false 0001770501 0001770501 2025-01-27 2025-01-27 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): January 27, 2025

 

VENU HOLDING CORPORATION

 

(Exact Name of Registrant as Specified in Its Charter)

 

Colorado   001-42422   82-0890721

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

   

1755 Telstar Drive, Suite 501

Colorado Springs, Colorado

   80920
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (415) 788-5300

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

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:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol   Name of Each Exchange on Which Registered
Common Stock, par value $.001 per share   VENU   NYSE AMERICAN

 

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 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. ☐

 

 

 

 

 

 

Item 1.02 Termination of a Material Definitive Agreement.

 

In connection with the resignation of Chad Hennings from the board of directors (the “Board”) of Venu Holding Corporation (the “Company”), as described in Item 5.02 below, on January 27, 2025, the Company delivered notice to Mr. Hennings of the termination of the Marketing and Consulting Services Agreement (the “Agreement”) that the Company and Mr. Hennings entered into on January 25, 2023. Under the Agreement, Mr. Hennings provided services to the Company as a spokesperson and business-development promoter for the Company, in exchange for which Mr. Hennings received $60,000 in cash annually (pro-rated for any partial year) along with a warrant exercisable to purchase an aggregate of 50,000 shares of the Company’s common stock, which began vesting in four equal annual installments on January 24, 2024. In terminating the Agreement, the Company did not incur any material early termination penalties.

 

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On January 27, 2025, Chad Hennings delivered notice to the Company that he had resigned from the Board. The resignation of Mr. Hennings from the Board was not due to any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No. Description
   
104

Cover page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

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.

 

    VENU HOLDING CORPORATION
    (Registrant)
     
Dated: January 29, 2025 By: /s/ J.W. Roth
    J.W. Roth
    Chief Executive Officer and Chairman

 

 

 

v3.24.4
Cover
Jan. 27, 2025
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Jan. 27, 2025
Entity File Number 001-42422
Entity Registrant Name VENU HOLDING CORPORATION
Entity Central Index Key 0001770501
Entity Tax Identification Number 82-0890721
Entity Incorporation, State or Country Code CO
Entity Address, Address Line One 1755 Telstar Drive
Entity Address, Address Line Two Suite 501
Entity Address, City or Town Colorado Springs
Entity Address, State or Province CO
Entity Address, Postal Zip Code 80920
City Area Code (415)
Local Phone Number 788-5300
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $.001 per share
Trading Symbol VENU
Security Exchange Name NYSE
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
Venu (AMEX:VENU)
Gráfico Histórico do Ativo
De Jan 2025 até Fev 2025 Click aqui para mais gráficos Venu.
Venu (AMEX:VENU)
Gráfico Histórico do Ativo
De Fev 2024 até Fev 2025 Click aqui para mais gráficos Venu.