This Offering is effective as of December 01, 2024 and closes December 13, 2024 and may be subject to cancellation or modification at the Corporation’s discretion.

Claim your Class A Common Stock for free from the HXBBARD Nonprofit Stock Exchange (HXSE). This Offering Document pertains to an offering (the “Offering”) by WhyteRock Holding, Inc. (“WhyteRock” or the “Corporation”) of Class A Common Stock, with no par value.

  • Initial Discounted Price: $8.00 ($0) per share of Class A Common Stock

  • Handling Fee: $0 per certificate (covering all shares)

  • Total Share Capacity: Up to 2,000,000 shares of Class A Common Stock

Voting Disclaimer: Signature BCorp Project – Riker’s Island, NY Annex

You are invited to vote on the financial and operational strategy for the Island Annex Exchange (IAXE), a WhyteRock, NFP initiative. This project seeks to transform lives through innovative nonprofit membership share programs, offering economic opportunities to 6,500 systems-impacted individuals and 10,000 employees at Rikers Island.

Voting Options:

  • Aye (from $4 to $8 per share):
    Support the financial structure aimed at maximizing reintegration benefits, pension enhancements, and profit-sharing opportunities for employees. A "Yes" vote enables HXSE to set share prices within the $4-$8 range to bolster project sustainability and equity reinvestment.

  • No:
    Oppose the proposed structure and share pricing model. This vote suggests exploring alternative financial strategies to achieve the project’s goals.

  • Abstain ($1):
    Choose not to vote but contribute a nominal $1 to remain informed and supportive of future project updates. This option allows you to stay involved without directly influencing the share pricing strategy.

Project Goals:

  1. Economic Empowerment: Reintegration support for formerly incarcerated individuals.

  2. Restorative Justice: Programs that address systemic inequities and promote rehabilitation.

  3. Employee Benefits: Enhanced pension and profit-sharing plans for Rikers Island staff.

Key Considerations:

  1. Non-Financial Return:
    Class A Common Stock does not generate financial returns. Purchasers should not acquire stock with the expectation of profit or capital appreciation.

  2. Voting Rights:
    Ownership of Class A Common Stock grants voting rights, allowing holders to participate in key decisions affecting WhyteRock’s mission and operations.

  3. Restricted Transfers:
    Class A Common Stock is subject to strict transferability and resale restrictions. These shares may not be transferred or resold except in limited, authorized circumstances.

  4. Legal Legitimacy of Nonprofit Stock:
    In accordance with applicable state laws, nonprofit organizations like WhyteRock are legally permitted to issue stock in select states, including Kansas, Michigan, Wisconsin, and Pennsylvania. These nonprofit shares function similarly to membership certificates, offering voting rights without conferring financial ownership or dividend rights.

    A notable precedent is the Green Bay Packers, which issued nonprofit stock to fund a stadium upgrade. Like WhyteRock’s shares, these stocks provide governance rights but no profit potential, underscoring the legal validity of nonprofit stock issuance.

  5. No Regulatory Approval:
    The securities offered in this document are not registered under the Securities Act of 1933 or any international securities laws. They have not been approved or reviewed by the SEC, state, or other regulatory bodies. Any claims to the contrary are criminal offenses.

  6. Nonprofit Profitability and Oversight:
    Although nonprofits may generate profits, these must be reinvested into the organization to support its mission. The IRS monitors nonprofit expenses to ensure compliance with 501(c) regulations, safeguarding the public interest.

Voting Options:

  • AYE: Support the issuance of Class A Common Stock under these terms.

  • NAY: Oppose the issuance and request further revisions or alternative approaches.