[8-K] Security National Financial Co Reports Material Event

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

CVI Investments, Inc. and its investment manager Heights Capital Management, Inc. have filed a Schedule 13G reporting beneficial ownership of 2,110,200 Class A ordinary shares of Nano Labs Ltd (CUSIP G6391Y128). The position represents 9.9 % of the company鈥檚 20,712,924 outstanding shares as stated in the issuer鈥檚 June 27 2025 prospectus supplement.

The stake comprises (i) 1.7 million shares already issued and (ii) additional shares issuable upon exercise of warrants. Each warrant contains a 9.99 % ownership blocker, preventing exercise that would push aggregate ownership above the 10 % threshold. Both entities report shared voting and dispositive power over the entire position; neither has sole voting or dispositive authority.

The reporting persons certify that the securities were not acquired to change or influence control of Nano Labs and disclaim beneficial ownership beyond their economic interest. Signatures were executed by Sarah Travis, Assistant General Counsel and Assistant Secretary of Heights Capital Management, on July 1 2025.

Filing trigger date: June 26 2025
Reporting rule: 13d-1(c) passive investor filing
Jurisdictions: CVI (Cayman Islands); Heights Capital (Delaware, USA)

This disclosure informs the market that a single investment group has accumulated a stake just below the 10 % threshold鈥攎aterial information for assessing Nano Labs鈥� shareholder base and potential future capital activity.

CVI Investments, Inc.鞕€ 攴� 韴瀽甏€毽瀽 Heights Capital Management, Inc.電� Nano Labs Ltd(CUSIP G6391Y128)鞚� 2,110,200欤� 韥措灅鞀� A 氤错喌欤�鞐� 雽€頃� 鞁れ 靻岇湢甓岇潉氤搓碃頃橂姅 Schedule 13G毳� 鞝滌稖頄堨姷雼堧嫟. 鞚� 歆€攵勳潃氚滍枆靷潣 2025雲� 6鞗� 27鞚检瀽氤挫订靹る獏靹滌棎氇呾嫓霅� 20,712,924欤� 氚滍枆欤检嫕鞚� 9.9%鞐� 頃措嫻頃╇媹雼�.

歆€攵勳潃 (i) 鞚措 氚滍枆霅� 170毵� 欤�鞕€ (ii) 鞗岆煱韸� 頄夓偓鞁� 氚滍枆臧€電ロ暅於旉皜欤检嫕鞙茧 甑劚霅╇媹雼�. 臧� 鞗岆煱韸胳棎電� 齑� 靻岇湢甓岇澊 10%毳� 齑堦臣頃橃 鞎婋弰搿� 9.99% 靻岇湢甓� 彀嫧臁绊暛鞚� 韽暔霅橃柎鞛堨姷雼堧嫟. 霊� 旮瓣磤氇憪鞝勳泊歆€攵勳棎雽€頃� 瓿惦彊鞚橁舶甓� 氚� 觳橂秳甓�鞚� 氤搓碃頃橂┌, 雼弲鞚橁舶甓岇澊雮� 觳橂秳甓岇潃鞐嗢姷雼堧嫟.

氤搓碃鞛愲姅頃措嫻歃濌秾鞚� Nano Labs鞚� 韱奠牅甓岇潉 氤€瓴巾晿瓯半倶鞓來枼欤缄赴鞙勴暣旆摑霅� 瓴冹澊鞎勲嫎鞚� 歃濍獏頃橂┌, 瓴届牅鞝� 鞚挫澋鞚� 齑堦臣頃橂姅鞁れ 靻岇湢甓岇潉攵€鞚疙暕雼堧嫟. 靹滊獏鞚€ 2025雲� 7鞗� 1鞚� Heights Capital Management鞚� 氩曤 攵€靹� 攵€齑濌磩氤€順胳偓瓴� 攵€靹滉赴鞚� Sarah Travis臧€ 靾橅枆頄堨姷雼堧嫟.

鞁犼碃鞝滌稖鞚�: 2025雲� 6鞗� 26鞚�
氤搓碃攴滌箼: 13d-1(c) 靾橂彊韴瀽鞛� 鞁犼碃
甏€頃� 甑棴: CVI(旒€鞚措Ж 鞝滊弰); Heights Capital(氙戈淡雿鸽澕鞗柎)

鞚措矆瓿奠嫓電� 雼澕韴瀽攴鸽９鞚� 10% 頃滊弰氚旊 鞎勲灅旯岇 歆€攵勳潉於曥爜頄堨潓鞚� 鞁滌灔鞐� 鞎岆Μ電� 瓴冹溂搿�, Nano Labs鞚� 欤检＜甑劚瓿� 頄ロ泟鞛愲掣頇滊彊韽夑皜鞐� 欷戩殧頃� 鞝曤炒鞛呺媹雼�.

Insights

TL;DR 鈥� 9.9 % stake signals institutional interest but purposely stays under control threshold; neutral-to-modest positive for share-base stability.

From a capital-markets viewpoint, CVI/Heights鈥� 9.9 % position adds a well-capitalized, professionally managed investor to Nano Labs鈥� registry. The purchase, partially through warrants, provides flexibility while observing a 9.99 % blocker, indicating no near-term intent to cross into Schedule 13D territory. Although the filing does not disclose purchase price or intent, positions of this size can improve float liquidity and bolster perception of external confidence. However, outstanding warrants could introduce potential dilution if exercised. Overall, the development is noteworthy but not transformational; it neither alters control nor provides direct funding to the company.

TL;DR 鈥� Investor stays below 10 %, limiting governance influence; disclosure mainly affects ownership transparency.

By filing a passive Schedule 13G instead of a 13D, the group affirms it is not seeking to influence Nano Labs鈥� strategy or board composition. The use of a warrant blocker further demonstrates intent to remain below the 10 % statutory threshold that often triggers additional governance scrutiny. Consequently, existing governance dynamics remain unchanged. Investors should nonetheless monitor subsequent filings; a conversion to 13D or ownership increases beyond 10 % would signal a shift toward activism or strategic involvement.

鞁犼碃鞝滌稖鞚�: 2025雲� 6鞗� 26鞚�
氤搓碃攴滌箼: 13d-1(c) 靾橂彊韴瀽鞛� 鞁犼碃
甏€頃� 甑棴: CVI(旒€鞚措Ж 鞝滊弰); Heights Capital(氙戈淡雿鸽澕鞗柎)

07/01/2025 - 10:22 AM

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): June 27, 2025

SECURITY NATIONAL FINANCIAL CORPORATION

(Exact name of registrant as specified in this Charter)

Utah		000-09341		87-0345941
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

433 Ascension Way, 6^th Floor, Salt Lake City, Utah		84123
(Address of principal executive offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (801) 264-1060

Does Not Apply

(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		Name of exchange on which registered
Class A Common Stock		SNFCA		The Nasdaq Global Select Market

Securities registered pursuant to Section 12(g) of the Act: None

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 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 5.07. Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Stockholders (the “Annual Meeting”) of Security National Financial Corporation (the “Company”) was held on June 27, 2025, in Salt Lake City, Utah. As of April 21, 2025, the record date, there were issued and outstanding 21,324,826 shares of Class A common stock (including 1,012,466 shares of treasury stock) and 3,417,170 shares of Class C common stock (including 99,623 shares of treasury stock) for a total of 24,741,996 shares of the Company’s common stock outstanding. A majority of the outstanding shares of Class A and Class C common stock (or 11,814,954 shares) constituted a quorum for the transaction of business at the Annual Meeting. The Annual Meeting met the quorum requirements. A total of 19,756,812 shares were represented in person or by proxy and voted at the Annual Meeting, 16,468,953 shares of Class A common stock and 3,287,859 shares of Class C common stock, constituting in excess of majorities of each of those classes.

At the Annual Meeting, the Company’s stockholders (i) approved the election of Scott M. Quist, Robert G. Hunter M.D., Jason G. Overbaugh, Shital A. Mehta, John L. Cook, S. Andrew Quist, Gilbert A. Fuller, Adam G. Quist, and H. Craig Moody as directors of the Company; (ii) approved the amendment of the Company’s 2022 Equity Incentive Plan to authorize the issuance of an additional 3,000,000 shares of Class A and Class C common stock (out of which a maximum of 500,000 shares of Class C common stock may be issued); and (iii) ratified the appointment of Deloitte & Touche, LLP as the Company’s independent registered public accountants for the fiscal year ending December 31, 2025.

The results of the voting at the Annual Meeting on the matters submitted to the stockholders are set forth below. The voting results at the Annual Meeting set forth below reflect the weighted voting for the Class C common shares, which have a weighted voting of ten votes per share.

1. To elect three directors to be voted upon by the Class A common stockholders voting separately as a class to serve until the next Annual Meeting and until their successors are duly elected and qualified:

Name	Class	Votes For		Votes Withheld		Total
Scott M. Quist	Class A		9,273,616		4,219,451		13,493,067
Robert G. Hunter, M.D.	Class A		7,246,594		6,246,473		13,493,067
Jason G. Overbaugh	Class A		9,268,391		4,224,676		13,493,067

2. To elect the remaining six directors to be voted upon by the Class A and Class C common stockholders together to serve until the next Annual Meeting and until their successors are duly elected and qualified:

Name	Class	Votes For		Votes Withheld		Total
Shital A. Mehta	Class A		7,758,279		5,734,788		13,493,067
	Class C		32,878,590		-		32,878,590
	Total		40,636,869		5,734,788		46,371,657

John L. Cook	Class A		7,758,396		5,734,671		13,493,067
	Class C		32,878,590		-		32,878,590
	Total		40,636,986		5,734,671		46,371,657

S. Andrew Quist	Class A		9,271,864		4,221,203		13,493,067
	Class C		32,878,590		-		32,878,590
	Total		42,150,454		4,221,203		46,371,657

Gilbert A. Fuller	Class A		7,201,812		6,291,255		13,493,067
	Class C		32,878,590		-		32,878,590
	Total		40,080,402		6,291,255		46,371,657

Adam G. Quist	Class A		9,270,648		4,222,419		13,493,067
	Class C		32,878,590		-		32,878,590
	Total		42,149,238		4,222,419		46,371,657

H. Craig Moody	Class A		6,971,732		6,521,335		13,493,067
	Class C		32,878,590		-		32,878,590
	Total		39,850,322		6,521,335		46,371,657

3. To approve the amendment of the Company’s 2022 Equity Incentive Plan to authorize the issuance of an additional 3,000,000 shares of Class A and Class C common stock (out of which a maximum of 500,000 shares of Class C common stock may be issued).

Class	Votes For		Votes Against		Votes Abstaining
Class A		9,116,402		4,360,047		16,618
Class C		32,878,590		-		-
Total		41,994,992		4,360,047		16,618

4. To ratify the appointment of Deloitte & Touche, LLP as the Company’s independent registered public accountants for the year ending December 31, 2025:

Class	Votes For		Votes Against		Votes Abstaining
Class A		16,398,503		67,981		2,469
Class C		32,878,590		-		-
Total		49,277,093		67,981		2,469

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

EXHIBIT NUMBER		DESCRIPTION
104		The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

SIGNATURES

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.

	SECURITY NATIONAL FINANCIAL CORPORATION
	(Registrant)

Date: July 1, 2025	By:	/s/ Scott M. Quist
		Scott M. Quist, Chairman, President and
		Chief Executive Officer

Source:

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