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GLOBAL TECHNOLOGIES LTD

For the period ended Mar 31, 2026. Filed Jun 3, 2026.

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.

Mar 31, 2026 · Filed Jun 3, 2026

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What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-12-31; filed 2026-02-20.

0001493152-26-007533

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

Current report: 10-Q

Period ended 2026-03-31; filed 2026-06-03.

0001493152-26-027072

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 74 previous paragraphs and 81 current paragraphs.

50 unchanged; 6 reworded; 25 added; 18 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 2 previous and 2 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 (25)

Current report

Global Technologies, Ltd. is a diversified, multi-operational holding company focused on developing, acquiring, supporting, and scaling operating businesses in the healthcare, wellness, advisory services, procurement, and technology-enabled services markets. The Company’s current strategy is to concentrate capital, management attention, and public-company infrastructure around subsidiaries that can produce measurable revenue, improve operating leverage, and create long-term enterprise value for shareholders.

Current report

During the nine months ended March 31, 2026, Primecare Supply continued its transition from the Company’s prior wholesale/reseller revenue model toward a direct-to-clinic procurement platform. Management believes this transition is important because it is designed to improve the quality of revenue, diversify supplier relationships, increase ownership of clinic relationships and data, and support a more scalable margin-based revenue model. Primecare Supply has continued to expand its clinic outreach, supplier relationships, reseller channel, and use of the Sinq Ops procurement portal.

Current report

Management expects GTLL Advisory to contribute to the Company’s fiscal 2026 operating plan by providing strategic advisory services, business transformation support, and operational consulting services to small and mid-sized businesses, with an initial focus on medical spas, wellness clinics, and professional service practices. During the current fiscal year, management has focused on developing service offerings, client onboarding processes, referral relationships, and technology-supported reporting tools for this subsidiary.

Current report

The Company’s revenue during fiscal 2026 is expected to be generated primarily through Primecare Supply’s procurement activities and, to a lesser extent, GTLL Advisory’s consulting and advisory services. Primecare Supply generally earns transaction-based revenue by facilitating orders between licensed clinics and supplier/manufacturer relationships through the Company’s procurement ecosystem. GTLL Advisory is expected to earn consulting, advisory, and related service fees. The Company cannot guarantee that it will be successful in scaling these business operations or that current revenue trends will continue.

Current report

Cost of revenues may include supplier-related costs, technology platform costs, fulfillment-related costs, reseller or referral compensation, subcontractor costs, and other direct costs associated with the Company’s procurement, consulting, and advisory activities. The final classification of these amounts will be conformed to the completed March 31, 2026 financial statements.

Current report

For the nine months ended March 31, 2026, the Company’s revenue was $642,822, including $101,529 for the three months ended March 31, 2026. The Company’s revenue was primarily attributable to Primecare Supply and GTLL Advisory. Management expects the final presentation to conform to the Company’s ASC 606 analysis, including gross-versus-net and principal-versus-agent considerations.

Current report

For the nine months ended March 31, 2026, the Company’s revenue was primarily attributable to Primecare Supply and, as applicable, GTLL Advisory.

Current report

The Company’s current-period operating results reflect its strategic transition away from the prior 10 Fold Services wholesale model and toward a more diversified direct-to-clinic procurement and advisory platform. During fiscal 2025, the Company’s prior wholesale model was materially affected by changes in the GLP-1 compounding market and related FDA shortage dynamics. Management responded by shifting the operating focus to Primecare Supply, which is intended to operate through multiple supplier relationships, clinic-direct outreach, reseller/referral relationships, and a technology-supported ordering and payment workflow.

Current report

Management believes the new model may result in lower reported gross revenue than the prior wholesale model in certain periods, particularly if revenue is presented on a net or agent basis under ASC 606. However, management believes the model may provide better long-term economics if the Company can continue to expand clinic accounts, improve gross margin capture, reduce concentration risk, and build repeat purchasing volume through the Sinq Ops procurement platform. During the quarter ended March 31, 2026, Primecare Supply continued to focus on clinic acquisition, sales process refinement, supplier diversification, reseller management, and operating discipline.

Current report

Selling, general and administrative expenses and other operating expenses for the three and nine months ended March 31, 2026 reflect the Company’s public-company compliance costs, professional fees, subsidiary management costs, technology and software expenses, sales and marketing expenses, rent and office costs, and compensation-related expenses. Total operating expenses were $276,798 for the three months ended March 31, 2026 and $755,260 for the nine months ended March 31, 2026.

Current report

Selling, general and administrative expenses for the three and nine months ended March 31, 2026 reflect the Company’s public-company compliance costs, professional fees, subsidiary management costs, technology and software expenses, sales and marketing expenses, rent and office costs, and compensation-related expenses.

Current report

Other income and expenses for the three and nine months ended March 31, 2026 include interest expense and derivative liability adjustments. The Company reported $7,397 of interest expense for the three months ended March 31, 2026 and $22,771 for the nine months ended March 31, 2026, while carrying forward the prior derivative liability valuation.

Current report

Other income and expenses for the three and nine months ended March 31, 2026 may include interest expense, derivative liability adjustments, financing-related costs, and other non-operating items.

Current report

The Company expects to disclose income tax expense, if any, based on the final March 31, 2026 financial statements and related tax accounting review.

Current report

The Company reported anet loss of approximately $191,963 for the three months ended March 31, 2026, compared tonet loss of approximately $193,297 for the three months ended March 31, 2025.

Current report

For the nine months ended March 31, 2026, the Company reported anet loss of approximately $170,524, compared tonet income of approximately $24,055 for the nine months ended March 31, 2025.

Current report

The net loss for the three and nine months ended March 31, 2026 was primarily attributable to operating expenses, professional fees, accrued compensation, interest expense, and other general and administrative costs incurred in connection with the Company’s ongoing public reporting obligations, subsidiary operations, and corporate restructuring activities.

Current report

During the period, the Company continued to incur costs associated with rebuilding its operating platform and developing two operating subsidiaries, Primecare Supply, LLC and GTLL Advisory Group, LLC. These costs included investments in management infrastructure, accounting and reporting processes, vendor and customer relationships, business development, and other startup-stage activities necessary to support the Company’s current operating model. As a result, the Company expects that losses may continue during the development and growth stage of these subsidiaries until revenue growth and gross profit are sufficient to absorb corporate overhead and operating expenses.

Current report

The Company has sought to fund these activities through operating revenue, limited private placements of preferred equity, and disciplined expense management, while limiting the use of additional debt financing and avoiding broad common stock issuances where possible. Management continues to evaluate operating performance separately from non-cash and non-operating items, including financing-related accounting entries, derivative liability adjustments, and other fair value adjustments that may impact reported results.

Current report

As of March 31, 2026, the Company reported cash and cash equivalents of approximately $38,178, compared with approximately $29,913 as of March 31, 2025.

Current report

Net cash used in operating activities was approximately $259,830 for the nine months ended March 31, 2026, compared with net cash provided by operating activities of approximately $302,506 for the nine months ended March 31, 2025. The change was primarily attributable to the Company’s ongoing investment in its operating subsidiaries, Primecare Supply, LLC and GTLL Advisory Group, LLC, as well as costs related to public-company compliance, professional services, technology systems, rent, payroll and accrued compensation, and other working-capital needs. During the nine months ended March 31, 2026, the Company continued to rebuild its operating platform and support the development of its current business model, which required cash expenditures before the subsidiaries reached sustained profitability.

Current report

The Company had no cash flows from investing activities during the nine months ended March 31, 2026 or 2025.

Current report

Net cash provided by financing activities was approximately $229,900 for the nine months ended March 31, 2026, compared with net cash used in financing activities of approximately $150,340 for the nine months ended March 31, 2025. Financing activities during the nine months ended March 31, 2026 primarily reflected proceeds from the sale of Series P Preferred Stock, partially offset by repayment of a small related-party balance. During the nine months ended March 31, 2026, the Company issued and sold an aggregate of 230,000 shares of Series P Preferred Stock for aggregate cash proceeds of $230,000, consisting of 200,000 shares issued in August 2025 and 30,000 shares issued in February 2026.

Current report

Management believes the Company’s liquidity remains limited and dependent upon continued revenue growth from its operating subsidiaries, disciplined expense management, and, where necessary, additional financing through private placements or other capital sources. The Company intends to continue managing its cash resources carefully while supporting the growth of Primecare Supply, LLC and GTLL Advisory Group, LLC.
Removed paragraphs (18)

Previous report

Global Technologies, Ltd is a multi-operational company with a strong desire to drive transformative innovation and sustainable growth across the technology and service sectors, empowering businesses and communities through advanced, scalable solutions that enhance connectivity, efficiency, and environmental stewardship. The Company envisions a future where technology seamlessly integrates into every aspect of life, improving the quality of life and the health of the planet. Our vision is to lead the industries we serve with groundbreaking initiatives that set new standards in innovation, customer experience, and corporate responsibility, thereby creating enduring value for all shareholders.

Previous report

Since launching operations, Primecare Supply has established contractual relationships with multiple 503B manufacturers, several reseller partners, and hundreds of licensed medical clinics actively utilizing the Sinq Ops procurement portal to manage their product supply needs.

Previous report

Management expects GTLL Advisory to commence revenue-generating operations in fiscal year 2026 as part of Global’s expanding health-technology and advisory services portfolio.

Previous report

GOe3, LLC (“GOe3”) was formed as an Arizona limited liability company on February 12, 2000 and was acquired by Global Technologies, Ltd. (“Global” or the “Company”) pursuant to a Share Exchange Agreement executed on March 15, 2024. GOe3 was originally intended to develop and operate a network of universal electric vehicle (“EV”) charging stations positioned approximately every 45 to 75 miles along major U.S. interstate highways. The company’s platform was designed to include universal charging hardware, integrated solar deployment, and a proprietary travel and business portal supporting multiple revenue streams.

Previous report

During fiscal 2025, Global determined that GOe3 had not met key operational and financial milestones required under the Share Exchange Agreement. As a result, Global elected to terminate and cancel the acquisition and all related agreements. The cancellation of the GOe3 transaction was previously disclosed on the Company’s Form 8-K filing on July 2, 2025 with reference to the Company’s Board Resolution passed by the Board of Directors on June 30, 2025.

Previous report

Since our inception on January 20, 1999, we have generated minimal revenue from our operations. We cannot guarantee we will be successful in our business operations. We have limited financial resources and limited operations until such time that we are able to begin to generate revenue from our own operations. Our business is subject to risks inherent in the establishment of a new business plan through the start-up of our operating subsidiaries: 10 Fold Services, Primecare Supply, LLC and GTLL Advisory Group, LLC, including the financial risks associated with the limited capital resources currently available to us and risks associated with the implementation of our business strategies.

Previous report

Our cost of revenues includes inventory costs, materials and supplies costs, internal labor costs and related benefits, subcontractor costs, depreciation, overhead and shipping and handling costs.

Previous report

For the six months ended December 31, 2025 and 2024, we generated revenue of $541,293 and $1,586,508, respectively. Our revenue for the six months ended December 31, 2025 was largely attributable to revenue generated through Primecare Supply.

Previous report

The Company experienced a decrease in revenue for the three months ended December 31, 2025, as compared to the same period in 2024, primarily due to a strategic shift in the operating focus of its Primecare Supply subsidiary. During fiscal year 2025, the Company publicly disclosed changes occurring within the GLP-1 industry resulting from evolving FDA regulatory requirements impacting production and supply dynamics. During this transition period, the Company’s subsidiary, 10 Fold Services, served as the sole source of revenue and operated primarily as a wholesale procurement agent reliant on a single supplier.

Previous report

Since that time, the Company has intentionally transitioned away from a predominantly wholesale model toward a direct-to-clinic sales strategy. While this shift has resulted in lower initial gross revenue volumes, it provides the Company with ownership of client relationships and data, improved supply-chain control, a more diversified product offering, and higher expected gross margins. As of December 31, 2025, Primecare Supply employed six direct-to-clinic account representatives and one director overseeing daily operations. Management believes this transition will result in slower near-term revenue growth but is designed to generate more sustainable revenue, improved margins, stronger free cash flow, and long-term shareholder value as sales volumes scale and mature.

Previous report

Selling, general and administrative expenses were $478,462 and $375,702 for the six months ended December 31, 2025 and 2024, respectively, representing an increase of $102,760, or 27.35%.

Previous report

Other Income (expenses) were $266,626 and ($19,070) for the six months ended December 31, 2025 and 2024, respectively, representing an increase in other income of $285,696. Gain on derivative liability was $282,000 for the six months ended December 31, 2025.

Previous report

There was no income tax expense for the six months ended December 31, 2025 and 2024.

Previous report

For the six months ended December 31, 2025, net income was $21,439 as compared to net income of $217,352 for six months ended December 31, 2024, a decrease of $195,913.

Previous report

As of December 31, 2025 and 2024, the Company had cash of $41,408 and $63,896, respectively.

Previous report

We had cash used in operating activities of ($226,600) for the six months ended December 31, 2025, compared to new cash provided by operating activities of $98,489 for the six months ended December 31, 2024. The net cash used in operating activities for the six months ended December 31, 2025 consisted primarily of net income of $21,439 offset by a gain on derivative liability in the amount of $282,000, security deposit of $4,221, accounts payable of $23,059, and accrued interest of 15,123.

Previous report

We had cash provided by investing activities of $- and $- for the six months ended December 31, 2025 and 2024, respectively.

Previous report

We had cash (used in) provided by financing activities of $199,900 and ($150,340) for the six months ended December 31, 2025 and 2024, respectively.
Reworded paragraphs (6)

Previous wording

This Quarterly Report contains forward-looking statements and information relating to us that are based on the beliefs of our management as well as assumptions made by, and information currently available to, our management. When used in this report, the words “believe,” “anticipate,” “expect,” “will,” “estimate,” “intend”, “plan” and similar expressions, as they relate to us or our management, are intended to identify forward-looking statements. Although we believe that the plans, objectives, expectations and prospects reflected in or suggested by our forward-looking statements are reasonable, those statements involve risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements, and we can give no assurance that our plans, objectives, expectations and prospects will be achieved. Important factors that might cause our actual results to differ materially from the results contemplated by the forward-looking statements are contained in the “Risk Factors” section of and elsewhere in our Annual Report on Form 10-K for the fiscal year ended June 30, 2024, and in our subsequent filings with the SEC, and include, among others, the following: marijuana is illegal under federal law, the marijuana industry is subject to strong competition, our business is dependent on laws pertaining to the marijuana industry, the marijuana industry is subject to government regulation, our business model depends on the availability of private funding, we will be subject to general real estate risks, if debt payments to note holder are not made we could lose our investment in our real estate properties, terms and deployment of capital. The terms “Global Technologies, Ltd “Global Technologies,” “Global,” “we,” “us,” “our,” and the “Company” refer to Global Technologies, Ltd.,individually, or as the context requires, collectively with its subsidiaries on a consolidated basis.

Current wording

This Quarterly Report contains forward-looking statements and information relating to us that are based on the beliefs of our management as well as assumptions made by, and information currently available to, our management. When used in this report, the words “believe,” “anticipate,” “expect,” “will,” “estimate,” “intend,” “plan,” and similar expressions, as they relate to us or our management, are intended to identify forward-looking statements. Although we believe that the plans, objectives, expectations and prospects reflected in or suggested by our forward-looking statements are reasonable, those statements involve risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements, and we can give no assurance that our plans, objectives, expectations and prospects will be achieved. Important factors that might cause our actual results to differ materially from the results contemplated by the forward-looking statements are contained in the “Risk Factors” section of and elsewhere in our Annual Report on Form 10-K for the fiscal year ended June 30, 2025, filed with the SEC on December 30, 2025, and in our subsequent filings with the SEC. The terms “Global Technologies, Ltd.,” “Global Technologies,” “Global,” “we,” “us,” “our,” and the “Company” refer to Global Technologies, Ltd., individually, or as the context requires, collectively with its subsidiaries on a consolidated basis.

Previous wording

Following the termination, Global wrote off its investment in GOe3 and all associated goodwill as of June 30, 2025. GOe3, LLC is no longer a subsidiary of Global Technologies, Ltd.

Current wording

GOe3, LLC is no longer a subsidiary of the Company. During fiscal 2025, the Company terminated and canceled the GOe3 acquisition and related agreements after determining that GOe3 had not met certain operational and financial milestones under the Share Exchange Agreement. The Company wrote off its investment in GOe3 and associated goodwill as of June 30, 2025. Accordingly, GOe3 is not included in the Company’s current operations, and management’s current operating focus is on health technology, procurement, and strategic advisory services.

Previous wording

There were no material changes to our critical accounting policies and estimates during the interim period ended December 31, 2025.

Current wording

There were no material changes to our critical accounting policies and estimates during the interim period ended March 31, 2026, except that management continues to evaluate presentation and disclosure matters associated with the Company’s evolving revenue model, including the distinction between gross revenue, net revenue, margin-based revenue, and principal-versus-agent considerations under ASC 606. The Company expects to conform this disclosure to the final CPA and auditor-reviewed financial statements before filing.

Previous wording

For the Three and Six Months Ended December 31, 2025 Compared to the Three and Six Months Ended December 31, 2024

Current wording

For the Three and Nine Months Ended March 31, 2026 Compared to the Three and Nine Months Ended March 31, 2025

Previous wording

The following table summarizes the cash flows for the six months ended December 31, 2025 and 2024:

Current wording

The following table summarizes the cash flows for the nine months ended March 31, 2026 and 2025:

Previous wording

Neither inflation nor changing prices for the six months ended December 31, 2025 had a material impact on our operations.

Current wording

Neither inflation nor changing prices for the nine months ended March 31, 2026 had a material impact on our operations; however, management continues to monitor the impact of inflation, interest rates, vendor pricing, professional fees, rent, technology costs, and customer purchasing behavior on the Company’s operating subsidiaries.