secwatch / observer

HeartCore Enterprises, Inc. — fact timeline

Source-grounded facts extracted from HeartCore Enterprises, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

HTCR HeartCore Enterprises, Inc. JSON
Earnings Releases

HeartCore Enterprises, Inc. reported first quarter ended March 31, 2026 results: revenue $1.2 million, net income $2.0 million.

“Revenues were $1.2 million compared to $2.1 million in the same period last year.”
Governance Changes

HeartCore Enterprises, Inc.: Amendment to certificate of incorporation to effect 1-for-20 reverse stock split, effective April 2, 2026 (effective 2026-04-02).

“On March 4, 2026, the Board approved a 1-for-20 reverse stock split of the Company’s issued and outstanding common stock (the “Reverse Split”). Subsequently, the Company filed a certificate of amendment (the “Certificate of Amendment”) to its Certificate of Incorporation with the Secretary of State of the State of Delaware to effectuate the Reverse Split. The Certificate of Amendment was effective for state law purposes at 4:00 p.m. Eastern Time on April 2, 2026”
Earnings Releases

HeartCore Enterprises, Inc. reported full year ended December 31, 2025 results: revenue $9.0 million, net income $5.5 million.

“will continue to strengthen our focus on financial services and aim to drive sustainable growth and long-term stockholder value.” Full Year 2025 Financial Results Revenues were $9.0 million, compared to $22.7 million in the same period last year. The decrease was primarily due to receipt of $13 million in warrant revenue from one large Go IPO deal in the prior”
Governance Changes

HeartCore Enterprises, Inc.: Amended Section 7.4 of the bylaws to add a proviso that the prevailing-party attorneys' fees provision does not apply to internal corporate claims under DGCL Section 115 or stockholder claims brought in a stockholder capacity or in the right of the corporation (effective 2026-03-24).

“The Amendment had the effect of amending and restating the second sentence of Section 7.4 of the Bylaws to read as follows: “If any action is brought by any party against another party, relating to or arising out of these Bylaws, or the enforcement hereof, the prevailing party shall be entitled to recover from the other party reasonable attorneys’ fees, costs and expenses incurred in connection with the prosecution or defense of such action, provided that the provisions of this sentence shall not apply with respect to “internal corporate claims” as defined in Section 115 of the DGCL or in connection with any other claim that a stockholder, acting in its capacity as a stockholder or in the right of the Corporation, has brought in an action, suit or proceeding.””
M&A Transactions

HeartCore Enterprises, Inc. completed a disposition involving Smith Japan Holdings KK for ¥1,800,418,650 (equivalent to approximately $12 million) (closed 2025-10-31).

“of HeartCore Inc., a wholly owned subsidiary of the Company (“HeartCore Japan”). Pursuant to the terms of the Purchase Agreement, the purchase price of the Share Purchase is ¥1,800,418,650 (equivalent to approximately $12 million, based on the October 24, 2025 Federal Reserve conversion rate of ¥152.82 = USD $1) (the “Purchase Price”), subject to adjustment as set”
M&A Transactions

HeartCore Enterprises, Inc. completed a disposition involving Smith Japan Holdings KK for ¥1,800,418,650 (equivalent to approximately $12 million) (closed 2025-10-31).

“of HeartCore Inc., a wholly owned subsidiary of the Company (“HeartCore Japan”). Pursuant to the terms of the Purchase Agreement, the purchase price of the Share Purchase is ¥1,800,418,650 (equivalent to approximately $12 million, based on the October 24, 2025 Federal Reserve conversion rate of ¥152.82 = USD $1) (the “Purchase Price”), subject to adjustment as set”
Governance Changes

HeartCore Enterprises, Inc.: Filed Certificate of Designations for Series A Convertible Preferred Stock, establishing terms including liquidation preference, conversion rights, and dividend provisions (effective 2025-06-30).

“On June 30, 2025, the Company filed a Certificate of Designations of Preferences, Rights and Limitations of the Series A Convertible Preferred Stock ("Certificate of Designations") with the Secretary of State of the State of Delaware.”
Governance Changes

HeartCore Enterprises, Inc.: Filed Certificate of Designations for Series A Convertible Preferred Stock (effective 2025-06-30).

“On June 30, 2025, the Company filed a Certificate of Designations of Preferences, Rights and Limitations of the Series A Convertible Preferred Stock (“Certificate of Designation”) with the Secretary of State of the State of Delaware.”
Listing & Compliance Notices

HeartCore Enterprises, Inc. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)).

“May 24, 2025, HeartCore Enterprises, Inc. (the “Company”) received written notice (the “Stockholders’ Equity Notice”) from the Listing Qualifications Department (the “Nasdaq Staff”) of The Nasdaq Stock Market (“Nasdaq”) indicating that the Company is not in compliance with the $2,500,000 minimum stockholders’ equity requirement set forth in Nasdaq Listing Rule 5550(b) (the “Minimum Stockholders’ Equity Requirement”) for continued listing on the Nasdaq Capital Market. Additionally, the Nasdaq Staff noted that the Company does not meet the alternatives of market value of listed securities or net”
Listing & Compliance Notices

HeartCore Enterprises, Inc. received a nasdaq noncompliance notice notice regarding minimum bid price (rules 5550(a)(2)).

“May 6, 2025, HeartCore Enterprises, Inc. (the “Company”) received written notice (the “Bid Price Notice”) from the Nasdaq Listing Qualifications Department (the “Nasdaq Staff”) indicating that the Company is not in compliance with the $1.00 minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”) for continued listing on the Nasdaq Capital Market. The notification of noncompliance has no immediate effect on the listing or trading of the Company’s common stock on the Nasdaq Capital Market under the symbol “HTCR,” and the Company is currentl”
Earnings Releases

HeartCore Enterprises, Inc. reported the first quarter ended March 31, 2024 results: revenue $5.0 million, net income Net loss was about $1.5 million, EPS $(0.06) per diluted share.

“Revenues were $5.0 million compared to $8.7 million in the same period last year.”
Earnings Releases

HeartCore Enterprises, Inc. reported financial results for fourth quarter and full year ended December 31, 2023.

“On April 8, 2024, HeartCore Enterprises, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal year ended December 31, 2023.”
Material Agreements

HeartCore Enterprises, Inc. entered into Jyo Agreement with Jyo Co., Ltd. valued at $750,000 (effective 2024-02-23).

“On February 23, 2024 (the “Jyo Effective Date”), HeartCore Enterprises, Inc. (the “Company”) entered into a Service Agreement (the “Jyo Agreement”) by and between the Company and Jyo Co., Ltd., a Japanese corporation (“Jyo”).”
Earnings Releases

HeartCore Enterprises, Inc. reported the nine months ended September 30, 2023 results: revenue $18.5 million, net income Net loss was about $1.8 million or $(0.07) per diluted share, EPS $(0.07) per diluted share.

“doubled compared to Q3 2022. ● Consulting services revenues were only approximately $612,000, as client IPOs have been moved to Q4 2023. ● Year-to-Date 2023 revenue of $18.5 million, 172% higher than Q3 2022. ● Year-to-Date 2023 Net Loss of $1.8 million, or $(0.07) per share. ● Launched its digital experience platform, Daishiwake platform into the U.S. and”
Earnings Releases

HeartCore Enterprises, Inc. reported the third quarter ended September 30, 2023 results: revenue $4.7 million, net income Net loss was $2.5 million or $(0.11) per diluted share, EPS $(0.11) per diluted share.

“company based in Tokyo, reported financial results for the third quarter ended September 30, 2023. Third Quarter 2023 and Recent Operational Highlights ● Q3 2023 Revenue of $4.7 million, 150% higher than Q3 2022. ● Enterprise software revenue doubled compared to Q3 2022. ● Consulting services revenues were only approximately $612,000, as client IPOs have been”

Yoshitomo Yamano resigned as Director at HeartCore Enterprises, Inc..

“On November 2, 2023, Yoshitomo Yamano resigned as a member of the Company's Board of Directors, effective immediately.”
Listing & Compliance Notices

HeartCore Enterprises, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“October 26, 2023, HeartCore Enterprises, Inc. (the “Company”) received written notice (the “Bid Price Notice”) from the Nasdaq Listing Qualification Department (the “Nasdaq Staff”) indicating that the Company is not in compliance with the $1.00 minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”) for continued listing on the Nasdaq Capital Market. The notification of noncompliance has no immediate effect on the listing or trading of the Company’s common stock on the Nasdaq Capital Market under the symbol “HTCR,” and the Company is curr”
Material Agreements

HeartCore Enterprises, Inc. entered into At The Market Offering Agreement with H.C. Wainwright & Co., LLC valued at $1,988,229 (effective 2023-10-23).

“On October 23, 2023, HeartCore Enterprises, Inc. (the “Company”) entered into the At The Market Offering Agreement (the “Agreement”) by and between the Company and H.C. Wainwright & Co., LLC (the “Manager”), as sales agent.”
Material Agreements

HeartCore Enterprises, Inc. terminated Common Stock Sales Agreement with Sutter Securities, Inc. valued at Termination of Common Stock Sales Agreement (effective 2023-10-21).

“On October 11, 2023, HeartCore Enterprises, Inc. (the “Company”) delivered written notice to Sutter Securities, Inc. (“Sutter”) that the Company was terminating the Common Stock Sales Agreement, dated May 29, 2023, by and between the Company and Sutter (the “Sales Agreement”), in accordance with its terms, which termination will be effective on October 21, 2023.”

Koji Sato was elected as Director at HeartCore Enterprises, Inc..

“Also on September 29, 2023, the Company entered into an Independent Director Agreement (the “Director Agreement”) with Mr. Sato.”
Material Agreements

HeartCore Enterprises, Inc. entered into GATES Agreement with GATES GROUP Inc. valued at $600,000 (effective 2023-10-02).

“On October 2, 2023 (the “GATES Effective Date”), HeartCore Enterprises, Inc. (the “Company”) entered into a Service Agreement (the “GATES Agreement”) by and between the Company and GATES GROUP Inc., a Japanese corporation (“GATES”).”
Shareholder Votes

HeartCore Enterprises, Inc. shareholders approved Ratification of the Company’s Independent Auditors at the 2023-09-29 meeting.

“Stockholders ratified the appointment of MaloneBailey, LLP as the independent auditors of the Company for the fiscal year ending December 31, 2023, in accordance with the voting results listed below.”
Shareholder Votes

HeartCore Enterprises, Inc. shareholders approved Approval of HeartCore Enterprises, Inc. 2023 Equity Incentive Plan at the 2023-09-29 meeting.

“Stockholders approved the HeartCore Enterprises, Inc. 2023 Equity Incentive Plan, in accordance with the voting results listed below.”
Shareholder Votes

HeartCore Enterprises, Inc. shareholders approved Election of Directors at the 2023-09-29 meeting.

“Each of the following seven nominees was elected to the Company’s Board of Directors, in accordance with the voting results listed below, to serve for a term of one year, until the next annual meeting of stockholders and until their successors have been duly elected and have qualified.”
Debt Financings

HeartCore Enterprises, Inc. incurred loan of $400,000 with Sigmaways, Inc. at 0.1% per annum, simple interest maturing September 1, 2026.

“On September 1, 2023, Sigmaways issued to the Company the Sigmaways Note in the principal amount of $400,000. The Sigmaways Note bears interest at the rate of 0.1% per annum, simple interest, and has a maturity date of September 1, 2026.”
Material Agreements

HeartCore Enterprises, Inc. entered into Loan and NPA with Sigmaways, Inc., a 51% owned subsidiary of the Company ('Sigmaways') valued at $400,000 (effective 2023-09-01).

“On September 1, 2023, HeartCore Enterprises, Inc. (the “Company”) entered into a loan and note purchase agreement (the “Loan and NPA”) with Sigmaways, Inc., a 51% owned subsidiary of the Company (“Sigmaways”). Pursuant to the terms of the Loan and NPA, the Company agreed to loan to Sigmaways $400,000 (the “Loan”), which Loan will be evidenced by a promissory note between the Company and Sigmaways (the “Sigmaways Note”).”
Earnings Releases

HeartCore Enterprises, Inc. reported the six months ended June 30, 2023 results: revenue $13.8 million, net income Net income was about $785,000 or $0.05 per diluted share, EPS $0.05 per diluted share.

“30, 2023, the Company had cash and cash equivalents of $4.2 million compared to $7.2 million in December 31, 2022. Six Months 2023 Financial Results Revenues increased 180% to $13.8 million compared to $4.9 million in the same period last year. The increase was primarily due to increased revenue from customized software development and services as a result of”
Earnings Releases

HeartCore Enterprises, Inc. reported the second quarter ended June 30, 2023 results: revenue $5.1 million, net income $1.0 million or $(0.04) per diluted share, EPS $(0.04) per diluted share.

“encouraged by the results we’ve generated year to date and expect an even stronger end to the calendar year.” Second Quarter 2023 Financial Results Revenues increased 91% to $5.1 million compared to $2.7 million in the same period last year. The increase was primarily due to increased revenue from customized software development and services as a result of”

Heather Marie Neville was named as Director at HeartCore Enterprises, Inc..

“expanded the size of the Board from eight persons to nine persons, and named Heather Marie Neville to serve as a member of the Board”
Material Agreements

HeartCore Enterprises, Inc. entered into Common Stock Sales Agreement with Sutter Securities, Inc. valued at up to $5,000,000 (effective 2023-05-29).

“On May 29, 2023, HeartCore Enterprises, Inc. (the “Company”) entered into that Common Stock Sales Agreement (the “Agreement”) by and between the Company and Sutter Securities, Inc. (the “Sales Agent”). Pursuant to the terms of the Agreement, the parties agreed that, from time to time during the term of the Agreement, the Company would issue and sell through the Sales Agent common stock of the Company having an aggregate offering price of up to $5,000,000 (the “Placement Shares”).”
Earnings Releases

HeartCore Enterprises, Inc. reported the first quarter ended March 31, 2023 results: revenue $8.7 million, net income $1.8 million, EPS $0.10 per diluted share.

“I am very confident in our team’s ability to make 2023 the strongest year for HeartCore across several measures.” First Quarter 2023 Financial Results Revenues increased 284% to $8.7 million compared to $2.3 million in the same period last year. The increase was primarily due to the expansion of the Go IPO business, as a growing number of Japanese venture companies”
Material Agreements

HeartCore Enterprises, Inc. entered into Note Purchase Agreement with ZEROSPO valued at $300,000 (effective 2023-05-02).

“On May 2, 2023, HeartCore Enterprises, Inc. (the “Company”) entered into that certain Note Purchase Agreement by and between the Company and ZEROSPO. Pursuant to the terms of the Note Purchase Agreement, ZEROSPO agreed to issue and sell to the Company, and the Company agreed to purchase, a promissory note in the principal amount of $300,000 (the “Note”).”
Material Agreements

HeartCore Enterprises, Inc. amended Amendment No. 2 with Sigmaways, Inc. and Prakash Sadasivam valued at $1,000,000 (effective 2023-02-01).

“On February 1, 2023, the Company, Sigmaways and Mr. Sadasivam entered into Amendment No. 2 (“Amendment No. 2”) to the Sigmaways Agreement.”

Prakash Sadasivam was appointed as Director at HeartCore Enterprises, Inc..

“the Board expanded the size of the Board from seven persons to eight persons, and named Mr. Sadasivam to serve as a member of the Board”

Prakash Sadasivam was appointed as Chief Strategy Officer at HeartCore Enterprises, Inc..

“On February 1, 2023, Mr. Sadasivam was appointed to serve as the Company’s Chief Strategy Officer.”
Material Agreements

HeartCore Enterprises, Inc. entered into rYojbaba Warrant with RYojbaba Inc. (effective 2023-04-04).

“(b) Issuance by rYojbaba to the Company of a warrant (the “rYojbaba Warrant”), deemed fully earned and vested as of the rYojbaba Effective Date, to acquire a number of shares of capital stock of rYojbaba, to initially be equal to 3% of the fully diluted share capital of rYojbaba as of the rYojbaba Effective Date, subject to adjustment as set forth in the rYojbaba Consulting Agreement and the rYojbaba Warrant.”
Material Agreements

HeartCore Enterprises, Inc. entered into rYojbaba Consulting Agreement with RYojbaba Inc. valued at $500,000 (effective 2023-04-04).

“On April 4, 2023 (the “rYojbaba Effective Date”), HeartCore Enterprises, Inc. (the “Company”) entered into a Consulting and Services Agreement (the “rYojbaba Consulting Agreement”) by and between the Company and RYojbaba Inc., a Japanese corporation (“rYojbaba”).”
Earnings Releases

HeartCore Enterprises, Inc. reported full year ended December 31, 2022 results: revenue $8.8 million, net income $6.7 million (net loss), EPS $0.37 per diluted share (net loss).

“share last year. The increase in net loss was primarily due to an increase in operating expenses and a decrease in revenues. Full Year 2022 Financial Results Revenues were $8.8 million compared to $10.8 million last year. The decrease in revenues was primarily due to a large, five-year CXM contract being renewed in 2021 and the ongoing depreciation of the”
Earnings Releases

HeartCore Enterprises, Inc. reported fourth quarter ended December 31, 2022 results: revenue $2.0 million, net income $1.4 million, or $0.08 per diluted share (net loss), EPS $0.08 per diluted share (net loss).

“full year as a publicly traded company on the Nasdaq on a high note and expect 2023 to be an inflection point for HeartCore.” Fourth Quarter 2022 Financial Results Revenues were $2.0 million compared to $2.4 million in the same period last year. The decrease in revenues was due to lower sales of on-premise software and the effects of turbulence within the broader”
M&A Transactions

HeartCore Enterprises, Inc. completed an acquisition involving Sigmaways, Inc. and Prakash Sadasivam (closed 2023-02-01).

“On February 1, 2023, the acquisition of 51% of Sigmaways’ outstanding shares by the Company (the “Acquisition”) closed.”
Material Agreements

HeartCore Enterprises, Inc. amended Amendment No. 2 with Sigmaways, Inc. and Prakash Sadasivam valued at $1,000,000 (effective 2023-02-01).

“On February 1, 2023, the Company, Sigmaways and Mr. Sadasivam entered into Amendment No. 2 (“Amendment No. 2”) to the Sigmaways Agreement.”

Prakash Sadasivam was appointed as Member of the Board of Directors at HeartCore Enterprises, Inc..

“In addition, on February 1, 2023, the Board expanded the size of the Board from seven persons to eight persons, and named Mr. Sadasivam to serve as a member of the Board, to fill the vacancy created by the increase in the size of the Board.”

Prakash Sadasivam was appointed as Chief Strategy Officer at HeartCore Enterprises, Inc..

“On February 1, 2023, Mr. Sadasivam was appointed to serve as the Company’s Chief Strategy Officer.”
M&A Transactions

HeartCore Enterprises, Inc. completed an acquisition involving Prakash Sadasivam for $1,000,000 (closed 2023-02-01).

“things, the Company agreed, in exchange for the Sigmaways shares, to (i) issue to Mr. Sadasivam 2,000,000 shares of the Company’s common stock, (ii) pay to Mr. Sadasivam $1,000,000 (the “Cash Purchase Price”); and (iii) issue to Mr. Sadasivam a common stock purchase warrant (the “Warrant”) to acquire 1,900,000 shares of the Company’s common stock. In”
Material Agreements

HeartCore Enterprises, Inc. amended Amendment No. 2 with Sigmaways, Inc. and Prakash Sadasivam (effective 2023-02-01).

“On February 1, 2023, the Company, Sigmaways and Mr. Sadasivam entered into Amendment No. 2 (“Amendment No. 2”) to the Sigmaways Agreement.”

Prakash Sadasivam was appointed as Member of the Board of Directors at HeartCore Enterprises, Inc..

“the Board expanded the size of the Board from seven persons to eight persons, and named Mr. Sadasivam to serve as a member of the Board”

Prakash Sadasivam was appointed as Chief Strategy Officer at HeartCore Enterprises, Inc..

“Mr. Sadasivam was appointed to serve as the Company's Chief Strategy Officer.”
Material Agreements

HeartCore Enterprises, Inc. entered into BloomZ Consulting Agreement with kk.BloomZ valued at $500,000 (effective 2023-01-11).

“On January 11, 2023 (the “Effective Date”), HeartCore Enterprises, Inc. (the “Company”) entered into a Consulting and Services Agreement (the “BloomZ Consulting Agreement”) by and between the Company and kk.BloomZ, a Japanese corporation (“BloomZ”).”
Material Agreements

HeartCore Enterprises, Inc. entered into SBC Consulting Agreement with SBC Medical Group, Inc. (SBC Medical) valued at $900,000 (effective 2022-11-18).

“On November 18, 2022 (the “Effective Date”), the Company entered into a Consulting and Services Agreement (the “SBC Consulting Agreement”) by and between the Company and SBC Medical Group, Inc., a Japanese corporation (“SBC Medical”).”
Material Agreements

HeartCore Enterprises, Inc. amended Amendment No. 2 to the Consulting Agreement with SYLA Technologies Co., Ltd. (SYLA) (effective 2022-11-15).

“On November 15, 2022, the Company and SYLA entered into Amendment No. 2 to the Consulting Agreement (“Amendment No. 2”).”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.