BOXABL Inc.
For the period ended Jun 30, 2026. Filed Aug 21, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 21, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30,2026
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File No.001-42493
BOXABL Inc.
(Exact name of registrant as specified in its charter)
| Texas | 86-2579471 |
|---|---|
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
5345 East North Belt Road, North Las Vegas, Nevada 89115
(Address of Principal Executive Offices, including zip code)
702-500-9000
(Registrant’s telephone number, including area code)
FG Merger II Corp. 104 S. Walnut Street, Unit 1A, Itasca, Illinois 60143
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Class A Common Stock, $0.0001 par value per share | BXBL | THE NASDAQ STOCK MARKET LLC |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| ☐ Large accelerated filer | ☐ Accelerated filer |
|---|---|
| ☒ Non-accelerated filer | ☒ Smaller reporting company |
| ☒ 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.☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes ☐ No☒
FGMC ceased to be a shell company as of July 17, 2026.
As of July 17, 2026 there were approximately 9,409,633 shares of Class A Common Stock and 232,083,710 shares of Class B Common Stock outstanding
BOXABL Inc., formerly known as FG MERGER II Corp
Quarterly Report on Form 10-Q
TABLE OF CONTENTS
| Page | ||
|---|---|---|
| PART I – FINANCIAL INFORMATION | 2 | |
| Item 1. | Financial Statements | 2 |
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 21 |
| Item 3. | Quantitative and Qualitative Disclosures about Market Risk | 26 |
| Item 4. | Controls and Procedures | 26 |
| PART II – OTHER INFORMATION | 27 | |
| Item 1. | Legal Proceedings | 27 |
| Item 1A. | Risk Factors | 27 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 28 |
| Item 3. | Defaults Upon Senior Securities | 28 |
| Item 4. | Mine Safety Disclosures | 28 |
| Item 5. | Other Information | 28 |
| Item 6. | Exhibits | 29 |
| SIGNATURES | 30 | |
EXPLANATORY NOTE
On July 17, 2026, subsequent to the fiscal quarter ended June 30, 2026, to which this Quarterly Report on Form 10-Q (this “Quarterly Report”) relates, FG Merger II Corp. (“FGMC” or the “Company”) consummated the previously announced business combination (the “Mergers”) with BOXABL Inc., a Nevada corporation (“Legacy BOXABL”), pursuant to the Agreement and Plan of Merger, dated as of August 4, 2025 (as amended, the “Merger Agreement”). In connection with the closing of the Mergers, the Company was renamed “BOXABL Inc.” and its Class A Common Stock began trading on the Nasdaq Stock Market under the ticker symbol “BXBL” on July 20, 2026.
Unless stated otherwise, this Quarterly Report contains information about the Company before the Mergers. References to the “Company,” “our,” “us” or “we” in this Quarterly Report refer to FG Merger II Corp. and its consolidated subsidiaries before the consummation of the Mergers, unless the context otherwise requires.
Except as otherwise expressly provided herein, the information in this Quarterly Report does not reflect the consummation of the Business Combination, which occurred subsequent to the period covered hereunder. For unaudited condensed financial statements and management’s discussion and analysis of Legacy BOXABL, see Exhibits 99.1 and 99.2 hereto.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.