Item 1.01 Entry into a Material Definitive Agreement On May 27, 2026, 1606 Corp., a Nevada corporation (the "Company"), and Jefferson Enterprise Energy, LLC, a Texas limited liability company ("Seller"), entered into the Second Amendment to Purchase and Sale Agreement (the "Second Amendment"), further amending that certain Purchase and Sale Agreement effective as of March 12, 2026 (as previously a…
Filed Jun 2, 2026Accepted Jun 2, 2026, 12:28 PM EDTCIK 1877461Accession 0001477932-26-003576
1606 Corp., a Nevada corporation (the “Company,” “we,” or “us”) was incorporated in Nevada in February 2021 as a spin-off from Singlepoint Inc. in April 2021. We started by offering a tobacco- and nicotine-free smoking alternative called “1606 Original Hemp.” We started to sell hemp, aroma-free cigarettes, first by reselling the star brand, and eventually our own brand called “TRUZ.” The brands expanded to include “Singlez,” an individually packeted version of the TRUZ hemp cigarettes. This business has been discontinued.
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Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 Entry into a Material Definitive Agreement
On May 27, 2026, 1606 Corp., a Nevada corporation (the "Company"), and Jefferson Enterprise Energy, LLC, a Texas limited liability company ("Seller"), entered into the Second Amendment to Purchase and Sale Agreement (the "Second Amendment"), further amending that certain Purchase and Sale Agreement effective as of March 12, 2026 (as previously amended by the First Amendment dated April 13, 2026, the "Agreement"), relating to the Company's purchase of certain real property and related assets located in Angelina County, Texas.
The Second Amendment extends the closing date under the Agreement from May 22, 2026 to October 31, 2026 and the total purchase price of $11,168,864 remains unchanged. As consideration for the extension, the Company shall pay Seller $312,000 (the "Extension Fee") within one (1) business day after May 27, 2026, comprised of (i) a $75,000 Operational Offset Amount, which is fully earned by Seller upon receipt and non-refundable except as described below, and (ii) a $237,000 Tax Contribution to be applied by Seller toward resolution of certain ad valorem tax litigation affecting the property (the "Tax Suit"), which will be credited against the purchase price if closing occurs. The $250,000 in earnest money previously paid by the Company pursuant to the First Amendment remains fully earned by Seller and non-refundable. If Seller has not entered into a written payment plan or settlement with the applicable taxing authorities with respect to the Tax Suit on or before June 12, 2026, the Agreement will automatically terminate and Seller shall refund the entire Extension Fee to the Company.
