Block]

10. SUBSEQUENT EVENTS 

 

SALE OF ENVOY TO CID

 

On October 9, 2026, BladeRanger closed on its sale of Envoy to CID HoldCo, Inc. (“CID”). As part of the transaction, the Convertible Note was amended so that instead of converting prior to or in connection with the closing of a qualified liquidity event, the Convertible Note remains outstanding and upon satisfaction of the conversion conditions described within the First Amendment to Convertible Promissory Note, entered into as of October 9, 2026, by and among, the Company and CID, the Convertible Note will convert into an aggregate of 2,166,667 shares (the “Blink Conversion Shares”) of CID common stock (the “Amended Convertible Note”). Further details can be found in the Form 8-K filed on October 16, 2026.

 

NAME CHANGE

 

On October 27, 2026, the Company filed a Certificate of Amendment to the Articles of Incorporation of the Company, as amended (the “Charter Amendment”) with the Secretary of State of the State of Nevada to change its name from "Blink Charging Co." to "Blink Energy Co." (the “Name Change”) reflecting the Company's expansion across three complementary offerings: EV charging, energy management and battery energy storage. As of the date of this Quarterly Report, the Company is awaiting confirmation from the State of Nevada regarding the effective date of the Charter Amendment. Effective as of the effective date of the Name Change, the Company amended its bylaws, its 2018 Incentive Compensation Plan, as amended, and its other corporate governance documents to reflect the Name Change.

 

FORM S-3 REGISTRATION STATEMENT

 

On October 30, 2026, the Company filed a Form S-3 Registration Statement (the “Registration Statement”) under which the Company may, from time to time in one or more offerings, offer and sell up to $100,000,000 in the aggregate of common stock, preferred stock, debt securities, warrants, rights and units, or any combination of the foregoing. The Registration Statement includes a prospectus supplement covering the offer, issuance and sale of up to $100,000,000 of the Company’s common stock under the ATM Agreement described below, which amount is included in, and not in addition to, the $100,000,000 of securities that may be offered and sold under the Registration Statement. As of the date of this Quarterly Report, the Registration Statement has not been declared effective by the SEC.

 

AT THE MARKET OFFERING AGREEMENT

 

On October 30, 2026, the Company entered into an At The Market Offering Agreement (the “ATM Agreement”) with H.C. Wainwright & Co., LLC (the “Selling Agent”), Roth Capital Partners, LLC and StoneX Financial Inc. (collectively, the “Sales Agents”), to sell shares of the Company’s common stock, par value $0.001 per share, (the “Shares”) having an aggregate offering price of up to $100,000,000, from time to time, through an “at the market offering” program through the Selling Agent, acting as the Company's selling agent, or directly to the Selling Agent, acting as principal. The sales, if any, of the Shares made under the ATM Agreement will be made by any method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended. The Company will pay the Sales Agents a commission rate of 3.0% of the gross proceeds from each sale of Shares. As of the date of this filing, the Company has not sold any shares of common stock under the ATM Agreement.

 

BOARD LEADERSHIP CHANGES

 

On November 3, 2026, the Board of Directors appointed existing Board members, Michael C. Battaglia and Ritsaart J.M. van Montfrans, Chairman of the Board and Lead Independent Director, respectively. Mr. van Montfrans, who had served as Chairman of the Board since May 2023, ceased to serve as Chairman. Mr. Battaglia will continue to serve as Chief Executive Officer in addition to his role as Chairman and, in connection with his appointment as Chairman, will no longer hold the title of President. The Board of Directors believes that combining the roles of Chairman and Chief Executive Officer under Mr. Battaglia provides unified leadership and clear accountability for the execution of the Company’s strategy, while the Lead Independent Director role maintains strong independent oversight of management. Mr. Battaglia will not receive separate compensation for his service as Chairman as only non-employee directors receive director compensation under the Company's Board compensation plan, as modified most recently in May 2024. Mr. van Montfrans will continue to receive the same director compensation as the Board compensation plan provides for the same supplemental annual cash retainer to be paid to the non-employee director serving as Chairman or lead independent director.