GOLD ROCK HOLDINGS, INC.
For the period ended Mar 31, 2026. Filed May 6, 2026.
View on SEC.govAbout 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.
Mar 31, 2026 · Filed May 6, 2026
GRHIStored price and day change unavailable
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious 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 OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-06.
0001091818-26-000055
Item 2. 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 73 previous paragraphs and 70 current paragraphs.
48 unchanged; 17 reworded; 5 added; 7 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 8 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.
Added paragraphs (5)
Current report
In October 2025, the Company's K-Project Division successfully completed a beta version of its ZoneX sports AI application (App). The app allows for an almost instantaneously interaction on the field of play for many sports. Coaches and players alike can visible see both defensive and offensive plays, and can use the AI data to assist in making adjustments during playtime to enhance athletic performances with the goal in providing a competitive advantages during game times. The Company is actively marketing ZoneX with the hopes of widespread commercialization. Subsequently, on April 30, 2026, the Company signed a contract with a customer on its ZoneX sports AI application.
Current report
Preferred Stock
Current report
Preferred stock consists of 50,000,000 shares authorized at $0.001 par value. Preferred stock are blank check and have no conversion, dividend or voting rights. On January 11, 2024, the Company designated 20,000,000 to be classified as Series A preferred. Series A have voting rights equal to 25 common stock votes, have the same rights to liquidation as common and have no dividend or conversion rights. At March 31, 2026 and December 31, 2025, there were -0- preferred shares issued and outstanding.
Current report
Common Stock
Current report
Common stock consists of 850,000,000 shares authorized at $0.001 par value. At March 31, 2026 there were 238,216,969 shares issued and outstanding.
Removed paragraphs (7)
Previous report
Preferred Shares
Previous report
On January 11, 2024, the board of directors adopted a resolution authorizing the designation of Series A Preferred Shares. The number of shares designated is 20,000,000. Each of these shares has a par value of $0.001, is not entitled to dividends, has voting rights equal to 25 common votes per share, has the same liquidation rights as common and are not convertible. There are no Series A Preferred Shares outstanding.
Previous report
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 report
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 report
Gross Margins for the nine months ended September 30, 2025 was 100%, and for nine months ended September 30, 2024 was 100%.
Previous report
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 report
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.
Reworded paragraphs (17)
Previous 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.
Current wording
During the three months ending March 31, 2026, 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
GRHI's management business plan is to fully deploy, market and utilize its LOOT8 platform, expanding blockchain innovation in digital assets, the SocialFi revolution, and expanding into direct-to-business relationships, and build forward it's K Project Division, focusing on its AI software solutions and programs. The K- Project expects to expand its sale and marketing of its unique language learning services and other AI initiatives tools that can be utilized to create specific AI personas for a number of industries, including but not limited to health care, law enforcement, governmental agencies, education, shipping logistics, travel, and other industries. The K Project has (1) one customer who is receiving AI persona coding services for the client's specific operational needs.
Current wording
GRHI's management business plan is to fully deploy, market and utilize its LOOT8 platform, expanding blockchain innovation in digital assets, the SocialFi revolution, and expanding into direct-to-business relationships, and build forward it's K Project Division, focusing on its AI software solutions and programs. The K- Project expects to expand its sale and marketing of its unique language learning services and other AI initiatives tools that can be utilized to create specific AI personas for a number of industries, including but not limited to health care, law enforcement, governmental agencies, education, shipping logistics, travel, sports teams and other industries. The K Project has AI persona coding services for any client's specific operational needs.
Previous wording
The Company entered into an employment contract with Mr. Kaiser for his roles as CFO/Secretary/Director for a three (3) year period from January 01, 2023 until December 31, 2026, annual pay at $75,000.
Current wording
The Company entered into an employment contract with Mr. Kaiser for his roles as CFO/Secretary/Director for a six months, January 02, 2026 until June 30, 2026. The agreement calls for $6,250 per month, totaling $37,500. At the end of the agreement, June 30, 2026, the parties agree that Richard Kaiser may continue under this contract on a month-to-month basis, with 30 days' notice of discontinuation, and that all payment terms and conditions agreed to in the agreement will remain in effect. Or another longer-term contract may be entered into at the end of this agreement (See Exhibit 10.01).
Previous wording
On February 6, 2025, the Company announced that Anthony Denkinger was appointed as Chief Operations Officer (COO) of Gold Rock Holdings, Inc. Mr. Denkinger doesn't have a compensation agreement with Gold Rock Holdings, Inc. but does have a compensation agreement with the Company's wholly owned subsidiary, LOOT8, Inc. Mr. Denkinger. 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 the Company and/or wholly subsidiary has stronger financial status
Current wording
On February 6, 2025, the Company announced that Anthony Denkinger was appointed as Chief Operations Officer (COO) of Gold Rock Holdings, Inc. Mr. Denkinger doesn't have a compensation agreement with Gold Rock Holdings, Inc. 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. paid him as the COO of LOOT8, Inc. $10,000 per month with $2,500 being deferred; accrued payment not expected until such time when the Company and/or wholly subsidiary has stronger financial status. Currently, Mr. Denkinger's contract with LOOT8, Inc.'s had expired February 2026, and the Company has yet to enter into another agreement. Thus, Mr. Denkinger has no compensation agreements with Gold Rock Holdings, Inc. and LOOT8, Inc. as of the date of this filing. He is still the Chief Operations Officer (COO) of Gold Rock Holdings, Inc. and the Chief Executive Officer (CEO) of LOOT8, Inc.
Previous wording
(1) Anthony Denkinger on February 1, 2024, became the Chief Executive Officer of LOOT8, Inc. the Company's wholly-owned subsidiary, and on February 6, 2025, he became the Chief Operations Officer for Gold Rock Holdings, Inc.
Current wording
(1) Anthony Denkinger is the Chief Executive Officer of LOOT8, Inc. the Company's wholly-owned subsidiary.
Previous 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.
Current wording
The sales revenue for the three months ended March 31, 2026 and for the three months ended March 31, 2025 were $-0- and $67,500 respectively. During the three months ended March 31, 2026, the Company through its K - Project AI division, and the Company's LOOT8, Inc. wholly owned subsidiary's Web3 content management system had no revenues and had no customers. During the three months ended March 31, 2025, the Company through its K - Project AI division and its LOOT8, Inc. wholly owned subsidiary's Web3 content management system had $67,500 from two (2) customers.
Previous wording
Gross Margins for the three months ended September 30, 2025 was 100%, and during the same period in 2024, Gross Margins were 100%.
Current wording
Gross Margins for the three months ended March 31, 2026 was 0%, and during the same period in March 31, 2025, Gross Margins were 100%.
Previous 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.
Current wording
Gross Profit for the three months ended March 31, 2026 was $-0- and for the three months ended March 31, 2025 was $67,500.
Previous 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.
Current wording
Operating expenses for three months ended March 31, 2026 totaled $78,908 from Board of Directors/Officer Compensation, Consulting fees, and General and Administrative Expenses compared to $146,655 for the three months ended March 31, 2025. This decrease in the three months ended March 31, 2026, compared to the same period ended March 31, 2025 was attributed to decrease in Advertising cost, Consulting fees, Board of Directors/Officer Compensation, and General and Administrative Expenses.
Previous 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.
Current wording
Net Loss for the three months ended March 31, 2026 was $78,908, and the Net Loss for the three months ending March 31, 2025 was $79,155.
Previous 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.
Current wording
As of March 31, 2026, the Company’s assets totaled $75,482 which consisted of $75,481 in cash. Our total liabilities were $156,7009 which consisted of Accounts Payable and Accrued Expenses and Accrued Board of Directors/Officer Compensation fees. As of March 31, 2026, the Company had an accumulated deficit of $1,366,203 and working capital deficit of $81,218.
Previous 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.
Current wording
For the three months ended March 31, 2026, net cash used in operations of $76,639 was the result of a net loss of $78,908, from decrease in Accounts Payables and Accrued Expenses of $13,481, and from an increase in accrued Board of Directors'/Officer Compensation of $15,750.
Previous 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.
Current wording
For the Quarter ended March 31, 2025, net cash used in operations of $4,305 was the result of a net loss of $79,155, from an increase in Accounts Payables and Accrued Expenses of $2,850, an increase in accrued Board of Directors' and Officer Compensation of $72,000.
Previous wording
The Company's 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 (See Note 4 in Financial Statements).
Current wording
The Company's 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 (See Note 4 in Financial Statements).
Previous 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.
Current wording
Net cash used in operating activities for the three months ended March 31, 2026 was $76,639, and net cash used in the three month ended March 31, 2025 was $4,305. The increase in the amount of cash used in operating activities for the three months ended March 31, 2026, was due to the decrease in Net Loss, decrease in Accounts Payable, and the increases in Accrued Board of Directors/Officer Compensation when compared to the three months ended March 31, 2025.
Previous wording
Net cash used in investing activities was $-0- for both the nine months periods ended September 30, 2025 and 2024.
Current wording
Net cash used in investing activities was $-0- for both the three months periods ended March 31, 2026 and 2025.
Previous 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.
Current wording
Net cash provided by financing activities was $-0- for three months ended March 31, 2026 , and for three months ended March 31, 2025, it was $-0-, respectively.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Nine Months – September 30, 2025 and 2024 Statements