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GOLD ROCK HOLDINGS, INC.

For the period ended Sep 30, 2025. Filed Nov 4, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 4, 2025

GRHIStored price and day change unavailable

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-01.

0001091818-25-000083

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-04.

0001091818-25-000144

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 80 previous paragraphs and 73 current paragraphs.

55 unchanged; 18 reworded; 0 added; 7 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 1 previous and 8 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Removed paragraphs (7)
Reworded paragraphs (18)

Previous wording

The new monetization model is made up of three discrete revenue streams. It is planned that the first stream will be a direct-to-consumer (D2C) model where LOOT8 will employ Web3 technology to manage collectibles and fan engagements. Key initiatives include athletes', musicians', and influencers' Name, Image, and Likeness (NIL) rights, and revenue generation through a 10% transaction fee on subscriptions and digital collectible sales. The model also includes collaboration with LBX Food Robotics for vending machines at universities and other venues, which serve as sales points for digital memorabilia and collectible availability. The second anticipated revenue stream targets the youth market. LOOT8 plans to leverage high-profile athletes, musicians, and influencers to create personalized, customizable avatars. This feature is expected to contribute to revenue through a 10% transaction fee on cosmetic items for AI companions, while maintaining these digital assets on LOOT8’s platform. The third anticipated stream will utilize an enterprise model, leveraging Marcus Daley; GRHI's CEO's background with NeuralMetrics, towards Software as a Service (SaaS) and Platform as a Service (PaaS) licensing models. The Company plans to focus on Annual Contract Value (ACV) and Annual Recurring Revenue (ARR) from corporate clients. This approach will allow the Company to address enterprise needs in digital agent, persona and workflow solutions that accelerate existing business use-cases. For purposes of authenticity and compliance, the offerings optionally leverage digital product passport type solutions that address regulations in Europe and similar use-cases globally.

Current wording

The new monetization model is made up of three discrete revenue streams. It is planned that the first stream will be a direct-to-consumer (D2C) model where LOOT8 will employ Web3 technology to manage collectibles and fan engagements. Key initiatives include athletes', musicians', and influencers' Name, Image, and Likeness (NIL) rights, and revenue generation through a 10% transaction fee on subscriptions and digital collectible sales. The model also includes a collaboration with LBX Food Robotics for vending machines at universities and other venues, which serve as sales points for digital memorabilia and collectible availability. The second anticipated revenue stream targets the youth market. LOOT8 plans to leverage high-profile athletes, musicians, and influencers to create personalized, customizable avatars. This feature is expected to contribute to revenue through a 10% transaction fee on cosmetic items for AI companions, while maintaining these digital assets on LOOT8’s platform. The third anticipated stream will utilize an enterprise model, leveraging Marcus Daley, GRHI's CEO's background with NeuralMetrics, towards Software as a Service (SaaS) and Platform as a Service (PaaS) licensing models. The Company plans to focus on Annual Contract Value (ACV) and Annual Recurring Revenue (ARR) from corporate clients. This approach will allow the Company to address enterprise needs in digital agent, persona and workflow solutions that accelerate existing business use-cases. For purposes of authenticity and compliance, the offerings optionally leverage digital product passport type solutions that address regulations in Europe and similar use-cases globally.

Previous wording

During the three months ending June 30, 2025, the Company's K-Project division worked tirelessly on its SAID (Speech Artificial Intelligence On Demand) translation application (App). The App allows for almost instantaneously translations on any device without any internet and cloud connectivity. Management believes that the App could have an enormous application for a number of industry wide uses, including but not limited to health care, first responders, travel, sports, law enforcement, governmental agencies, and other industries. The App is available on all platforms for end-users seeking immediate and effortless translations of approximately one hundred (100) different languages.

Current wording

During the three months and nine months ending September 30, 2025, the Company's K-Project division worked tirelessly on its SAID (Speech Artificial Intelligence On Demand) translation application (App). The App allows for almost instantaneously translations on any device without any internet and cloud connectivity. Management believes that the App could have an enormous application for a number of industry wide uses, including but not limited to health care, first responders, travel, sports, law enforcement, governmental agencies, and other industries. The App is available on all platforms for end-users seeking immediate and effortless translations of over approximately one hundred (100+) different languages.

Previous wording

The sales revenue for the three months ended June 30, 2025 and for the three months ended June 30, 2024 were $70,800 and $6,500, respectively. During the three months ended June 30, 2025, the Company through its K - Project AI division had $70,800 from one (1) customer, and for the same period ending June 30, 2024, the Company had $6,500 in revenue. The Company's LOOT8, Inc. wholly owned subsidiary's Web3 content management system had no revenues during the three months ended June 30, 2025 and 2024.

Current wording

The sales revenue for the three months ended September 30, 2025 and for the three months ended September 30, 2024 were $73,200 and $66,000, respectively. During the three months ended September 30, 2025, the Company through its K - Project AI division had $73,200 from one (1) customer, and for the same period ending September 30, 2024, the Company had $66,000 in revenue. The Company's LOOT8, Inc. wholly owned subsidiary's Web3 content management system had no revenues during the three months ended September 30, 2025 and 2024.

Previous wording

Gross Profit for the three months ended June 30, 2025 was $70,800 and for the three months ended June 30, 2024 was $6,500.

Current wording

Gross Profit for the three months ended September 30, 2025 was $73,200 and for the three months ended September 30, 2024 was $66,000.

Previous wording

Operating expenses for three months ended June 30, 2025 totaled $55,415 from Board of Directors/Officer Compensation, Consulting fees, and General and Administrative Expenses compared to $99,499 for the three months ended June 30, 2024. This decrease in the three months ended June 30, 2025, compared to the same period ended June 30, 2024 was attributed to decreases in Consulting fees, and General and Administrative Expenses.

Current wording

Operating expenses for three months ended September 30, 2025 totaled $73,875 from Board of Directors/Officer Compensation, Consulting fees, Coding Engineering fees, and General and Administrative Expenses compared to $45,595 for the three months ended September 30, 2024. This increase in the three months ended September 30, 2025, compared to the same period ended September 30, 2024 was attributed to increases in Consulting fees, Coding Engineering fees, and General and Administrative Expenses.

Previous wording

The sales revenue for the Company for the six months ended June 30, 2025 was $138,300* *and for the six months ended June 30, 2024 was $6,500. During the six months ended June 30, 2025, the Company's K-Project division sold AI services to one (1) customer, and its LOOT8, Inc. wholly owned subsidiary's Web3 content management system had revenues of $1,500 from one (1) customer, and during the same period in 2024, the Company's K-Project division sold AI services to one (1) customer for $6,500 and its LOOT8, Inc. wholly owned subsidiary's Web3 content management system had -0- revenues, no customers.

Current wording

The sales revenue for the Company for the nine months ended September 30, 2025 was $211,500* *and for the nine months ended September 30, 2024 was $72,500. During the nine months ended September 30, 2025, the Company's K-Project division sold AI services to one (1) customer, and its LOOT8, Inc. wholly owned subsidiary's Web3 content management system had revenues of $1,500 from one (1) customer, and during the same period in 2024, the Company's K-Project division sold AI services to one (1) customer for $72,500 and its LOOT8, Inc. wholly owned subsidiary's Web3 content management system had -0- revenues, no customers.

Previous wording

Cost of sales for the six months ended June 30, 2025 was $-0- and for the six months ended June 30, 2024 was $-0- respectively.

Current wording

Cost of sales for the nine months ended September 30, 2025 was $-0- and for the nine months ended September 30, 2024 was $-0- respectively.

Previous wording

Gross Margins for the six months ended June 30, 2025 was 100%, and for six months ended June 30, 2024 was 100%. During the six months ended June 30, 2025, the Company K-Project division sold AI services to one (1) customer for $136,800 in revenues and its LOOT8, Inc. wholly owned subsidiary's Web3 content management system had $1,500 in revenues from (1) customer.

Current wording

Gross Margins for the nine months ended September 30, 2025 was 100%, and for nine months ended September 30, 2024 was 100%.

Previous wording

Gross Profit for the six months ended June 30, 2025 was $138,300 and for the six months ended June 30, 2024 was $6,500.

Current wording

Gross Profit for the nine months ended September 30, 2025 was $211,500 and for the nine months ended September 30, 2024 was $72,500.

Previous wording

Operating expenses for six months ended June 30, 2025, totaled $202,070 from Advertising, Board of Directors/Officer Compensation, Consulting Expense and General and Administrative expenses, compared to $265,095 for the six months ended June 30, 2024. The decrease during the same six month period ended June 30, 2025 was attributed to lower Consulting and General and Administrative expenses.

Current wording

Operating expenses for nine months ended September 30, 2025, totaled $275,945 from Advertising, Board of Directors/Officer Compensation, Consulting Expense, Coding Engineering, and General and Administrative expenses, compared to $310,690 for the nine months ended September 30, 2024. The decrease during the same nine month period ended September 30, 2025 was attributed to lower Consulting and General and Administrative expenses.

Previous wording

Net Income for the three months ended June 30, 2025 was $15,385, and the Net Loss for the three months ending June 30, 2024 was $92,999. Net loss for the six months ended June 30, 2025 and 2024 were $ 63,770 and $258,595, respectively.

Current wording

Net Loss for the three months ended September 30, 2025 was $675, and the Net Income for the three months ending September 30, 2024 was $20,405. Net loss for the nine months ended September 30, 2025 and 2024 were $ 64,445 and $238,190, respectively.

Previous wording

As of June 30, 2025, the Company’s assets totaled $258,844 which consisted of $210,044 in Cash and $48,800 in Accounts Receivable. Our total liabilities were $147,400 which consisted of Accounts Payable and Accrued Expenses and Accrued Board of Directors/Officer Compensation fees. As of June 30, 2025 the Company had an accumulated deficit of $1,170,501 and working capital of $111,444.

Current wording

As of September 30, 2025, the Company’s assets totaled $256,299 which consisted of $207,499 in Cash and $48,800 in Accounts Receivable. Our total liabilities were $142,490 which consisted of Accounts Payable and Accrued Expenses and Accrued Board of Directors/Officer Compensation fees. As of September 30, 2025 the Company had an accumulated deficit of $1,171,176 and working capital of $113,809.

Previous wording

For the six months ended June 30, 2025, net cash provided by operations of $430 was the result of a Net Loss of $63,700, from increases in Account Receivable of $4,800, Accounts Payables and Accrued Expenses of $-0-, and from an increase in accrued Board of Directors'/Officer Compensation of $69,000.

Current wording

For the nine months ended September 30, 2025, net cash used in operations of $2,115 was the result of a net loss of $64,445, from increases in Account Receivable of $4,800, Accounts Payables and Accrued Expenses of $140, and from an increase in accrued Board of Directors'/Officer Compensation of $63,950.

Previous wording

For the six month ended June 30, 2024, net cash used in operations of $191,174 was the result of a net loss of $258,595, from increases in Account Receivable of $6,500, increases in Accounts Payables and Accrued Expenses of $6,579, and from an increase accrued Board of Directors/Officer Compensation of $80,500.

Current wording

For the nine month ended September 30, 2024, net cash used in operations of $210,505, was the result of a net loss of $238,190, from increases in Account Receivable of $44,000, decreases in Accounts Payables and Accrued Expenses of $7,315, and from an increase accrued Board of Directors/Officer Compensation of $79,000.

Previous wording

Net cash provided by operating activities for the six months ended June 30, 2025 was $430, and Net cash used in the six month ended June 30, 2024 was $191,174. The increase in the amount of cash provided by operating activities for the six months ended June 30, 2025, was due to the decrease in Net Loss, increase in Accounts Receivable, and the increases in Accrued Board of Directors/Officer Compensation when compared to the six months ended June 30, 2024.

Current wording

Net cash used in operating activities for the nine months ended September 30, 2025 was $2,115, and net cash used in the nine month ended September 30, 2024 was $210,505. The increase in the amount of cash used in operating activities for the nine months ended September 30, 2025, was due to the decrease in Net Loss, decrease in Accounts Receivable, and the increases in Accrued Board of Directors/Officer Compensation when compared to the nine months ended September 30, 2025.

Previous wording

Net cash used in investing activities was $-0- for both the six months periods ended June 30, 2025 and 2024.

Current wording

Net cash used in investing activities was $-0- for both the nine months periods ended September 30, 2025 and 2024.

Previous wording

Net cash provided by financing activities was $-0- for six months ended June 30, 2025, and for six months ended June 30, 2024, it was $425,700 from cash received from Sale of Common Stock and the Capital Contributions from Directors.

Current wording

Net cash provided by financing activities was $-0- for nine months ended September 30, 2025, and for nine months ended September 30, 2024, it was $425,700 from cash received from Sale of Common Stock and $700 from Capital Contributions from Directors.