Hawkeye Systems, Inc.
For the period ended Mar 31, 2026. Filed May 13, 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 13, 2026
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What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-12-31; filed 2026-02-23.
0001477932-26-000977
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-13.
0001683168-26-003821
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 35 previous paragraphs and 38 current paragraphs.
18 unchanged; 13 reworded; 7 added; 3 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 1 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 (7)
Current report
You should read the following discussion and analysis of our financial condition and results of operations in conjunction with the condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q and with our audited financial statements for the year ended June 30, 2025, included in our 2025 Annual Report. Some of the information contained in this discussion and analysis, including information with respect to our plans and strategy for our business and related financing, include forward-looking statements that involve risks, uncertainties, and assumptions. These statements are based on our beliefs and expectations about future outcomes and are subject to risks and uncertainties that could cause our actual results to differ materially from anticipated results. Except as required by law, we undertake no obligation to publicly update these forward-looking statements, whether as a result of new information, future events, or otherwise. You should read "Disclosure Regarding Forward-Looking Statements" sections of this Quarterly Report on Form 10-Q for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.
Current report
Overview
Current report
From inception until July 2021, we focused on selling personal protective equipment (“PPE”). We underwent a change in control on April 1, 2026, after which we intend to become a leading private equity and corporate advisory firm, conducting merchant banking services in digital assets and other frontier verticals in finance and technology.
Current report
In connection with a realignment in our business strategy, we intend to raise capital to invest in and potentially acquire controlling interests in companies that fit our investment criteria.
Current report
On April 1, 2025, our management entered into an agreement with cybersecurity experts, Christian Schjolberg and Peter Herzog to create a Nevada limited liability company called Rift Cyber LLC (“Rift”), which is focusing its business efforts in the intersection between physical security and digital or cybersecurity. Rift aims to produce a unified smart sensor ecosystem which will turn beacons coming from devices such as cellular telephones, satellites, laptops, smart devices and other devices connected to the internet into a dataset useful for multiple purposes, including but not limited to mapping customer behavior, improving client security, or improving employee productivity. Rift’s application, Rythe, is anticipated to utilize modular platforms for physical asset monitoring, behavioral anomaly detection, secure access controls, and integrating software and sensor layers.
Current report
As part of the change in control, on March 31, 2026, our Board of Directors (the “Board”) approved the conditional appointment of Martin Sumichrast, Sim Farar, Nathan Bradley Fleisher, and Ralph Olson (collectively, the “14F Directors”) to the Board, which appointment would become effective ten days after the filing and transmission of an Information Statement on Schedule 14f-1 (the “Schedule 14f-1”) by the Company. We filed the Schedule 14f-1 on April 16, 2026, and completed mailing of the Schedule 14f-1 on April 24, 2026. Consequently, the appointment of the 14F Directors became effective, and the 14F Directors joined the Board, as of May 4, 2026.
Current report
Results of Operations
Removed paragraphs (3)
Previous report
Forward-Looking Statements
Previous report
The following Management’s Discussion and Analysis should be read in conjunction with our financial statements and the related notes thereto included elsewhere in this quarterly report. The Management’s Discussion and Analysis contain forward-looking statements that involve risks and uncertainties, such as statements of our plans, objectives, expectations and intentions. Any statements that are not statements of historical fact are forward-looking statements. When used, the words “believe,” “plan,” “intend,” “anticipate,” “target,” “estimate,” “expect,” and the like, and/or future-tense or conditional constructions (“will,” “may,” “could,” “should,” etc.), or similar expressions, identify certain of these forward-looking statements. These forward-looking statements are subject to risks and uncertainties that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements in this quarterly report. Our actual results and the timing of events could differ materially from those anticipated in these forward-looking statements. Factors that could cause or contribute to such differences in results and outcomes include, without limitation, those specifically addressed under the heading “Risks Factors” in our various filings with the Securities and Exchange Commission. We do not undertake any obligation to update forward-looking statements to reflect events or circumstances occurring after the date of this quarterly report.
Previous report
The Company is currently looking for investment opportunities into target businesses in diversified industries, such cybersecurity through its participation as a 25% member of Rift.
Reworded paragraphs (13)
Previous wording
The following discussion relates to the historical operations and financial statements of Hawkeye Systems, Inc. for the three months and six months ended December 31, 2025.
Current wording
The following discussion relates to the historical operations and financial statements of Hawkeye Systems, Inc. for three months and nine months ended March 31, 2026.
Previous wording
We had no operating revenues, and the cost of sales for the three months and six months ended December 31, 2025, and 2024. Total operating expenses in the three months and six months ended December 31, 2025, were $37,897, and $71,404 compared to $24,705 and $120,251for the same periods in 2024, respectively. The decrease in total operating expenses was primarily a result of a decrease in professional fees - related party, management compensation, and general and administrative expenses.
Current wording
We had no operating revenues and no cost of sales for the three months and nine months ended March 31, 2026, and 2025. Total operating expenses in the three months and nine months ended March 31, 2026, were $48,666, and $120,070, respectively, compared to $40,082 and $160,334 for the same periods in 2025, respectively. The decrease in total nine-month operating expenses was primarily a result of the elimination of management compensation and a decrease in general and administrative expenses, partially offset by an increase in professional fees for the three-month period.
Previous wording
The Company’s net losses were $107,815 for the three months, and $209,348 for the six months ended December 31, 2025, compared to $87,675 for the three months and $244,395 for the six months ended December 31, 2024, respectively. The net losses for these periods are primarily a result of operating expenses, and interest expenses.
Current wording
Our net losses were $117,261 for the three months ended March 31, 2026, and $326,609 for the nine months ended March 31, 2026, compared to $102,987 for the three months ended March 31, 2025 and $347,383 for the nine months ended March 31, 2025. The net losses for these periods are primarily a result of operating expenses, and interest expenses.
Previous wording
Our cash balance at December 31, 2025 was $167 compared to zero at December 31, 2024. We do not believe these cash reserves are sufficient to cover our expenses for our operations for the next 12 months. We will require additional funding for our ongoing operations.
Current wording
Our cash balance at March 31, 2026 was $385 compared to $24,994 at March 31, 2025. We do not believe these cash reserves are sufficient to cover our expenses for our operations for the next 12 months. We will require additional funding for our ongoing operations.
Previous wording
For the three-month and six-month periods ended December 31, 2025, we received $28,941 and $98,368, respectively; while for the three-month and six-month periods ended December 31, 2024, we received $63,663, and $119,263, respectively, from a promissory note issued by a related party.
Current wording
For the three-month and nine-month periods ended March 31, 2026, we received $0 and $98,368, respectively; and for the three-month and nine-month periods ended March 31, 2025, we received $43,008, and $162,272, respectively, in each case from a promissory note issued by a related party. Moreover, during the period from January 1, 2026, to March 31, 2026, the Company received $27,463 from the same related party which was recorded under accounts payable – related party
Previous wording
On April 1, 2025, the Company, Christian Schjolberg, and Peter Herzog, filed articles of organization with the Secretary of State of the State of Nevada to form a member managed limited liability company called Rift Cyber LLC (“Rift”). In connection with the formation of Rift, Jö & Fyse UG (an entity controlled by Christian Schjolberg), and Peter Herzog executed an intellectual property assignment agreement (the “IP Assignment”), whereby they assigned to Rift, all of the intellectual property rights in and to the core technology, RF environment mapping methodology, authentication framework, data collection and aggregation mechanism, applications and use cases, and prototype implementations and source code of Rift Tech. Rift will be focused on developing technologies that operate at the intersection of physical and digital security. This move marks a strategic realignment of our resources into the cyber security space.
Current wording
On April 1, 2025, we, Christian Schjolberg, and Peter Herzog, filed articles of organization with the Secretary of State of the State of Nevada to form Rift. In connection with the formation of Rift, Jö & Fyse UG (an entity controlled by Christian Schjolberg), and Peter Herzog executed an intellectual property assignment agreement (the “IP Assignment”), whereby they assigned to Rift, all of the intellectual property rights in and to the core technology, RF environment mapping methodology, authentication framework, data collection and aggregation mechanism, applications and use cases, and prototype implementations and source code of Rift Tech. Rift is focused on developing technologies that operate at the intersection of physical and digital security.
Previous wording
We are a smaller reporting company and have accumulated losses to date. Under a limited operations scenario to maintain our corporate existence, we believe we will require approximately $70,000 per quarter in order to keep the Company current with our reporting and filing obligations with the SEC.** ** We intend to raise funds through the sale of equity and debt securities. In addition, the following actions will be performed by the management for the next 12 months:
Current wording
We are a smaller reporting company and have accumulated losses to date. Under a limited operations scenario to maintain our corporate existence, we believe we will require approximately $125,000 per quarter in order to keep the Company current with our reporting and filing obligations with the SEC.** ** We intend to raise funds through the sale of equity and debt securities, and use these funds for the next 12 months to perform the following:
Previous wording
There are no assurances that we will be able to obtain further funds required for our continued operations, nor raise the money or recruit the proper talent to build out the market and develop sales and marketing strategy for the coming year. In addition, even if additional financing is available, it may not be available on terms we find favorable. Failure to secure the additional financing needed will have an adverse effect on our ability to remain in business.
Current wording
There are no assurances that we will be able to obtain further funds required for our continued operations and reporting obligations, raise the money or recruit the proper talent to build out the market for our intended financial services, develop a sales and marketing strategy to position our Company for the coming year, or negotiate on terms acceptable to the Company any future development of Rift technology. In addition, even if additional financing is available, it may not be available on terms we find favorable. Failure to secure the additional financing needed will have an adverse effect on our ability to remain in business.
Previous wording
We expect that working capital requirements will continue to be funded through equity offerings, warrant exercises, and related party advances in the near future. We have no guarantees or firm commitments that the related party advances will continue in the near future.
Current wording
We expect that working capital requirements will continue to be funded through equity or convertible debt offerings, warrant exercises, and related party advances in the near future. We have no guarantees or firm commitments that the related party advances will continue in the near future.
Previous wording
Existing working capital, further advances, together with anticipated capital raises are expected to be adequate to fund our operations over the next twelve months, but there is no guarantee that we will be successful in raising enough capital, or that we will receive the cash flow required to fund our operations. We have no lines of credit with banking institutions or other bank financing arrangements. Generally, we have financed operations to date through proceeds from convertible loans.
Current wording
Existing working capital is not adequate to fund our operations over the next twelve months, and there is no guarantee that we will be successful in raising enough capital, or that we will receive the cash flow required to fund our operations. We have no lines of credit with banking institutions or other bank financing arrangements. Generally, we have financed operations to date through proceeds from convertible loans.
Previous wording
As reflected in the accompanying financial statements, the Company had an accumulated deficit of approximately $13,419,879 at December 31, 2025, and net loss from operations of $209,348 for the six months ended December 31, 2025.
Current wording
As reflected in the accompanying financial statements, we had an accumulated deficit of approximately $13,537,140 at March 31, 2026, and a net loss from operations of $120,070 for the nine months ended March 31, 2026.
Previous wording
We do not yet have a history of financial stability. Historically, the principal source of liquidity has been the issuance of equity securities, proceeds from convertible loans, and related party advances. In addition, the Company is in the development stage and has accumulated losses since inception. These factors raise substantial doubt about our ability to continue as a going concern.
Current wording
We do not yet have a history of financial stability. Historically, the principal source of liquidity has been the issuance of equity securities, proceeds from convertible loans, and related party advances. In addition, we are in the development stage and have accumulated losses since inception. These factors raise substantial doubt about our ability to continue as a going concern.
Previous wording
Our ability to continue operations is dependent on the success of Management’s plans and raising of capital through the issuance of equity or debt securities, until such time that funds provided by operations are sufficient to fund working capital requirements.
Current wording
Our ability to continue operations is dependent on the success of management’s plans and raising capital through the issuance of equity or debt securities, until such time that funds provided by operations are sufficient to fund working capital requirements.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Financial Condition and Results of Operations