KiNRG, Inc.

8-K/A · ea0294554-8ka3_kinrg.htm iXBRL

0000095572

 2026-03-31
 2026-03-31

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 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

  

 FORM  8-K/A

  

 Amendment
No. 3

  

 CURRENT
REPORT

 PURSUANT
TO SECTION 13 OR 15(d)

 OF
THE SECURITIES EXCHANGE ACT OF 1934

  

 Date
of Report (Date of earliest event reported): March 31, 2026

  

 KiNRG,
Inc.

 (Exact
name of registrant as specified in its charter)

  

 Nevada
  
 000-53035
  
 82-6008752

 (State
 or other jurisdiction

 of incorporation)
  
 (Commission
 File Number)
  
 (IRS
 Employer

 Identification No.)

  

 1213
Culbreth Drive , Suite
103

 Wilmington ,
 North Carolina 28405

 (Address
of principal executive offices, including zip code)

  

 Registrant’s
telephone number, including area code: (910)   509-7183

  

 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

  

  
 ☐
 Soliciting
 material pursuant to Rule 14a-12 under the Exchange Act

  

  
 ☐
 Pre-commencement
 communications pursuant to Rule 14d-2(b) under the Exchange Act

  

  
 ☐
 Pre-commencement
 communications pursuant to Rule 13e-4(c) under the Exchange Act

  

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

  

 Title
 of each class
  
 Trading
 Symbol(s)
  
 Name
 of each exchange on which registered

 None
  
 None
  
 None

  

 Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act or Rule 12b-2 under
the Exchange Act.

  

 Emerging
growth company  ☐

  

 If
an emerging growth company, indicate by check mark whether 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. ☐

  

  

  

  

  

  

 Explanatory
Note

  

 KiNRG,
Inc. (the “Company”) is filing this Amendment No. 3 on Form 8-K/A (this “Amendment No. 3”) to amend its
Current Report on Form 8-K/A filed with the Securities and Exchange Commission on June 9, 2026 (the “Amendment No. 2”),
which amended its Current Report on Form 8-K/A filed with the Securities and Exchange Commission on May 21, 2026 (the
“Amendment No. 1”), which amended the Company’s Current Report on Form 8-K filed on April 2, 2026 (the
“Original Report”).

  

 The
sole purpose of this Amendment No. 3 is to amend the description of Exhibit 99.1 previously filed with Amendment No. 2 and replace
Exhibit 99.2 previously filed with Amendment No. 2 with the correct Exhibit 99.2. Except as set forth herein, this Amendment No. 3
does not amend, modify or update any other disclosure contained in the Original Report, Amendment No. 1 or Amendment No. 2.

 1

  

  

  

 Item
9.01 Financial Statements and Exhibits.

  

 (d)
Exhibits.

  

 Exhibit
  
 Description

 99.1
  
 Financial Statements of Trinity Group Construction, Inc. as of and for the years ended December 31, 2025 and 2024 (incorporated by reference to Exhibit 99.1 to Form 8-K/A filed with the SEC on June 9, 2026)

 99.2
  
 Unaudited Pro Forma Condensed Combined Financial Information of KiNRG, Inc. and Trinity Group Construction, Inc.

 104
  
 Cover
 Page Interactive Data File, formatted in Inline XBRL

  

 2

  

  

 SIGNATURES

  

 Pursuant
to the requirements of the Securities Exchange Act of 1934, KiNRG, Inc. has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

  

 KiNRG,
 Inc.
  

  
  
  

 By:
 /s/
 Ronald W. Pickett
  

 Name: 
 Ronald
 W. Pickett
  

 Its:
 Chief
 Executive Officer
  

  

 Date:
June 11, 2026

  

 3