Amendment to Current Report (Form 8-K/A)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 8, 2025

Boxabl Inc.

(Exact Name of Registrant as Specified in Charter)

Nevada		000-56579		85-2511929
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

5345 E. N. Belt Road Las Vegas, NV		89115
(Address of principal executive offices)		(Zip Code)

(702) 500-9000

(Registrant's telephone number, including area code)

N/A

(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:

None.

Securities registered under Section 12(g) of the Act:

Non-Voting Series A-3 Preferred Stock, $0.00001 par value

Non-Voting Series A-2 Preferred Stock, $0.00001 par value

Non-Voting Series A-1 Preferred Stock, $0.00001 par value

Non-Voting Series A Preferred Stock, $0.00001 par value

Common Stock, $0.00001 par value

(Title of Class)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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

On June 30, 2025, each of Veronica Nkwodimmah Stanaway and Gregory F. Ugalderesigned as a director of Boxabl Inc. (the "Company") at the request of the Company. Ms. Stanaway had also been a member of the Company's Audit Committee and Compensation Committee. Mr. Ugaldehad also been a member of the Company's Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee. There was no disagreement, to the knowledge of the Company's executive officers, between either Ms. Stanaway or Mr. Ugalde, respectively,and the Company regarding the Company's operations, policies or practices. On July 8, 2025, the Company received letters from each of Ms. Stanaway and Mr. Ugalde regarding the statements made in the Company's Current Report on Form 8-K dated July 7, 2025, which are attached as exhibits hereto.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.		Description
17.1		Letter from Veronica Nkwodimmah Stanaway
17.2		Letter from Gregory F. Ugalde
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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.

	Boxabl Inc.
Date: July 9, 2025	By:	/s/ Martin Noe Costas
		Martin Noe Costas
		Chief Financial Officer