GOLD ROCK HOLDINGS, INC.
For the period ended Dec 31, 2025. Filed Mar 27, 2026.
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FY2025 · Filed Mar 27, 2026
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Item 11. Executive Compensation
The table below summarizes the compensation during the last two fiscal years received by our executive officers:
| Name and Principal Position | Year | Salary | Bonus ($) | Stock Awards ($) | Option Awards ($) | Non-Equity Incentive Plan Compensation ($) | Nonqualified Deferred Compensation ($) | All Other Compensation ($) | Total ($) (1)(2) |
|---|---|---|---|---|---|---|---|---|---|
| Marcus Daley, CEO & Directors (2) | 2024 2025 | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- |
| Merle Ferguson (3) President & Chairman | 2024 2025 | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- |
| Richard Kaiser CFO, Secretary & Director | 2024 2025 | $75,000 $75,000 | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $75,000 (4) $75,000 (4) |
| Anthony Denkinger COO(6) | 2024 2025 | $150,000 $150,000 | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $-0- $-0- | $150,000 (5) $150,000 (5) |
| (1) | Does not include perquisites and other personal benefits, or property, unless the aggregate amount of such compensation is more than $10,000. |
| (2) | Marcus Daley became CEO and Director on October 3, 2023. In 2024& 2025, no compensation contract has been entered into with Mr. Daley as of the date of this filing. |
| (3) | Mr. Ferguson's contract on January 01, 2024, was cancelled. In 2024 & 2025, no compensation contract has been entered into with Mr. Ferguson as of the date of this filing |
| (4) | In 2024, Mr. Kaiser received $26,500 in compensation on accrued wages owed and $12,000 in consulting fees to YES International, a Company controlled by Mr. Kaiser. In 2025 he received $42,000 in compensation on accrued wages and $12,000 in consulting fees to YES International. |
| (5) | Anthony Denkinger on February 1, 2024 entered into a 2-year employment contract with the Company's wholly-owned subsidiary LOOT8, Inc. whereas he is the CEO. The parent Company Gold Rock Holdings, Inc. pays him as the COO of LOOT8, Inc. $10,000 per month with $2,500 being deferred; accrued payment not expected until such time when theCompany and/or wholly subsidiary has stronger financial status. |
| (6) | On February 6, 2025, Mr. Denkinger became the COO of Gold Rock Holdings, Inc. and at this time he does not have an employment compensation agreement. |
Employment Agreements
On January 1, 2024, Mr. Ferguson cancelled his employment contract with the Company that was entered into on January 1, 2023 (See Exhibit 10.3). As of this date of the filing, Mr. Ferguson has yet to enter into a new employment contract with the Company.
On January 1, 2023, the Company entered into an employment contract with Mr. Kaiser for his role as CFO/Secretary/ Director for a three (3) year period from January 01, 2023 until December 31, 2025, annual pay at $75,000 (See Exhibit 10.4).
Prior to becoming an officer/director Mr. Kaiser had a consulting agreement with the Company. The consulting agreement is a monthly agreement for the period ending 2024 and is still active with Mr. Kaiser's company YES International (See Exhibit 10.2).
As of the date of this filing, Mr. Kaiser entered on January 02, 2026, a 6-month employment agreement which calls for $6,250 per month to paid in cash, restricted shares or combination. The contract will end June 30, 2026, but has a month-to-month provision, with 30-day notice of cancellation or allows the parties to enter into a longer term contract.
As of the date of this filing, Mr. Daley has yet to enter into an employment agreement with the Company. Mr. Daley has decided to wait until the Company can become financial stable before entering into an employment agreement with the Company.
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On February 01, 2024, Mr. Anthony Denkinger entered into an employment agreement with the Company's wholly-owned subsidiary, LOOT8, Inc. as the Chief Executive Officer. The contract is a 2-year agreement which terminate on January 31, 2026, but can continue on a month-to-month bases with a 30-day notification prior to the contract's end date. Anthony Denkinger receives $12,500 per month of which $2,500 is deferred until the Company's wholly-owned subsidiary and/or the parent Company, Gold Rock Holdings, Inc. has the financial health to support full payment on accrued wages (See Exhibit 10.5). On February 6, 2025, Anthony Denkinger was appointed the Chief Operations Officer (COO) of Gold Rock Holdings, Inc., and at this time there in no compensation agreement with the parent Company.
Stock Options
The Company had no stock options outstanding at December 31, 2025.
Board of Directors Compensation
On January 1, 2024, Mr. Ferguson cancelled his Director compensation agreement. As of December 31, 2025, Mr. Ferguson has no compensation agreement in place as his role as Chairman/President of the Company.
Mr. Richard Kaiser is a Director and CFO of the Company and during the period ending 2024, Mr. Kaiser had received monetary compensation for accrued wages equaling $26,350. During the period ending 2025, Mr. Kaiser received monetary compensation for accrued wages equaling $42,000.
Mr. Daley CEO/Director, has no compensation agreement in place as his role as an Officer/Director of the Company.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.