Boxabl Inc.

07/27/2026 | Press release | Distributed by Public on 07/27/2026 15:31

Initial Statement of Beneficial Ownership (Form 3)

FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Costas Martin Noe
2. Date of Event Requiring Statement (Month/Day/Year)
07/17/2026
3. Issuer Name and Ticker or Trading Symbol
BOXABL Inc. [BXBL]
(Last) (First) (Middle)
5345 E. N. BELT ROAD
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)
NORTH LAS VEGAS, NV 89115
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock, par value $0.0001 0 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) (2) Class A Common Stock, par value $0.0001 556,613(3) (3) D
Restricted Stock Units (4) (2) Class A Common Stock, par value $0.0001 974,073(5) (5) D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Costas Martin Noe
5345 E. N. BELT ROAD
NORTH LAS VEGAS, NV 89115
Chief Financial Officer

Signatures

/s/ Martin Noe Costas, 07/27/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The Restricted Stock Units ("RSUs) were granted October 2, 2023, and become subject to monetization once fully vested and upon the occurrence of a "Qualifying Transaction," defined as the first to occur of (i) a time at which the Company tenders for and successfully acquires the RSUs, (ii) the date of the closing of a transaction (or series of transactions) that results in a "change of control" of the Company; or (iii) the first trading day that is on or after the expiration of the "lock up" period after the effective date of the initial underwritten sale of the Company's equity securities to the public on an established securities market.
(2) If Mr. Costas' employment terminates for any reason prior to a Qualifying Transaction, such termination will result in the immediate cancellation and lapse of the RSUs. In the event of termination for cause after a Qualifying Transaction but prior to payment, he will not be entitled to payment.
(3) Each RSU represents the right to receive, upon vesting, approximately 0.078 of a share of Class A Common Stock of BOXABL Inc. The RSUs will be settled in shares of the Company's Class A Common Stock within fifteen business days after the closing of a Qualifying Transaction.
(4) The Restricted Stock Units ("RSUs) were granted on December 24, 2024, and become subject to monetization once fully vested and upon the occurrence of a Qualifying Transaction.
(5) Each RSU represents the right to receive, upon vesting, approximately 0.078 of a share of Class A Common Stock of BOXABL Inc. The RSUs will be settled in shares of the Company's Class A Common Stock within fifteen business days after the closing of a Qualifying Transaction.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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