Hawkeye Systems Inc.’s filings document governance changes, material agreements and reporting-status matters for the OTC public company. Form 8-K disclosures cover director appointments following a Schedule 14F-1 information statement and capital-structure agreements, including a convertible promissory note and note purchase agreement.
Other filings include Form 12b-25 notices related to delayed Form 10-Q reports. The record also identifies the company as a Nevada corporation with no securities registered under Section 12(b), while recurring disclosures address board composition, financing instruments and periodic-report compliance.
Hawkeye Systems, Inc. reported another quarter with no revenue and a net loss of $117,261 for the three months ended March 31, 2026, and $326,609 for the nine-month period. Operating expenses fell year over year for the nine months, but heavy related-party interest kept losses high.
The company ended the quarter with only $385 in cash, a working capital deficit, and an accumulated deficit of $13,537,140. Management states that these conditions raise substantial doubt about its ability to continue as a going concern and expects to rely on equity and debt financings and related-party support.
On April 1, 2026, Hawkeye Holdco LLC acquired a non‑interest‑bearing $2,767,756 Convertible Promissory Note and 2,000 shares of Series A Convertible Preferred Stock, leading to a change in control and expected beneficial ownership of about 68% of the common stock upon conversion. Subsequent agreements also settled a $442,251 Eagle Equities loan with cash and 500,000 shares and cancelled 207,600 stock options. Following the change in control, the company’s stock was moved from the OTCQB to the OTC Pink and then quoted on the OTCID Basic Market.
Hawkeye Systems, Inc. announced that four new directors — Martin Sumichrast, Sim Farar, Nathan Bradley Fleisher and Ralph Olson — have formally joined its Board after completion of a Schedule 14f‑1 information statement process.
The company discloses that on April 29, 2024, a final judgment in Securities and Exchange Commission v. Martin Sumichrast permanently enjoined Mr. Sumichrast from violating certain provisions of the Investment Advisers Act and required him to pay $350,000 in disgorgement, prejudgment interest and penalties. Hawkeye outlines a strategy to become a private equity and corporate advisory firm focused on crypto and other frontier financial and technology sectors, intending to raise capital and potentially acquire controlling interests in target companies.
The company was also notified that, following a recent change in control, its common stock would move from the OTCQB Venture Market to the OTC Pink Limited Market, and trading on the OTC Pink began April 29, 2026. Its application to have the stock quoted on the OTCID Basic Market has been approved.
Hawkeye Systems, Inc. director Ralph O. Olson has filed an initial Form 3, which is the required statement of beneficial ownership for new insiders of a public company.
This filing is administrative in nature and does not report any stock purchases, sales, or other transactions by Olson.
Hawkeye Systems, Inc. director Nathan Bradley Fleisher has filed an initial Form 3, which is the required statement of beneficial ownership for new insiders. The filing’s data shows no reported buy or sell transactions and no derivative exercises or gifts in this submission.
Hawkeye Systems, Inc. filed an initial Form 3 for director Farar Sim, which is a required statement of insider holdings when someone becomes an insider. This filing shows no reported transactions or derivative positions, so it functions mainly as a baseline ownership disclosure for future filings.
Hawkeye Systems, Inc. is providing a Schedule 14F-1 information statement about an anticipated change in a majority of its Board of Directors resulting from investor agreements tied to a convertible note and investor rights arrangements.
Under a Note Purchase Agreement and Investor Rights Agreement dated April 1, 2026, the Company amended a note to a $2,767,765 Restated Note convertible at an initial $0.12 per share. The Board increased its size from one to five and approved four investor‑designated directors to be appointed ten days after mailing. Based on 10,806,772 shares outstanding, conversion of the Restated Note in full would result in the Investor owning approximately 68% of outstanding Common Stock. A final judgment in SEC v. Martin Sumichrast (Apr. 29, 2024) restrains him from certain investment adviser activities and imposed disgorgement and penalties of $350,000.
Hawkeye Systems, Inc. ten percent owner Christopher Robert Mulgrew reported a mix of stock grants and open‑market sales of common stock. On December 3, 2025, he received a grant of 500,000 shares at $0.10 per share, increasing his direct holdings to 1,772,375 shares. Earlier awards included 100,000 shares at $0.10 per share on October 1, 2025 and 500,000 shares at $0.142 per share on March 12, 2024. Over the period from March 2024 through June 2025, he also executed multiple open‑market sales, in aggregate selling 168,478 shares at prices ranging from $0.0505 to $0.3000 per share, while remaining a significant direct shareholder.
Hawkeye Systems, Inc. filed a Form 3 identifying David Winston Wachsman as a reporting person. He is listed as an officer with the title President, is not identified as a director, and is not classified as a ten percent owner. This Form 3 shows no reported transactions or derivative positions at this time.
Hawkeye Systems, Inc. insider Martin A. Sumichrast filed an initial ownership report showing an indirect position in a Convertible Promissory Note. The note is convertible into 23,064,633 shares of common stock at an exercise price of $0.12 per share, expiring on April 1, 2028.
The convertible securities are held by Hawkeye Holdco LLC, where Sumichrast is the sole managing member, and he disclaims beneficial ownership except for his pecuniary interest. The conversion price can be adjusted for corporate events such as dividends, stock splits, reverse stock splits, or lower-priced issuances, subject to stated exceptions.
Hawkeye Systems, Inc. filed an initial ownership report on Form 3 for Hamlett Quinton Byron, who serves as Chief Financial Officer. The filing establishes his status as a reporting person for the company’s securities but does not list any specific share holdings or recent transactions.