BOXABL 8-K：原CFO Martin Costas离任，Larry King接任CFO并新设CAO由Heather Clayton出任

----- ex10-1.htm -----
EX-10.1
2
ex10-1.htm
EX-10.1
Exhibit
10.1
Dear
Larry King,
We
are pleased to offer you employment with BOXABL at 5345 E North Belt Road Suite 115, North Las Vegas, NV 89115. We would like you to
join our team as a Chief Financial Officer.
You
will report to: Paolo Tiramani, Co-CEO
Upon
your acceptance of this offer, your tentative start date will be:
09/14/2026
which is contingent on passing a background check.
This
is a full-time position and you will be classified as an exempt employee with
a salary
of $300,000.00, payable every other
week as per the standard payroll practices of the company. Your earnings are subject to deductions for taxes and other withholdings
as required by law or company policy.
Employee
Benefits:
Our employee benefits package includes paid time off and medical, dental, and vision benefits. Our Company provides group
carrier health, dental and vision insurance plans to all full-time employees. Coverage is offered either on an individual, employee and
spouse, employee and dependents or family plan. Employee must sign up for benefit coverage within the first 30 days of employment. Insurance
coverage begins on the first day of the first month following 30 days of full-time employment. Your insurance will begin the first of
the month after 30 days of employment on
November 1, 2026.
Your benefit contribution payment will be
designated
by a monthly
$um that is divided between bi-weekly paychecks.
PTO:
You can earn up to a maximum of 120 hours of PTO per year, which begins to accrue after your first day and is equivalent to approximately
three weeks on an annual basis which is available for use after 90 days of employment with BOXABL.
Holiday:
After 90 days of full-time employment, you will be eligible for the following paid holidays: New Year’s Day, Memorial Day, Independence
Day (July 4th), Labor Day, Thanksgiving, and Christmas.
Introductory
Period:
As an employee, after the completion of your 90-day introductory period, you will be eligible to receive certain employee
benefits including paid time off and paid holidays.
Please
Note:
During the introductory period you will be evaluated on your performance, attendance, and any key metrics the company deems
fit for your role. You should note that the company may modify job titles, salaries, and benefits from time to time as it deems necessary.
At-Will
Employment:
We are excited about your joining our team and look forward to a beneficial and productive relationship. Nevertheless,
you should be aware that your employment with BOXABL constitutes at-will employment. As a result, you are free to resign at any time,
for any reason or for no reason. Similar1y, the company is free to conclude its employment relationship with you at any time, with or
without cause, and with or without notice. We request that, in the event of resignation, you give the company at least two weeks’
notice.
Page:
1
of 2
BOXABL
reserves the right to conduct background checks and/or reference checks on all its potential employees. Your job offer is Contingent
upon clearance of a background check and/or reference check if any.
For
purposes of federal immigration law, you. will be required to provide to BOXABL documentary evidence of your identity and eligibility
for employment in the United States. Such documentation must be provided to us within three (3) business days of your date of hire or
our employment relationship with you may be terminated.
By
accepting this offer, you also agree that throughout your employment, you will observe all Company rules governing the conduct of our
business and employees including any policies protecting employees from illegal discrimination and harassment.
As
a company employee, you will be expected to abide by the company’s rules and standards and code of conduct policy. During your
onboarding orientation you will be requested to sign acknowledgment and understanding of these important company policies.
During
your employment, you may have access to trade secrets and confidential business information belonging to the company, including client
lists, financial information, marketing plans, and other confidential materials. By accepting this offer of employment, you agree to
sign the company’s standard “Confidential Information Agreement”, if you have not already done so.
This
letter, along with any agreements relating to proprietary rights between you and BOXABL set forth the terms of your employment with the
company and supersede any prior representations or agreements including, but not limited to, any representations made during your recruitment,
interviews, or pre-employment negotiations, whether written or oral. This letter, including, but not limited to, it is at-will employment
provision, may not be modified or amended except by a written agreement signed by the Company and you.
You
acknowledge that this offer letter represents the entire agreement between you and BOXABL and that no verbal or written agreements, promises
or representations that are not specifically stated in this offer, are or will be binding upon BOXABL.
If
you are in agreement with the above offer, please sign below. This offer is in effect for three business days and offer of employment
may terminate if it is not accepted, signed, and returned by 09/14/2026. If you have any questions regarding this offer, please contact
the Human Resources Department.
We
look forward to you joining the BOXABL team!
Sincerely,
Human
Resources
Team
/s/
Larry King
Larry King
9/14/26
Page:
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----- ex10-2.htm -----
EX-10.2
3
ex10-2.htm
EX-10.2
Exhibit
10.2
Dear
Heather Clayton,
We
are pleased to offer you employment with BOXABL at 5345 E North Belt Road Suite 115, North Las Vegas, NV 89115. We would like you to
join our team as a Chief Accounting Officer
.
You
will report to:
Martin Costas, Chief Financial Officer
Upon
your acceptance of this offer, your tentative start date will be:
09/28/2026
which is contingent
on passing a background check.
This
is a full-time position and you will be classified as an exempt employee with a
salary
of $250,000.00, payable every other week
as per the standard payroll practices of the company. Your earnings are subject to deductions for taxes and other withholdings as required
by law or company policy.
Bonus:
To be determined by senior management
Stock
Grant:
Subject to Board approval, you will be eligible to receive an award under the Company’s 2026 Incentive Plan, with the
specific terms (including size, vesting, and conditions) to be set forth in an individual award agreement. The award agreement, once
executed, will govern the terms of your participation.
Employee
Benefits:
Our employee benefits package includes paid time off and medical, dental, and vision benefits. Our Company provides group
carrier health, dental and vision insurance plans to all full-time employees. Coverage is offered either on an individual, employee and
spouse, employee and dependents or family plan. Employee must sign up for benefit coverage within the first 30 days of employment. Insurance
coverage begins on the first day of the first month following 30 days of full-time employment. Your insurance will begin the first of
the month after 30 days of employment on
November 1, 2026
. Your benefit contribution payment will be designated by a monthly sum
that is divided between bi-weekly paychecks.
PTO:
You can earn up to a maximum of 120 hours of PTO per year, which begins to accrue after your first day and is equivalent to approximately
three weeks on an annual basis which is available for use after 90 days of employment with BOXABL.
Holiday:
After 90 days of full-time employment, you will be eligible for the following paid holidays: New Year’s Day, Memorial Day, Independence
Day (July 4th), Labor Day, Thanksgiving, and Christmas.
Introductory
Period:
As an employee, after the completion of your 90-day introductory period, you will be eligible to receive certain employee
benefits including paid time off and paid holidays.
Please
Note:
During the introductory period you will be evaluated on your performance, attendance, and any key metrics the company deems
fit for your role. You should note that the company may modify job titles, salaries, and benefits from time to time as it deems necessary.
Page
1
of 2
At-Will
Employment:
We are excited about your joining our team and look forward to a beneficial and productive relationship. Nevertheless,
you should be aware that your employment with BOXABL constitutes at-will employment. As a result, you are free to resign at any time,
for any reason or for no reason. Similarly, the company is free to conclude its employment relationship with you at any time, with or
without cause, and with or without notice. We request that, in the event of resignation, you give the company at least two weeks’
notice.
BOXABL
reserves the right to conduct background checks and/or reference checks on all its potential employees. Your job offer is contingent
upon clearance of a background check and/or reference check if any.
For
purposes of federal immigration law, you will be required to provide to BOXABL documentary evidence of your identity and eligibility
for employment in the United States. Such documentation must be provided to us within three (3) business days of your date of hire, or
our employment relationship with you may be terminated.
By
accepting this offer, you also agree that throughout your employment, you will observe all Company rules governing the conduct of our
business and employees, including any policies protecting employees from illegal discrimination and harassment.
As
a company employee, you will be expected to abide by the company’s rules and standards and code of conduct policy. During your
onboarding orientation, you will be requested to sign acknowledgment and understanding of these important company policies.
During
your employment, you may have access to trade secrets and confidential business information belonging to the company, including client
lists, financial information, marketing plans, and other confidential materials. By accepting this offer of employment, you agree to
sign the company’s standard “Confidential Information Agreement”, if you have not already done so.
This
letter, along with any agreements relating to proprietary rights between you and BOXABL set forth the terms of your employment with the
company and supersede any prior representations or agreements including, but not limited to, any representations made during your recruitment,
interviews, or pre-employment negotiations, whether written or oral. This letter, including, but not limited to, it is at-will employment
provision, may not be modified or amended except by a written agreement signed by the Company and you.
You
acknowledge that this offer letter represents the entire agreement between you and BOXABL and that no verbal or written agreements, promises
or representations that are not specifically stated in this offer, are or will be binding upon BOXABL.
If
you are in agreement with the above offer, please sign below. This offer is in effect for three business days and offer of employment
may terminate if it is not accepted, signed, and returned by 09/09/2026. If you have any questions regarding this offer, please contact
the Human Resources Department.
We
look forward to you joining the BOXABL team!
Sincerely,
Human Resources Team
/s/
Heather Clayton
Heather
Clayton
09/04/2026
Page
2
of 2

----- form8-k.htm -----
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):
September 11, 2026
BOXABL
INC.
(Exact
Name of Registrant as Specified in Charter)
Texas
001-42493
86-2579471
(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:
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 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.
Departure
of Previous Chief Financial Officer
Effective
September 11, 2026, BOXABL Inc. (the “Company”) concluded the employment of Martin Costas as Chief Financial Officer
(“CFO”) of the Company.
The
conclusion of
Mr. Costas’ employment was not because of any disagreements with the Company on any matter relating to the Company’s operations, policies, or practices.
Appointment
of Chief Financial Officer
Effective
September 14,
2026, the Board of Directors of the
Company appointed Larry King to serve as Chief Financial Officer, and as both principal financial officer and principal accounting officer
of the Company.
Larry
King, 65, is a Certified Public Accountant with over 35 years of experience in finance, accounting, and operations across the gaming,
manufacturing, hospitality, and healthcare industries. Since 2024, Mr. King has worked as an independent consultant, serving as fractional
CFO for clients in the legal and entertainment industries and as Interim General Manager for a multi-property gaming operator. From 2023
to 2024, he served as Chief Operating Officer of Center Point Bio-Tech, and from 2021 to 2023, as Regional Practice Leader for Eide Bailly
LLP’s Outsourced & Managed Services group, leading a team of over 40 consultants providing interim CFO and transaction advisory
services. Earlier in his career, Mr. King served as CFO of Chukchansi Gold Resort & Casino and of Riviera Holdings Corporation, and
as Corporate Vice President of Accounting for Tropicana Entertainment, where he built the company’s SEC reporting and SOX compliance
functions and led accounting integration for the $960 million acquisition of Aztar Corporation. Mr. King holds a BS in Accounting from
San Jose State University and has over 30 years of SEC reporting experience.
In
connection with the appointment of Larry King as the Company’s CFO, the Company entered into an offer letter with Larry King (the
“King Offer Letter”) pursuant to which Larry King is entitled to an annual salary of $300,000 and participation
in the 2026 Omnibus Plan.
The
foregoing description of the King Offer Letter does not purport to be complete and is qualified in its entirety by the full text
of the King Offer Letter, a copy of which is filed as Exhibit 10.1.
There
are no family relationships between Larry King and any of the directors or executive officers of the Company, and there are no transactions
in which Larry King has a direct or indirect material interest requiring disclosure under Item 404(a) of Regulation S-K. There is no
arrangement or understanding between Larry King and any other person pursuant to which Larry King was selected as an officer of the Company.
Appointment
of Chief Accounting Officer
Beginning
September 28, 2026, Heather Clayton will begin serving as the Company’s Chief Accounting Officer (“CAO”).
Prior
to joining BOXABL, Heather Clayton spent six years with the Vegas Golden Knights, progressing from Controller to Vice President of Finance
and Accounting to Chief Financial Officer, during which she helped scale the organization’s accounting and finance function from
two entities to thirteen and oversaw financial operations for all Knights-related venues and five partnering foundations. Most recently,
she served as Chief Financial Officer of ASTOUND Group. Earlier in her career, Ms. Clayton served as an auditor at a Las Vegas accounting
firm, where she reviewed and audited SEC filings and performed technical accounting research, and held General Ledger Manager and Controller
roles at American Casino and Entertainment Properties LLC. She holds a bachelor’s degree in Managerial Economics from the University
of California, Davis, and a master’s degree in Accounting from the University of Nevada, Las Vegas.
In
connection with the appointment of Heather Clayton as the Company’s CAO, the Company entered into an offer letter with Heather
Clayton (the “Clayton Offer Letter”) pursuant to which Heather Clayton is entitled to an annual salary of $250,000 and participation
in the 2026 Omnibus Plan.
The
foregoing description of the Clayton Offer Letter does not purport to be complete and is qualified in its entirety by the full text of
the Clayton Offer Letter, a copy of which is filed as Exhibit 10.2.
There
are no family relationships between Heather Clayton and any of the directors or executive officers of the Company, and there are no transactions
in which Heather Clayton has a direct or indirect material interest requiring disclosure under Item 404(a) of Regulation S-K. There is
no arrangement or understanding between Heather Clayton and any other person pursuant to which Heather Clayton was selected as an officer
of the Company.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
Exhibit
No.
Description
10.1
Larry King
Offer Letter, dated September 14, 2026.
10.2
Heather Clayton Offer Letter, dated
September 4, 2026
104
Cover
Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
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:
September 14, 2026
By:
/s/
Paolo Tiramani
Paolo
Tiramani
Co-Chief
Executive Officer