Form 8-K - Current report

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 23, 2025

SAFETY SHOT, INC.

(Exact name of registrant as specified in charter)

Delaware

001-39569

83-2455880

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

1061 E. Indiantown Rd., Ste. 110, Jupiter, FL 33477

(Address of principal executive offices) (Zip Code)

(561) 244-7100

(Registrant’s telephone number, including area code)

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 (see General Instruction A.2. below):

☐	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
Common Stock	SHOT	The Nasdaq Stock Market LLC (The Nasdaq Capital Market)

Warrants, each exercisable for one share of Common Stock at $8.50 per share	SHOTW	The Nasdaq Stock Market LLC (The Nasdaq Capital Market)

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 mart 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 7.01 Regulation FD Disclosure

On January 23, 2025, Safety Shot, Inc. (the “Company”) issued a press release. A copy of the press release is furnished hereto as Exhibit 99.1 and incorporated herein by reference.

Exhibits 9.01 Financial Statements and Exhibits

Exhibit No.		Description
99.1		Press Release dated January 23, 2025
104		Cover Page Interactive Data File (embedded with 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.

Date: January 23, 2025

SAFETY SHOT, INC.

By:	/s/ Jarrett Boon
	Jarrett Boon
	Chief Executive Officer

Exhibit 99.1

Safety Shot Reaches an Amicable Litigation Settlement Agreement, Strengthening Financial Position and Fostering Strategic Partnerships

SCOTTSDALE, Ariz. – (Globe Newswire) – January 23, 2025 – Safety Shot, Inc. (Nasdaq: SHOT) (“Safety Shot” or the “Company”), a wellness and dietary supplement company, today announced that it has reached a settlement agreement with Bigger Capital LLC, resolving outstanding litigation and further solidifying the Company’s financial foundation for future growth.

This settlement allows Safety Shot to move forward with its strategic initiatives, including expanding its product portfolio, strengthening its distribution network, and pursuing new opportunities in the rapidly growing wellness and functional beverage market.

“We are pleased to have reached an amicable resolution in this matter,” said Jarrett Boon, CEO of Safety Shot. “This settlement eliminates uncertainty and allows us to focus our resources on executing our growth strategy and delivering value to our shareholders.”

Strengthening Financial Position and Strategic Relationships

The settlement provides Safety Shot with enhanced financial flexibility and fosters the development of key strategic relationships.

“I am glad to have the litigation resolved. I believe the Company’s vision and potential are impressive, and we are exploring ways to further enhance our relationship” said Michael Bigger of Bigger Capital.

As part of the litigation settlement, Bigger Capital insisted upon having a participation right of up to 25% in future Safety Shot financings to facilitate Safety Shot’s growth. A partnership with Bigger Capital provides Safety Shot with access to capital and strategic guidance as it continues to execute its growth strategy.

Focused on Future Growth

With this legal matter resolved, Safety Shot is well-positioned to capitalize on the growing demand for its innovative wellness products. The Company remains committed to expanding its product portfolio, strengthening its distribution network, and building strategic partnerships to drive growth and enhance shareholder value.

“Resolving this litigation removes a major obstacle and allows us to fully focus on our core business and strategic objectives,” said Boone. “We are excited about the future and confident in our ability to deliver value to our shareholders.”

There are no agreements, commitments, or understandings between the Company and Bigger Capital with respect to the terms of future financings or as to the level of participation, if any, with Bigger Capital in any such financings.

About Safety Shot, Inc.

Safety Shot, Inc., a wellness and dietary supplement company, has developed Sure Shot, the first patented wellness product on Earth that lowers blood alcohol content by supporting its metabolism, while boosting clarity, energy, and overall mood. Sure Shot is available for purchase online at www.sureshot.com, www.walmart.com and Amazon. The Company is introducing business-to-business sales of Sure Shot to distributors, retailers, restaurants, and bars throughout 2025.

Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of the federal securities laws with respect to SHOT. All statements other than statements of historical facts contained in this press release, including statements regarding SHOT’s future results of operations and financial position, SHOT’s business strategy, prospective costs, timing and likelihood of success, plans and objectives of management for future operations, future results of current and anticipated operations of SHOT are forward-looking statements. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including, but not limited to, risks relating to SHOT which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth economically and hire and retain key employees; costs; changes in applicable laws or regulations; the possibility that SHOT may be adversely affected by other economic, business, and/or competitive factors; and other risks and uncertainties, including those under “Risk Factors” in filings with the SEC made by SHOT. Moreover, SHOT operates in very competitive and rapidly changing environments. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified and some of which are beyond SHOT’s control, you should not rely on these forward-looking statements as predictions of future events.Forward-looking statements speak only as of the date they are made. None of SHOT gives any assurance that SHOT will achieve its expectations. Readers are cautioned not to put undue reliance on forward-looking statements, and except as required by law, SHOT assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. There are no agreements, commitments, or understandings between the Company and Bigger Capital with respect to the terms of future financings or as to the level of participation, if any, with Bigger Capital in any such financings.

Investor Relations

Phone: 561-244-7100

Email: investors@drinksafetyshot.com

Cover	Jan. 23, 2025
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 23, 2025
Entity File Number	001-39569
Entity Registrant Name	SAFETY SHOT, INC.
Entity Central Index Key	0001760903
Entity Tax Identification Number	83-2455880
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1061 E. Indiantown Rd.
Entity Address, Address Line Two	Ste. 110
Entity Address, City or Town	Jupiter
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33477
City Area Code	(561)
Local Phone Number	244-7100
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Common Stock [Member]
Title of 12(b) Security	Common Stock
Trading Symbol	SHOT
Security Exchange Name	NASDAQ
Warrants, each exercisable for one share of Common Stock at $8.50 per share
Title of 12(b) Security	Warrants, each exercisable for one share of Common Stock at $8.50 per share
Trading Symbol	SHOTW
Security Exchange Name	NASDAQ