Mag Mile Capital, Inc.
For the period ended Dec 31, 2025. Filed Apr 14, 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 Apr 14, 2026
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What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-03-31.
0001641172-25-001445
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-K
Period ended 2025-12-31; filed 2026-04-14.
0001493152-26-016615
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 28 previous paragraphs and 29 current paragraphs.
10 unchanged; 9 reworded; 9 added; 9 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 0 previous and 1 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 (9)
Current report
Revenue and Gross Margin
Current report
Our commission expense – related party, for the years ended December 31, 2025 and 2024, was $1,039,088 and $522,749, respectively, an increase of $516,339 or 98.8%. Related party commission expense increaseddue to more deals originated by the Chairman and CEO. Related party commission expense is for commission paid to Park River Investments, LLC, a company owned by the Chairman and CEO, where the Chairman and CEO was the procuring cause for the revenue.
Current report
Consulting expense for the years ended December 31, 2025 and 2024, was $138,750 and $30,450, respectively, an increase of $108,300 or 355.7%. In the current year we recognized $138,750 of non-cash consulting expense, that had been in prepaids, for common stock issued in a prior period.
Current report
Payroll expense for the years ended December 31, 2025 and 2024, was $406,948 and $281,911, respectively, an increase of $125,037 or 44.4%. Payroll expense increased due to a bonus paid to the analyst and an increase of the amount of salary paid to the CEO. Salary paid to the CEO is often dependent upon the availability of funds.
Current report
General and administrative expenses for the years ended December 31, 2025 and 2024, were $879,610 and $528,709, respectively, an increase of $350,901 or 66.4%. In the current period we had an increase of travel expense of approximately $50,000 and marketing expenses of $293,000. In August 2025, we had an extraordinary marketing expense where we hosted a party in Lisbon, Portugal attended by the Chairman, clients, vendors, employees, and existing and prospective shareholders. The Company hired Osiris Events as a DMC - Destination Management Company. They were the event management company that planned the entire event. The event was used as a marketing and activation tactic for some of our largest clients. This event helped the Company close a large transaction in October 2025 with a client and a capital source that were present at the party in Lisbon. The rationale behind this expense was to celebrate Mag Mile Capital’s success and its clients, shareholders, employees, and capital sources’ trust in the CEO - Rushi Shah for many years.
Current report
We used no cash, nor were provided with any cash from financing activities for the years ended December 31, 2025 and 2024.
Current report
Critical Accounting Policies and Estimates
Current report
The preparation of our financial statements requires management to make estimates and assumptions that affect reported amounts and disclosures. We consider draws against commissions to be our most significant accounting estimate. This estimate involves significant judgment, and actual results may differ materially.
Current report
Refer to Note 2 of our consolidated financial statements contained elsewhere in this Annual Report on Form 10-K for a summary of our significant accounting policies and recently adopting and issued accounting standards.
Removed paragraphs (9)
Previous report
Revenue and Gross Profit
Previous report
Our commission expense – related party, for the years ended December 31, 2024 and 2023, was $522,749 and $678,750, respectively, a decrease of $156,001 or 23%. Related party commission expense decreased due to a new commission agreement that lowered the percentage to 55% of all closed deals.
Previous report
For the year ended December 31, 2023, we recognized $1,582,072 for the fair value of warrants issued. We had no similar expense in the current period.
Previous report
Consulting expense for the years ended December 31, 2024 and 2023, were $30,450 and $459,806, respectively, a decrease of $429,356 or 93.4%. In the prior year we issued 894,113 shares of common stock to a consultant for total non-cash expense of $447,057.
Previous report
Payroll expense for the years ended December 31, 2024 and 2023, was $281,911 and $360,341, respectively, a decrease of $78,430 or 21.8%. Our payroll expense decreased in the current year due to bonuses that were paid out in the prior year but not in the current.
Previous report
General and administrative expenses for the years ended December 31, 2024 and 2023, were $528,709 and $549,628, respectively, a decrease of $20,919 or 3.8%, an immaterial change year over year.
Previous report
During the year ended December 31, 2024, we received $245,000 of cash from related party loans and repaid $90,000 of those loans. In the prior period we received $50,000 of cash from related party loans and $170,000 from the sale of common stock.
Previous report
Critical Accounting Policies
Previous report
The Company does not currently have any accounting policies it considers critical accounting policies.
Reworded paragraphs (9)
Previous wording
Our revenue from commission income for the years ended December 31, 2024 and 2023, was $2,051,443 and $1,919,243, respectively, an increase of $132,200 or 6.9%. Revenue in the second half of the year increased due to several new large loans originated through the Commercial Mortgage Backed Securities (“CMBS”).
Current wording
Our revenue from commission income for the years ended December 31, 2025 and 2024, was $4,062,250 and $2,051,443, respectively, an increase of $2,010,807 or 98%. On October 24, 2025, the Company closed a $59 million refinance transaction and a $14.5 million transaction with the HKB Hotels Group resulting in gross revenue of $1.045 million. This deal was consummated at the marketing event in Lisbon in early August. The COO of HKB Hotels and Managing Director of Barclays were present at the event. In addition, revenue has increased due to several new large loans originated through the Commercial Mortgage Backed Securities (“CMBS”).
Previous wording
Our commission expense for the years ended December 31, 2024 and 2023, was $870,434 and $802,464, respectively, an increase of $67,970 or 8.5%. We saw an increase in commission expense due to deals closed by loan originators with beneficial commission structures.
Current wording
Our commission expense for the years ended December 31, 2025 and 2024, was $1,639,923 and $870,434, respectively, an increase of $769,489 or 88.4%. We saw an increase in commission expenses due to the increase in revenue and for deals closed by loan originators with beneficial commission structures.
Previous wording
Gross Profit is our main revenue metric as it is net of commissions paid. We had a gross profit of $658,260 for the year ended December 31, 2024, compared to $438,029 for the year ended December 31, 2023.
Current wording
Gross margin is our main revenue metric as it is net of commissions paid. We had a gross margin of $1,383,239 for the year ended December 31, 2025, compared to $658,260 for the year ended December 31, 2024, an increase of $724,979 or 110.1%. The increase in our gross margin is due in part to reconfigured commissions by slightly reducing overrides. Furthermore, when the Company closes deals for more profitable originators, it generates higher gross margin compared to lower-profit originators. Overall, the percentage increase in revenue was approximately 10% higher than the increase to commission expense (third party).
Previous wording
Professional fees for the years ended December 31, 2024 and 2023, were $91,764 and $590,607, respectively, a decrease of $498,843 or 84.5%. Professional fees consist mainly of legal, audit and accounting fees. In the prior year we issued 894,113 shares of common stock to an attorney for total non-cash expense of $447,057.
Current wording
Professional fees for the years ended December 31, 2025 and 2024, were $72,914 and $91,764, respectively, a decrease of $18,850 or 20.5%. Professional fees consist mainly of legal, audit and accounting fees. The decrease in the current year is the result of a decrease in accounting fees of $8,750 and a decrease in legal fees of $10,028.
Previous wording
We incurred interest expense of $8,772 for the year ended December 31, 2024, compared to $11,065 for the year ended December 31, 2023.
Current wording
We incurred interest expense of $8,772 for the year ended December 31, 2025, compared to $8,772 for the year ended December 31, 2024.
Previous wording
We had a net loss of $283,346 for the year ended December 31, 2024, compared to a net loss of $3,115,490 for the year ended December 31, 2023. The large net loss in the prior period is the result of the $1,582,072 of non-cash expense incurred for the issuance of warrants and other stock compensation expense.
Current wording
We had a net loss of $123,755 for the year ended December 31, 2025, compared to a net loss of $283,346 for the year ended December 31, 2024. The decrease to our net loss of $159,591 is mainly due to the increase of our gross margin.
Previous wording
As of December 31, 2024, we had cash of approximately $484 and a working capital deficit of approximately $60,000.
Current wording
As of December 31, 2025, we had cash of $513,777 and a working capital deficit of $144,294.
Previous wording
During the year ended December 31, 2024, we used $210,738 of cash in operating activities. Our cash flows used in operating activities is primarily a result of (i) our net loss of $283,346, adjusted for non-cash activity of $73,744 and (ii) and a net change in operating assets and liabilities of ($1,136). In the prior period operating activities used $537,869 of cash.
Current wording
During the year ended December 31, 2024, we used $55,738 of cash in operating activities. Our cash flows used in operating activities is primarily a result of (i) our net loss of $283,346, adjusted for non-cash activity of $73,744 and (ii) and a net change in operating assets and liabilities of $153,864.
Previous wording
The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has an accumulated deficit of $2,971,814 at December 31, 2024, had a net loss of $283,346 and net cash used in operating activities of $210,738 for the year ended December 31, 2024. The Company’s ability to raise additional capital through the future issuances of common stock and/or debt financing is unknown. The obtainment of additional financing, the successful development of the Company’s operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. These conditions and the ability to successfully resolve these factors over the next twelve months raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties.
Current wording
The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has an accumulated deficit of $3,095,569 at December 31, 2025, had a net loss of $123,755 and received net cash from operating activities of $513,293 for the year ended December 31, 2025. The Company’s ability to raise additional capital through the future issuances of common stock and/or debt financing is unknown. The obtainment of additional financing, the successful development of the Company’s operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. These conditions and the ability to successfully resolve these factors over the next twelve months raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
During the year ended December 31, 2025, $513,293 of cash was provided by operating activities. Our cash flows provided by operating activities is primarily a result of (i) our net loss of $123,755, adjusted for non-cash activity of $149,157 and (ii) and a net change in operating assets and liabilities of $487,891.