GOLD ROCK HOLDINGS, INC.
For the period ended Dec 31, 2025. Filed Mar 27, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 27, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-03-25.
0001091818-25-000017
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-K
Period ended 2025-12-31; filed 2026-03-27.
0001091818-26-000026
Item 7. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe 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 39 previous paragraphs and 38 current paragraphs.
26 unchanged; 12 reworded; 0 added; 1 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 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 (1)
Previous report
General and Administrative expenses for the year ended December 31, 2024 totaled $108,837 compared to $50,311 for December 31, 2023, primarily due to increases in professional service fees and other general business expenses.
Reworded paragraphs (12)
Previous wording
On December 31, 2024, we had total assets of $253,614 and total liabilities of $78,400. In the absence of significant revenue and profits, we will be completely dependent on additional debt and equity financing. If we are unable to raise needed funds on acceptable terms, we will not be able to execute our business plan, develop or enhance existing services, take advantage of future opportunities, if any, or respond to competitive pressures or unanticipated requirements. If we do not obtain sufficient capital, we will not be able to continue operations.
Current wording
On December 31, 2025, we had total assets of $152,121 and total liabilities of $154,431. In the absence of significant revenue and profits, we will be completely dependent on additional debt and equity financing. If we are unable to raise needed funds on acceptable terms, we will not be able to execute our business plan, develop or enhance existing services, take advantage of future opportunities, if any, or respond to competitive pressures or unanticipated requirements. If we do not obtain sufficient capital, we will not be able to continue operations.
Previous wording
As of December 31, 2024, Gold Rock Holdings, Inc. had an accumulated deficit of $1,106,731, which included a net loss of $240,694. Also, during the year ended December 31 2024, we used net cash of $216,914 for operating activities. These factors raise substantial doubt about our ability to continue as a going concern.
Current wording
As of December 31, 2025, Gold Rock Holdings, Inc. had an accumulated deficit of $1,287,295, which included a net loss of $180,564. Also, during the year ended December 31 2025, we used net cash of $57,493 for operating activities. These factors raise substantial doubt about our ability to continue as a going concern.
Previous wording
Revenues for the Company’s year ended December 31, 2024 totaled $138,000 from sales of it AI coding and language modeling and in December 31, 2023 the Company had -0- revenue.
Current wording
Revenues for the Company's year ended December 31, 2025 totaled $211,500 and in December 31, 2024 the Company had $138,500. For the year ended December 31, 2025, the Company’s sales were with two (2) customers and amounted to $211,500. During 2025, Company through its K - Project AI division had $210,000 from one (1) customer from sales of its AI coding and language modeling. The Company's LOOT8, Inc. wholly owned subsidiary's Web3 content management system had one (1) customer for $1,500 in revenue for the year ending December 31, 2025. For the Year Ending December 31, 2024, K-Project AI division had $138,500 from (1) customer from sales of its AI coding and language modeling. And for the year ending December 31, 2024, the Company's LOOT8, Inc. wholly owned subsidiary's Web3 content management system had $-0- in revenue.
Previous wording
Gross profit for the year ended December 31, 2024 was $138,000 and for the year ended December 31, 2023 was $-0- due to no sales.
Current wording
Gross profit for the year ended December 31, 2025 was $211,500 and for the year ended December 31, 2024 was 138,500.
Previous wording
Gross profit margins for year ended December 31, 2024 increased to 100% from 0% for the year ended December 31, 2023.
Current wording
Gross profit margins for year ended December 31, 2025 and December 31, 2024 were 100%.
Previous wording
Total Operating expenses for the year ended December 31, 2024 totaled $379,194 compared to $232,311 for December 31, 2023. Advertising fees were $30,857 for the year ended December 31, 2024 compared to $-0- advertising cost for the year ended December 31, 2023. Board of Director fees were $212,500 for the year ended December 31, 2024 compared to $170,000 for the year ended December 31, 2023. Consulting Fees for the year ended December 31, 2024 were $27,000 compared to $12,000 in December 31, 2023.
Current wording
Total Operating expenses for the year ended December 31, 2025 totaled $392,064 compared to $379,194 for December 31, 2024. Advertising fees were $7,280 for the year ended December 31, 2025 compared to $31,357 for the year ended December 31, 2024. Board of Directors/Officer Compensation was $225,000 for the year ended December 31, 2025 compared to $212,500 for the year ended December 31, 2024. Consulting Fees for the year ended December 31, 2025 were $16,040 compared to $27,000 in December 31, 2024. Engineering fees increased to $80,392 for the year ended December 31, 2025 compared to $-0- fees for the year ended December 31, 2024. General and Administrative expenses decreased to $63,352 during the year ended December 31, 2025 compared to $108,337 for the year ended in December 31, 2024.
Previous wording
Net loss for the years ended December 31, 2024 and 2023 were $240,694 and $232,311 respectively. The increases in loss was due to the increases in advertising cost, consulting fees, board of directors compensation and General and Administrative cost.
Current wording
Net loss for the years ended December 31, 2025 and 2024 were $180,654 and $240,694, respectively. The decrease in loss was due to the decreases in advertising cost, consulting fees, and general and administrative costs.
Previous wording
As of December 31, 2024, our assets totaled 253,614 that consist of $209,614 in cash and $44,000 in account receivable. The Company’s total liabilities were 78,400 which consisted of accounts payable and accrued expenses and accrued board of director compensation fees. As of December 31, 2024, the Company had an accumulated deficit of $1,106,731 and working capital of $175,214.
Current wording
As of December 31, 2025, our assets totaled $152,121 that consist of $152,121 in cash. The Company's total liabilities were $154,431 which consisted of accounts payable and accrued expenses and accrued board of directors/officer compensation fees. As of December 31, 2025, the Company had an accumulated deficit of $1,287,295 and working capital deficit of $2,310.
Previous wording
For the year ended December 31, 2023, net cash used in operations of $22,258 was the result of a net loss of $231,311, from common stock issued for board of director and consulting services of $172,000 and from common stock issued to prepay director for payment of operating expenses of $29,000 and from the increase in accounts payable and accrued expenses of $8,725.
Current wording
For the year ended December 31, 2025, net cash used in operations of $57,493 was the result of a net loss of $180,564, from a decrease in accounts receivable of $44,000, an increase in accounts payable and accrued expenses of $15,231 and from an increase in accrued board of directors/officers compensation of $60,800.
Previous wording
For the year ended December 31, 2024, net cash used in operations of $216,194 was the result of a net loss of $240,694, from an increase in accounts receivables of $44,000, a decrease in accounts payable and accrued expenses of $8,500 and from an increase in accrued board of directors’ compensation of $77,000.
Current wording
For the year ended December 31, 2024, net cash used in operations of $216,194 was the result of a net loss of $240,694, from an increase in accounts receivable of $44,000, a decrease in accounts payable and accrued expenses of $8,500 and from an increase in accrued board of board of directors/officers compensation of $77,000.
Previous wording
The Company’s significant operating losses raise substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. As indicated herein, we need capital for the implementation of our business plan, and we will need additional capital for continuing our operations. We do not have sufficient revenues to pay our operating expenses at this time. Unless the Company is able to raise working capital, it is likely that the Company will either have to cease operations or substantially change its methods of operations or change its business plan. For the next 12 months the Company has an oral commitment from its CEO, Marcus Daley, to advance funds as necessary to meeting our operating requirement.
Current wording
The Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. As indicated herein, we need capital for the implementation of our business plan, and we will need additional capital for continuing our operations. We do not have sufficient revenue to pay our operating expenses at this time. Unless the Company is able to raise working capital, it is likely that the Company will either have to cease operations or substantially change its methods of operations or change its business plan.
Previous wording
Net cash provided by financing activities was $425,700 for year ended December 31, 2024, and was $21,410 for year ended December 31, 2023.
Current wording
Net cash provided by financing activities was $-0- for year ended December 31, 2025, and was $425,700 for year ended December 31, 2024.