HIGH WIRE NETWORKS, INC. issued 46 shares of Series G Preferred Stock (including 12 shares issued as the Equity Incentive) of preferred stock to GHS Investments, LLC for $34,000 aggregate subscription amount.
“Pursuant to the Agreement, at the initial closing (the “ Initial Closing ”), the Company agreed to sell, and the Purchaser agreed to purchase, 34 shares of the Company’s Series G Preferred Stock (the “ Preferred Stock ”) at a purchase price of $1,000 per share, for an aggregate subscription amount of $34,000.”
Material Agreements
HIGH WIRE NETWORKS, INC. entered into Global Settlement and Mutual Release Agreement with Thoth Aerospace Inc., Dennis O’Leary, Mark W. Porter valued at Aggregate settlement amount of $150,000 payable in installments equal to 5% of gross proceeds from e (effective 2026-03-03).
“On March 3, 2026, in connection with the transactions contemplated by the Agreement, the Company, Thoth, the Selling Shareholder, and Mark W. Porter entered into a Global Settlement and Mutual Release Agreement (the “Settlement Agreement”).”
Material Agreements
HIGH WIRE NETWORKS, INC. entered into Securities Exchange Agreement with Thoth Aerospace Inc. valued at Issuance of 16,597,353 shares of common stock (80% of fully diluted shares) in exchange for all Thot (effective 2026-03-03).
“On March 3, 2026, High Wire Networks, Inc., a Nevada corporation (the “ Company ”), entered into a Securities Exchange Agreement (the “ Agreement ”) with Thoth Aerospace Inc., a New York corporation (“ Thoth ”), Dennis O’Leary, the sole shareholder of Thoth (the “ Selling Shareholder ”), and Mark W. Porter, the Company’s sole officer and director and a holder of shares of the Company’s Series B Preferred Stock.”
M&A Transactions
HIGH WIRE NETWORKS, INC. completed an acquisition involving Thoth Aerospace Inc. for 16,597,353 shares of common stock, representing 80% of the issued and outstanding capital stock of the Company on a fully diluted basis immediately after the Cl (closed 2026-03-03).
“2026 (the “ Closing ”), the Selling Shareholder transferred all of the issued and outstanding securities of Thoth to the Company in exchange for the issuance by the Company of 16,597,353 shares of the Company’s common stock, par value $0.00001 per share (the “ Common Stock ”), representing 80% of the issued and outstanding capital stock of the Company on a fully”
M&A Transactions
HIGH WIRE NETWORKS, INC. completed a disposition involving Tego Cyber Inc. for 250,000 shares of Tego Cyber’s Series B Preferred Stock (stated value $1.0 million) and assumption of certain liabilities (closed 2025-08-13).
“Secure Voice LLC, a subsidiary of Tego Cyber, acquired substantially all assets of Secure Voice Corp., High Wire’s wholesale voice network subsidiary, for total consideration of 250,000 shares of Tego Cyber’s Series B Preferred Stock (stated value $1.0 million) and assumption of certain liabilities.”
M&A Transactions
HIGH WIRE NETWORKS, INC. completed a disposition involving Tego Cyber Inc. for 750,000 shares of Tego Cyber’s Series B Preferred Stock (stated value $3.0 million) and assumption of certain liabilities (closed 2025-08-13).
“● OW Cyber LLC, a subsidiary of Tego Cyber, acquired substantially all assets of High Wire Networks, Inc. related to the managed cybersecurity business for total consideration of 750,000 shares of Tego Cyber’s Series B Preferred Stock (stated value $3.0 million) and assumption of certain liabilities. ● Secure Voice LLC, a subsidiary of Tego Cyber, acquired”
Governance Changes
HIGH WIRE NETWORKS, INC.: Filed Certificate of Designation for Series H Convertible Preferred Stock (effective 2025-05-22).
“On May 22, 2025, the Company filed a Certificate of Designation for the Series H Stock with the Secretary of State of the State of Nevada”
Governance Changes
HIGH WIRE NETWORKS, INC.: Increased quorum for stockholder meetings to one-third of voting power (effective 2025-03-17).
“On March 17, 2025, High Wire Networks, Inc. (the “Company”) amended and restated the Company’s Bylaws (the “Bylaws Amendment”), effective immediately, to increase the quorum needed for stockholder meetings to one-third (33.33%) of the voting power of the shares issued and outstanding and entitled to vote at a meeting of stockholders.”
Governance Changes
HIGH WIRE NETWORKS, INC.: Designated Series F Preferred Stock with conversion rights, voting rights, and dividend restrictions (effective 2025-01-13).
“The Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series F Preferred Stock of High Wire Networks, Inc. (the “COD”) with the Secretary of State of the State of Nevada on January 13, 2025.”
Auditor Changes
HIGH WIRE NETWORKS, INC. reported that prior financial statements should not be relied upon.
“On November 19, 2024, High Wire Networks, Inc. (the “Company”) determined that the Company’s interim financial statements (collectively, the “Prior Period Financial Statements”) as of and for the fiscal period ended June 30, 2024 (the “Non-Reliance Period”) included in the Company’s Quarterly Report on Form 10-Q as filed with the Securities and Exchange Commission on August 23, 2024 (the “Form 10-Q”) should no longer be relied upon.”
Edward Vasko was appointed as Chief Operations Officer at HIGH WIRE NETWORKS, INC..
“On September 19, 2024, the Board appointed Edward Vasko, the Chief Executive Officer of the Company’s Overwatch managed cybersecurity services division (“Overwatch”), to serve as Chief Operations Officer of the Company, effective immediately.”
Stephen LaMarche resigned as Chief Operations Officer at HIGH WIRE NETWORKS, INC..
“On September 19, 2024, Stephen LaMarche, the former Chief Operations Officer of High Wire Networks, Inc. (the “Company”), resigned from his position with the Company.”
Earnings Releases
HIGH WIRE NETWORKS, INC. reported the Nine Months' Ended September 30, 2023 results: revenue $22,126,822, net income $(7,595,385).
“For the Three Months’ Ended September 30, 2023 For the Nine Months’ Ended September 30, 2023 Revenue $ 6,021,585 $ 22,126,822 Net (loss) from Operations $ (2,618,882 ) $ (7,469,518 ) Net (loss) attributable to High Wire Networks, Inc. common shareholders $ (2,111,094 ) $ (7,595,385 )”
Earnings Releases
HIGH WIRE NETWORKS, INC. reported the Three Months' Ended September 30, 2023 results: revenue $6,021,585, net income $(2,111,094).
“For the Three Months’ Ended September 30, 2023 For the Nine Months’ Ended September 30, 2023 Revenue $ 6,021,585 $ 22,126,822 Net (loss) from Operations $ (2,618,882 ) $ (7,469,518 ) Net (loss) attributable to High Wire Networks, Inc. common shareholders $ (2,111,094 ) $ (7,595,385 )”
Auditor Changes
HIGH WIRE NETWORKS, INC. reported that prior financial statements should not be relied upon.
“Restatement Process The Company’s board of directors has discussed the matters discussed above with the Company’s independent accountant (the “External Auditors”) and continues to diligently work with the External Auditors to identify and rectify these errors. The restatement process involved a thorough examination of the relevant financial data and reassessment of accounting policies. This process was carried out in accordance with generally accepted accounting principles (GAAP). Impact on Financial Statements The restatement primarily affects the following financial statements for the quarters ended March 31, 2023 and June 30, 2023: ● Consolidated Balance Sheet ● Consolidated Statement of Operations ● Consolidated Statement of Cash Flows ● Notes to Financial Statements It is noted that the restatement of the financial statements will not impact Revenue or Loss from Operations for eithe”
Debt Financings
HIGH WIRE NETWORKS, INC. incurred convertible notes of up to $5,000,000 with accredited investors at 18% per annum maturing 18 months after issuance.
“18% Senior Secured Convertible Promissory Notes having an aggregate principal amount of up to $5,000,000”
Material Agreements
HIGH WIRE NETWORKS, INC. entered into Security Agreement with the Investor, the Guarantors and the Agent (effective 2023-09-25).
“On September 25, 2023, the Company, the Investor, the Guarantors and the Agent also entered into a security agreement (the “Security Agreement”) pursuant to which the Notes are secured by a lien in, and security interest upon, and a right of set-off against all of its right, title and interest of whatsoever kind and nature in and to, all assets of the Company and the Guarantors, subject to customary and mutually agreed permitted liens.”
Material Agreements
HIGH WIRE NETWORKS, INC. entered into Securities Purchase Agreement with accredited investors valued at up to $5,000,000 (effective 2023-09-25).
“On September 25, 2023, High Wire Networks, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) pursuant to which the Company may issue to accredited investors (the “Investors”) 18% Senior Secured Convertible Promissory Notes having an aggregate principal amount of up to $5,000,000 (the “Notes”) and Common Share Purchase Warrants (the “Warrant”) to purchase up to 1,000,000 shares of common stock (“Common Stock”) of the Company per $100,000 of principal amount of the Notes (the “Warrant Shares”).”
Material Agreements
HIGH WIRE NETWORKS, INC. entered into Agreement with John Peterson valued at $100,000 (effective 2023-06-30).
“On June 30, 2023, High Wire Networks, Inc. (the “Company”) entered into an agreement (the “Agreement”) with John Peterson (“Peterson”), pursuant to which Peterson sold and the Company purchased certain intellectual property assets (the “Assets”).”
Dan Sullivan retired as Chief Financial Officer at HIGH WIRE NETWORKS, INC..
“On May 31, 2023, Dan Sullivan retired as the Chief Financial Officer of High Wire.”
Curt Smith was appointed as Chief Financial Officer at HIGH WIRE NETWORKS, INC..
“On May 31, 2023, the board of directors of High Wire Networks, Inc. (“High Wire,” “we,” “our,” or “us”) appointed Curt Smith as our chief financial officer following the retirement of Dan Sullivan.”
Material Agreements
HIGH WIRE NETWORKS, INC. entered into Agreement with ADEX Acquisition Corp. valued at approximately $11.5 million (effective 2023-03-06).
“entered into a stock purchase agreement (the “Agreement”), by and among ADEX Corporation, ADEX Canada LTD., ADEX Puerto Rico, LLC and ADEXCOMM, and ADEX Acquisition Corp., pursuant to which the Company sold to ADEX Acquisition Corp. its legacy staffing business in a transaction valued at approximately $11.5 million”
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.