Welcome to our dedicated page for Onar Holding SEC filings (Ticker: ONAR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The ONAR Holding Corporation (OTCQB: ONAR) SEC filings page on Stock Titan provides access to the company’s official U.S. Securities and Exchange Commission disclosures, including current reports on material events and corporate actions. As a Nevada corporation with common stock registered under Section 12(g) of the Exchange Act and trading on the OTCQB, ONAR files documents that detail its acquisitions, dispositions of assets, amendments to governing documents, and capital structure changes.
Recent Form 8-K filings describe key transactions that shape ONAR’s marketing and technology platform. One 8-K reports the acquisition of all outstanding equity interests of Juice Labs LLC, the performance marketing agency that now operates under the JUICE brand within ONAR’s network. Another 8-K outlines the sale of substantially all assets of VMED Services, LLC to VMED Consulting, Inc. for a $1,500,000 promissory note, including business operations, client relationships, accounts receivable, and certain intellectual property rights, while excluding intellectual property related to the Of Kos brand name.
ONAR’s filings also cover corporate and capital structure changes. An 8-K dated October 2025 discloses an amendment to the Articles of Incorporation increasing the authorized common stock from 450,000,000 to 1,000,000,000 shares. Other filings describe earnout structures tied to new client revenue from the JUICE acquisition and the planned filing of financial statements and pro forma financial information related to acquired businesses.
On Stock Titan, these filings are updated from EDGAR and paired with AI-powered summaries that explain the core terms of each document in plain language. Users can quickly understand the implications of ONAR’s 8-Ks, such as acquisition terms, asset sales, share authorization changes, and related pro forma financial information, without reading every technical detail. This makes it easier to track how ONAR’s regulatory disclosures reflect the evolution of its AI-enabled marketing holding company and agency network.
ONAR Holding Corporation notified the SEC that it cannot timely file its Form 10-K for the period ended 12/31/2025 because the company’s audit firm requires additional time to complete audit procedures. The company states the delay could not be avoided without "unreasonable effort and expense" and expects to file the Form 10-K by April 15, 2026.
ONAR Holding Corporation reported that subsidiary ONAR, LLC agreed to sell substantially all assets of another subsidiary, VMED Services, LLC, to VMED Consulting, Inc. for aggregate consideration of $1,500,000. The price is structured as a Promissory Note payable in monthly installments of $5,000 starting on January 1, 2026 through December 30, 2031, with a final balloon payment of remaining principal and accrued interest due at maturity.
The purchased assets include VMED Services’ business operations and goodwill, client relationships and contracts, accounts receivable, and certain intellectual property, excluding intellectual property specifically related to the ‘Of Kos’ brand name. The Promissory Note is fully guaranteed by Michael Steven, President of VMED Consulting, Inc., in his individual capacity. ONAR also provided unaudited pro forma condensed consolidated financial information to show how the VMED Services sale would have affected its balance sheet and results of operations for specified historical periods.
ONAR Holding Corporation filed its Q3 2025 10‑Q, reporting revenue of $1,077,106 and a net loss of $1,597,955. For the nine months, revenue was $2,700,340 with a net loss of $4,291,480.
The balance sheet shows total assets of $4.31 million and a stockholders’ deficit of $(4.67) million. Current liabilities were $8.98 million, including notes payable, related‑party notes, and $2.09 million of convertible notes. Cash stood at $284,881. Management disclosed that these conditions create “substantial doubt” about the company’s ability to continue as a going concern.
ONAR completed acquisitions to expand its marketing and AI capabilities: Juice Labs LLC for $2.0 million (preliminary goodwill recognized) and Retina AI’s software via Series E preferred valued at $213,333 (and $60,003 cash received). The company raised $500,000 through Series E preferred stock and recorded an estimated payroll tax liability of $641,355. Common shares issued and outstanding were 131,137,962 as of November 13, 2025.
ONAR Holding Corporation reported that it amended its Articles of Incorporation, effective September 29, 2025, to increase the authorized number of common shares from 450,000,000 to 1,000,000,000. This change expands the number of shares the company may issue in the future but does not itself issue any new shares.
The amendment was first approved by the board of directors on July 30, 2025, subject to stockholder approval, and then approved by written consent representing approximately 83.5% of the voting power of the outstanding common stock. The full text of the certificate of amendment is filed as an exhibit to the report.
Onar Holding Corp (ONAR) Form 3: Mark Gazit filed an initial Form 3 reporting his relationship to the issuer as a Director. The event date triggering the filing was 07/29/2025. The filing states no securities are beneficially owned by the reporting person. The form includes an exhibit (Exhibit 24: Power of Attorney) and is signed by Mark Gazit on 09/25/2025.
ONAR Holding Corporation reported that a subsidiary completed the acquisition of all outstanding equity interests of Juice Labs LLC on September 15, 2025. The buyer, Storia Agency, LLC, paid initial consideration of $2,000,000, subject to adjustment and holdback under a Securities Purchase Agreement that includes customary covenants and indemnities.
The sellers may also receive additional earnout payments equal to 10% of certain “Net New Revenue” from new clients they refer over several years. Each earnout payment, if any, will be made half in cash and half in shares of ONAR common stock, priced using a 10-day volume-weighted average. Any such shares will be issued in a private transaction relying on a Section 4(a)(2) exemption and will be restricted securities not registered with the SEC.