Source-grounded facts extracted from Netcapital Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
Netcapital Inc. incurred convertible notes of $290,000 with FirstFire Global Opportunities Fund, LLC at 12% of the principal amount maturing June 9, 2027.
“the Company issued and delivered to FirstFire a promissory note dated June 9, 2026 in the principal amount of $290,000 (the “Note”)”
Netcapital Inc. entered into Securities Purchase Agreement with FirstFire Global Opportunities Fund, LLC valued at $290,000 (effective 2026-06-09).
“On June 10, 2026, Netcapital Inc. (the “Company”) closed the transactions contemplated by a Securities Purchase Agreement (the “Purchase Agreement”), dated as of June 9, 2026, with FirstFire Global Opportunities Fund, LLC, a Delaware limited liability company (“FirstFire”).”
Netcapital Inc. issued convertible note to Vanquish Funding Group Inc. for purchase price of $157,000.
“On June 5, 2026, Netcapital Inc. (the “Company”) entered into a Securities Purchase Agreement, dated June 4, 2026 (the “Purchase Agreement”), with Vanquish Funding Group Inc., a Virginia corporation (the “Buyer”), pursuant to which the Company issued to the Buyer a promissory note in the principal amount of $182,120 (the “Note”) for a purchase price of $157,000”
Netcapital Inc. incurred loan of $182,120 with Vanquish Funding Group Inc. at 13% maturing March 30, 2027.
“On June 5, 2026, Netcapital Inc. (the “Company”) entered into a Securities Purchase Agreement, dated June 4, 2026 (the “Purchase Agreement”), with Vanquish Funding Group Inc., a Virginia corporation (the “Buyer”), pursuant to which the Company issued to the Buyer a promissory note in the principal amount of $182,120 (the “Note”) for a purchase price of $157,000, reflecting an original issue discount of $25,120.”
Netcapital Inc. entered into Securities Purchase Agreement with Vanquish Funding Group Inc. valued at $182,120 (effective 2026-06-05).
“On June 5, 2026, Netcapital Inc. (the “Company”) entered into a Securities Purchase Agreement, dated June 4, 2026 (the “Purchase Agreement”), with Vanquish Funding Group Inc., a Virginia corporation (the “Buyer”), pursuant to which the Company issued to the Buyer a promissory note in the principal amount of $182,120 (the “Note”) for a purchase price of $157,000, reflecting an original issue discount of $25,120.”
Netcapital Inc. issued 125,000 shares of common stock of warrant to Labrys Fund II, L.P..
“and a common stock purchase warrant dated June 3, 2026 to purchase 125,000 shares of the Company’s common stock, par value $0.001 per share, at an initial exercise price of $0.50 per share”
Netcapital Inc. issued convertible note to Labrys Fund II, L.P. for $125,000 purchase price.
“and delivered to Labrys a promissory note dated June 3, 2026 in the principal amount of $145,000 (the “Note”) and a common stock purchase warrant dated June 3, 2026 to purchase 125,000 shares of the Company’s common stock, par value $0.001 per share, at an initial exercise price of $0.50 per share (the “Warrant,” and together with the Note, the shares issuable”
Netcapital Inc. incurred loan of $145,000 with Labrys Fund II, L.P. at 12% of the principal amount, or $17,400, earned in full as of June 3, 2026 maturing June 3, 2027.
“On June 4, 2026, the transaction closed upon the Company’s receipt of the purchase price, and the Company issued and delivered to Labrys a promissory note dated June 3, 2026 in the principal amount of $145,000 (the “Note”)”
Netcapital Inc. entered into Securities Purchase Agreement and related Promissory Note and Warrant with Labrys Fund II, L.P. valued at $145,000 principal promissory note, $125,000 purchase price, $111,250 net proceeds received, warrant (effective 2026-06-04).
“On June 4, 2026, Netcapital Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) dated as of June 3, 2026 with Labrys Fund II, L.P., a Delaware limited partnership (“Labrys”). On June 4, 2026, the transaction closed upon the Company’s receipt of the purchase price, and the Company issued and delivered to Labrys a promissory note dated June 3, 2026 in the principal amount of $145,000 (the “Note”) and a common stock purchase warrant dated June 3, 2026 to purchase 125,000 shares of the Company’s common stock, par value $0.001 per share, at an initial exercise price of $0.50 per share (the “Warrant,” and together with the Note, the shares issuable upon conversion of the Note and the shares issuable upon exercise of the Warrant, the “Securities”).”
Netcapital Inc. issued preferred stock.
“On May 27, 2026, the Board of Directors of Netcapital Inc. approved the issuance of shares of the Company’s Series A Convertible Preferred Stock in connection with the Company’s acquisition of assets related to the NetNudge AI Agent Platform from Codesharp Corporation.”
Netcapital Inc. issued up to an additional 600,000 shares of Series A Convertible Preferred Stock of preferred stock to Codesharp Corporation for $1,800,000 maximum aggregate stated value.
“Accordingly, the initial stated value of the consideration is $900,000, and the maximum stated value of the Series A Convertible Preferred Stock issuable in the transaction is $1,800,000. The securities were issued in a transaction not registered under the Securities Act of 1933, as amended (the “Securities Act”). The Company relied on the exemption from”
Netcapital Inc. issued 600,000 shares of Series A Convertible Preferred Stock of preferred stock to Codesharp Corporation for $900,000 initial stated value.
“in Item 1.01 is achieved. Each share of Series A Convertible Preferred Stock has a stated value of $1.50 per share. Accordingly, the initial stated value of the consideration is $900,000, and the maximum stated value of the Series A Convertible Preferred Stock issuable in the transaction is $1,800,000. The securities were issued in a transaction not registered”
Netcapital Inc. entered into Asset Purchase Agreement with Codesharp Corporation (effective 2026-05-22).
“On May 22, 2026, Netcapital Inc. (the “Company”) entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Codesharp Corporation, a Canadian corporation (the “Seller”), pursuant to which the Company acquired substantially all of the Seller’s assets related to the NetNudge AI Agent Platform, other than excluded assets.”
Netcapital Inc. entered into Securities Purchase Agreement with Labrys Fund II, L.P. valued at $290,000 (effective 2026-05-12).
“On May 12, 2026, Netcapital Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Labrys Fund II, L.P., a Delaware limited partnership (“Labrys”), pursuant to which the Company issued to Labrys a promissory note in the principal amount of $290,000”
Netcapital Inc. incurred loan of $290,000 with Labrys Fund II, L.P. at 12% of the principal amount, or $34,800 maturing May 12, 2027.
“On May 12, 2026, Netcapital Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Labrys Fund II, L.P., a Delaware limited partnership (“Labrys”), pursuant to which the Company issued to Labrys a promissory note in the principal amount of $290,000 (the “Note”)”
Netcapital Inc. issued convertible note to Vanquish Funding Group Inc. for aggregate purchase price of $125,000.
“On April 26, 2026, Netcapital Inc. (the “Company”) entered into two Securities Purchase Agreements with Vanquish Funding Group Inc., a Virginia corporation, pursuant to which the Company issued two promissory notes in the aggregate principal amount of $144,550 for an aggregate purchase price of $125,000, reflecting an aggregate original issue discount of $19,550.”
Netcapital Inc. incurred loan of $300,000 with Netcapital Systems LLC at 8% per annum maturing September 30, 2026.
“On April 30, 2026, the Company also issued one unsecured, non-convertible promissory note in the total principal amount of $300,000, for gross proceeds of $150,000, reflecting a 50% original issue discount.”
Netcapital Inc. incurred loan of $144,550 with Vanquish Funding Group Inc. at 14% maturing February 28, 2027.
“On April 26, 2026, Netcapital Inc. (the “Company”) entered into two Securities Purchase Agreements with Vanquish Funding Group Inc., a Virginia corporation, pursuant to which the Company issued two promissory notes in the aggregate principal amount of $144,550 for an aggregate purchase price of $125,000, reflecting an aggregate original issue discount of $19,550.”
Netcapital Inc. entered into a credit facility with Netcapital Systems LLC valued at total principal amount of $300,000 (effective 2026-04-30).
“On April 30, 2026, the Company also issued one unsecured, non-convertible promissory note in the total principal amount of $300,000, for gross proceeds of $150,000, reflecting a 50% original issue discount.”
Netcapital Inc. entered into Securities Purchase Agreements with Vanquish Funding Group Inc. valued at aggregate principal amount of $144,550 (effective 2026-04-26).
“On April 26, 2026, Netcapital Inc. (the “Company”) entered into two Securities Purchase Agreements with Vanquish Funding Group Inc., a Virginia corporation, pursuant to which the Company issued two promissory notes in the aggregate principal amount of $144,550 for an aggregate purchase price of $125,000, reflecting an aggregate original issue discount of $19,550.”
Netcapital Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
“February 4, 2026, Netcapital Inc. (the “Company”) was notified (the “Notification Letter”) by The Nasdaq Stock Market, LLC (“Nasdaq”) that it is not in compliance with the minimum bid price requirements set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market. Nasdaq Listing Rule 5550(a)(2) requires listed securities to maintain a minimum bid price of $1.00 per share, and Nasdaq Listing Rule 5810(c)(3)(A) provides that a failure to meet the minimum bid price requirement exists if the deficiency continues for a period of 30 consecutive business days. Based”
Netcapital Inc. entered into Asset Purchase Agreement with Iverson Design, LLC valued at 980,000 shares of the Company’s common stock (effective 2026-01-02).
“On January 2, 2026, Netcapital Inc., a Utah corporation (the “Company”), entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) by and among the Company, Iverson Design, LLC, a Massachusetts limited liability company (the “Seller”), and Michael Iverson, as the Seller’s manager and sole member (collectively, the “Seller Parties”).”
Netcapital Inc. entered into CEO Separation, Severance and Consulting Agreement with Martin Kay valued at One-time severance payment of $98,750; all options fully vested; consulting payments of $10,000/mont (effective 2025-12-03).
“On December 3, 2025, Martin Kay entered into a CEO Separation, Severance and Consulting Agreement (the “Separation Agreement”) with Netcapital Inc. (“Company”).”
Netcapital Inc. entered into Asset Purchase Agreement with Rivetz Corp. valued at 950,000 shares of common stock to be issued; assumption of specified liabilities capped at $100,000 (effective 2025-12-03).
“On December 3, 2025, Netcapital Inc., a Utah corporation (the “Company”), entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with Rivetz Corp., a Delaware corporation (“Rivetz” or the “Seller”).”
Netcapital Inc. issued 950,000 shares of the Company’s common stock of common stock to Rivetz Corp..
“the Company agreed to issue to Rivetz 950,000 shares of the Company’s common stock, par value $0.001 per share (the “Buyer Stock”).”
Netcapital Inc. announced a impairment with charges of $17,935,476.
“On April 30, 2025, Netcapital Inc. (the “Company”) conducted its quarterly evaluation of equity investments under Accounting Standards Codification (ASC) Topic 321, Investments – Equity Securities . Based on this review, the Company identified multiple investments that were impaired and recognized a total impairment expense of $17,935,476.”
Netcapital Inc. incurred loan of $181,540 with 1800 Diagonal Lending LLC at 12% maturing January 30, 2026.
“Netcapital Inc. (the “Company”) entered into a Securities Purchase Agreement with 1800 Diagonal Lending LLC (the “Lender”), pursuant to which the Company issued a promissory note in the principal amount of $181,540 (the “Note”).”
Netcapital Inc.: Filed articles of amendment to authorize 10,000,000 shares of blank check preferred stock (effective 2025-03-25).
“On March 25, 2025, Netcapital Inc. (the “Company”) filed articles of amendment (the “Articles of Amendment”) to the Company’s Articles of Incorporation, as amended, with the Utah Department of Commerce, Division of Corporations and Commercial Code to authorize 10,000,000 shares of “blank check” preferred stock.”
Netcapital Inc. entered into Riss Purchase Agreement with Paul Riss valued at $58,524 (effective 2024-04-24).
“On April 24, 2024, the Company entered into a Stock Purchase Agreement (the “ Riss Purchase Agreement ”) with Paul Riss, a member of the board of directors of Netcapital Funding Portal, Inc. which is a wholly-owned subsidiary of the Company for the issuance and sale in a private placement (the “ Private Placement ”) of: 442,024 shares (the “ Riss Shares ”) of the Company’s common stock, par value $0.001 per share (“ Common Stock ”), at a price per share of $0.1324 (which price represents the “Minimum Price” under Nasdaq Rule 5635(d)), in consideration of Mr. Riss’ cancellation of $58,524 of outstanding indebtedness owed to him by the Company.”
Netcapital Inc. entered into Geary Purchase Agreement with Steven Geary valued at $31,680 (effective 2024-04-24).
“On April 24, 2024, Netcapital Inc. (the “ Company ”) entered into a Stock Purchase Agreement (the “ Geary Purchase Agreement ”) with Steven Geary, a member of the Company’s board of directors for the issuance and sale in a private placement (the “ Private Placement ”) of: 239,274 shares (the “ Geary Shares ”) of the Company’s common stock, par value $0.001 per share (“ Common Stock ”), at a price per share of $0.1324 (which price represents the “Minimum Price” under Nasdaq Rule 5635(d)), in consideration of Mr. Geary’s cancellation of $31,680 of outstanding indebtedness owed to him by the Company.”
Netcapital Inc. reported first nine months of fiscal year 2024 ended January 31, 2024 results: revenue $4.6 million, EPS ($0.25) per diluted share.
“Revenues decreased by approximately 14% year-over-year to $4.6 million, compared to revenue of $5.4 million in the first nine months of fiscal year 2023.”
Netcapital Inc. reported third quarter of fiscal year 2024 ended January 31, 2024 results: revenue $1.0 million, EPS ($0.19) per diluted share.
“Revenues decreased by approximately 54% year-over-year to $1.0 million, compared to revenue of $2.3 million in the third quarter of fiscal year 2023.”
Netcapital Inc. received a nasdaq extension granted notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
“February 29, 2024, the Company received a letter (the “Extension Notice”) from Nasdaq notifying the Company that its request for an extension to regain compliance with the minimum bid price requirement has been granted, and the Company has an additional 180 calendar days, or until August 26, 2024, to regain compliance with the minimum bid price requirement. Nasdaq’s determination was based on the Company meeting the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on the Nasdaq Capital Market with the exception of”
Netcapital Inc. shareholders approved Authorization for adjournment of the Special Meeting if necessary to solicit additional proxies at the 2024-02-23 meeting.
“Proposal No. 2 – Adjournment Proposal The authorization for the adjournment of the Special Meeting if necessary or appropriate, including to solicit additional proxies in the event that there are not sufficient votes at the time of the Special Meeting or adjournment or postponement thereof to approve any of the foregoing proposals was approved.”
Netcapital Inc. shareholders approved Issuance of common stock purchase warrants and placement agent warrants in connection with the Company's December 2023 public offering, including shares issuable upon exercise, in accordance with Nasdaq Listing Rule 5635(d) at the 2024-02-23 meeting.
“Proposal No. 1 – Warrant Shareholder Approval Proposal The issuance of common stock purchase warrants and placement agent warrants issued in connection with the Company’s December 2023 public offering, including shares of common stock issuable upon exercise of such common stock purchase warrants and placement agent warrants, in accordance with Nasdaq Listing Rule 5635(d) was approved.”
Netcapital Inc. reported second quarter of fiscal year 2024 ended October 31, 2023 results: revenue $2.0 million, EPS $0.04 per share.
“company, and EarthGrid PBC, a plasma boring technology company.” Second Quarter Fiscal 2024 Financial Highlights ● Revenues grew by approximately 15% year-over year to $2.0 million, compared to revenue of $1.8 million in the second quarter of fiscal year 2023. ● Funding portal revenues increased approximately 151% year-over-year to $462,706, compared to”
Netcapital Inc. shareholders approved Ratification of the appointment of Fruci & Associates II, PLLC as the Company's accounting firm for the fiscal year ending April 30, 2024 at the 2023-11-21 meeting.
“The appointment of Fruci & Associates II, PLLC as the Company's accounting firm for the fiscal year ending April 30, 2024 was ratified.”
Netcapital Inc. shareholders approved Election of directors Martin Kay, Cecilia Lenk, Avi Liss, Steven Geary and Arnold Scott at the 2023-11-21 meeting.
“Martin Kay, Cecilia Lenk, Avi Liss, Steven Geary and Arnold Scott were elected to serve until the Company's next annual meeting of stockholders or until their successors are elected and qualified, or until their earlier death, resignation or removal.”
Netcapital Inc. reported the first quarter of fiscal year 2024 ended July 31, 2023 results: revenue $1.5 million, net income net loss of approximately $492,000, EPS $0.07.
“to support the continued growth of both our investor and issuer communities.” First Quarter Fiscal 2024 Financial Highlights ● Revenue growth of 13% year-over-year to $1.5 million, compared to revenue of $1.3 million in the first quarter of fiscal year 2023. ● Year-over-year increase of 110% in revenue from our funding portal services, which”
Netcapital Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
“LC (“Nasdaq”) that it is not in compliance with the minimum bid price requirements set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market. Nasdaq Listing Rule 5550(a)(2) requires listed securities to maintain a minimum bid”
Netcapital Inc. reported fiscal year 2023 ended April 30, 2023 results: revenue $8.5 million, net income $2,954,972, EPS $0.63.
“our brand is well-recognized for innovation and excellence, and well-positioned for value creation.” Fiscal Year 2023 Highlights ● Revenue growth of 55% year-over-year to $8.5 million as compared to $5.5 million in fiscal 2022 ● Operating income of $2.3 million compared to an operating loss of $1.0 million in fiscal year 2022 ● Paid down $1”
Netcapital Inc. entered into Underwriting Agreement with ThinkEquity LLC valued at approximately $1,207,500 (effective 2023-07-19).
“On July 19, 2023 (the “Effective Date”), Netcapital Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with ThinkEquity LLC (“ThinkEquity”), as representative of the several underwriters listed on Schedule I thereto, relating to the public offering (the “Offering”) of 1,725,000 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at a price to the public of $0.70 per Share (the “Offering Price”).”
Netcapital Inc. reported the fiscal year ended April 30, 2023 results: revenue $8.3 million to $8.5 million.
“For the fiscal year 2023, we estimate that our net sales will range from $8.3 million to $8.5 million”
Netcapital Inc. reported fiscal year 2023 results: revenue from $8.3 million to $8.5 million.
“For the fiscal year 2023, we estimate that our net sales will range from $8.3 million to $8.5 million, an increase of approximately $2.9 million, or 53%, using the midpoint of the estimated net sales range when compared with net sales of $5.5 million for the fiscal year ended April 30, 2022 (“fiscal year 2022”).”
Netcapital Inc. shareholders approved To approve the adoption of the Netcapital Inc. 2023 Omnibus Equity Incentive Plan at the 2023-03-28 meeting.
“Item 5.07 Submission of Matters to a Vote of Security Holders. On March 28, 2023, Netcapital Inc. (the “Company”) held a special meeting of stockholders, (the “Special Meeting”). The stockholders considered, voted, and approved the proposal to adopt the Company’s 2023 Omnibus Equity Incentive Plan, which is described in more detail in the definitive proxy statement filed by the Company with the Securities and Exchange Commission on February 10, 2023. The results detailed below represent the final voting results as certified by the Inspector of Elections: Proposal 1. To approve the adoption of the Netcapital Inc. 2023 Omnibus Equity Incentive Plan: For Against Abstentions Broker Non-Votes 2,938,971 214,681 43 0”
Netcapital Inc. entered into Software License and Services Agreement with Templum, Inc. valued at Implementation fee upon signing; discounted license fee in year 1, standard license fee in years 2 a (effective 2023-01-02).
“On January 2, 2023, Netcapital Systems LLC (“Systems”), a Utah limited liability company and wholly owned subsidiary of Netcapital Inc. (the “Company”) entered into a software license and services agreement (“Agreement”) with Templum, Inc. (“Templum”), a company that provides capital markets infrastructure for trading private equity securities.”
Netcapital Inc. entered into Underwriting Agreement with ThinkEquity LLC (effective 2022-12-13).
“On December 13, 2022 (the “Effective Date”), Netcapital Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with ThinkEquity LLC (“ThinkEquity”), as representative of the several underwriters listed on Schedule I thereto (the “Underwriters”), relating to the public offering (the “Offering”) of 1,247,000 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at a price to the public of $1.40 per Share (the “Offering Price”).”
Netcapital Inc. reported financial results for the period ended October 31, 2022.
“On December 12, 2022, Netcapital Inc. (the “Company”) issued a press release announcing financial results for the period ended October 31, 2022.”
Cecilia Lenk was appointed as President at Netcapital Inc..
“On June 23, 2022, the Company appointed Cecilia Lenk to the position of President to serve until her successor is appointed.”
Martin Kay was appointed as Director at Netcapital Inc..
“Effective May 15, 2022, the Board of Directors (the “Board”) of Netcapital Inc. (the “Company”) appointed Martin Kay to the Board to fill the vacancy created by Thomas Carmody’s death.”
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.