KING RESOURCES SEC Filings

King Resources, Inc. is notifying stockholders that on the Record Date the holders of a majority of voting power approved a conversion to reincorporate the company from Delaware to Nevada (the "Nevada Reincorporation"). The Written Consent was delivered on May 12, 2026 by the Consenting Stockholder, Lee Ying Chiu Herbert.

The filing states Mr. Lee holds 30,000,000 shares of Series C Preferred Stock that convert and vote as 100 shares of common stock each, representing approximately 97.2% of voting power on the Record Date. The Information Statement explains legal differences between Delaware and Nevada law, potential litigation and transaction costs, and certain corporate governance and stockholder-rights changes that would follow the conversion.

King Resources, Inc. reported higher revenue but continued losses for the nine months ended December 31, 2025. Revenue rose to $628,282 from $57,662 a year earlier, driven mainly by arts and collectibles trading in Hong Kong. However, heavy sales and marketing and administrative spending led to an operating loss of $1,378,639, compared with prior-year profit that was boosted by a one-time gain on subsidiary disposal.

The balance sheet remains weak. Cash and cash equivalents were only $2,144, while current liabilities totaled $1,195,411, leaving a stockholders’ deficit of $1,121,173 and an accumulated deficit of $8,822,017. Management acknowledges substantial doubt about the company’s ability to continue as a going concern without improved profitability and external financing.

Operations and cash flows depend heavily on Hong Kong subsidiaries, a single major customer and a single major vendor, and are subject to legal, tax and capital-control risks related to Hong Kong and potential future China activities. The filing also highlights regulatory risk under the Holding Foreign Companies Accountable Act, though the current auditor is inspected by the PCAOB.

King Resources, Inc. filed a notice that it will delay its Quarterly Report on Form 10-Q for the period ended December 31, 2025, citing continuing staffing shortages and stating the report will be filed within five calendar days of the original due date.

The company highlights that for the six months ended September 30, 2025 it had net revenues of about $38,402, cost of revenue of about $23,041, and operating expenses of about $648,235. Other income was about $0, versus other income of $2,513,875 in the comparable prior period, resulting in a net loss of about $632,874 versus net income of about $2,336,135 a year earlier.

King Resources, Inc. approved a new 2026 Stock Incentive Plan on December 9, 2025 through the written consent of its sole director. The plan authorizes the board to grant incentive stock options, nonqualified stock options and restricted stock awards to the company’s officers, directors, employees and consultants. At the time of approval, 8,000,000 shares of the company’s common stock were reserved for issuance under this plan. The company also filed the 2026 Stock Incentive Plan as Exhibit 10.1, together with a cover page interactive data file embedded within the inline XBRL document.

King Resources, Inc. has filed a registration statement on Form S-8 to register securities issuable under its 2026 Equity Incentive Plan. This plan is designed to grant equity-based awards to employees, officers, directors or other service providers as part of their compensation.

The filing incorporates by reference the company’s most recent annual report on Form 10-K for the year ended March 31, 2025, its quarterly reports on Form 10-Q for the quarters ended June 30 and September 30, 2025, and the existing description of its common stock. The company also restates its indemnification protections for directors and officers under Delaware law, its certificate of incorporation and by-laws, and authorizes its chief executive officer, Wong Nga Yin Polin, to sign amendments to this registration statement.

King Resources, Inc. (KRFG) reported very small operating revenue but a much larger cost base for the quarter and six months ended September 30, 2025. Revenue was $19,181 for the quarter and $38,402 for six months, while operating expenses drove an operating loss of $325,263 for the quarter and $632,874 year-to-date.

Total assets rose sharply to $40,865,332 from $43,360 at March 31, 2025, almost entirely due to $39,276,890 of newly purchased collectible inventory. This was financed mainly through promissory notes, including a $23,945,046 note to a shareholder and $13,240,221 of other promissory notes, bringing total liabilities to $38,359,336. Stockholders’ equity improved to $2,505,996 from a deficit, aided by share issuances and preferred equity.

The company completed a 1-for-10,000 reverse stock split and had 4,280,283 common shares outstanding and 30,000,000 Series C Preferred shares as of September 30, 2025. A subsequent event notes the issuance of 74,940,616 additional common shares to settle the shareholder promissory note. Management highlights substantial legal, regulatory, tax and cash-transfer risks tied to operating through Hong Kong entities, and the financial statements include a going concern warning due to recurring losses and an $8,076,252 accumulated deficit.

King Resources, Inc. (KRFG) filed a Form 12b-25, notifying a late Form 10-Q for the quarter ended September 30, 2025, citing continuing staffing shortages. The company states the report will be filed on or before the fifth calendar day following the prescribed due date.

Preliminary figures provided for the six months ended September 30, 2025 include net revenues of approximately $38,402 and cost of revenue of approximately $23,041. The company reported a net loss of approximately $632,874 for this period, compared with net income of $2,336,135 for the six months ended September 30, 2024.