Frequency Holdings (OTC: FRQN) Simplifies Disclosures With Direct OTC Reporting To Prepare For Next Steps

Rhea-AI Summary

Frequency Holdings (OTC: FRQN) filed a Form 15 on Jan 13, 2026, ending its voluntary SEC periodic-reporting election and shifting routine disclosure to direct reporting on OTC Markets. The company remains publicly traded under FRQN with a verified OTCID profile and has posted two years of recent financial statements to OTC; it plans to publish its 2025 year-end reports on OTC in the normal course. Management said the change simplifies operations, reduces annual reporting costs, and the company is evaluating electronic quoting via a registered market maker as part of plans to pursue higher-tier market eligibility and potential future SEC reporting if/when appropriate.

Positive

• Posted two years of financial statements to OTC Markets
• Plans to publish 2025 year-end reports on OTC in the normal course
• Evaluating electronic quoting via a registered market maker to improve market access
• Management cites saving six-figures annually by ending voluntary SEC reporting

Negative

• Voluntary SEC reporting cessation may delay eligibility for higher-tier exchanges until SEC filings resume
• Stopping SEC reports could reduce institutional investor interest or perceived transparency among some investors

News Market Reaction

+100.00%

1 alert

+100.00% News Effect

On the day this news was published, FRQN gained 100.00%, reflecting a significant positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Total revenue: $1,582,935 Prior-year revenue: $4,447,273 Net income: $9,479,927 +5 more

8 metrics

Total revenue $1,582,935 First nine months of 2025; down from $4,447,273 a year earlier

Prior-year revenue $4,447,273 First nine months of prior year, before 2025 decline

Net income $9,479,927 First nine months of 2025, driven by non-cash gain

Cash balance $30,155 Cash at September 30, 2025

Total liabilities $5,709,550 Liabilities at September 30, 2025

Stockholders’ deficit $5,964,281 Deficit at September 30, 2025; balance sheet remains strained

Operating cash flow -$386,418 Operating cash flow for first nine months of 2025

Potentially dilutive securities Over 16.0 billion shares As-converted basis; indicates significant overhang

Market Reality Check

Price: $0.0002 Vol: Volume 24,085,667 is belo...

low vol

$0.0002 Last Close

Volume Volume 24,085,667 is below the 20-day average of 39,960,392, suggesting no outsized trading response ahead of this disclosure shift. low

Technical Shares trade at 0.0001, sitting at the 52-week low and well below the 0.0011 52-week high; price is indicated as below the 200-day MA.

Peers on Argus

With FRQN flat on the day, peers show mixed moves: CHIF down 80%, YCRM up 28.57%...

With FRQN flat on the day, peers show mixed moves: CHIF down 80%, YCRM up 28.57%, while VEII, DLTI, and NFTFF are unchanged. This pattern does not indicate a clear, coordinated sector trend around FRQN’s reporting change.

Market Pulse Summary

The stock surged +100.0% in the session following this news. A strong positive reaction aligns with ...

Analysis

The stock surged +100.0% in the session following this news. A strong positive reaction aligns with the company’s attempt to frame the Form 15 as an efficiency move rather than a retreat from transparency. However, prior filings highlight limited cash of $30,155, a stockholders’ deficit of $5,964,281, and over 16.0 billion potentially dilutive shares, all of which could cap enthusiasm if liquidity needs resurface. Investors would need to weigh streamlined OTC reporting against balance-sheet risk and structural overhang.

Key Terms

form 15, otc markets, registered market maker, nasdaq

4 terms

form 15 regulatory

"announced that it has filed a Form 15, formally removing the Company’s voluntary"

A Form 15 is a short filing a public company uses with the U.S. Securities and Exchange Commission to stop or pause its routine public reporting requirements when it meets certain legal thresholds (such as a low number of public shareholders) or other qualifying conditions. Investors should care because filing one typically means less public financial information and lower trading liquidity—similar to a shop taking down its public notice board, making it harder to track performance and buy or sell shares.

otc markets technical

"The Company remains listed on the OTC Markets under the symbol FRQN"

Over-the-counter (OTC) markets are trading venues where buyers and sellers deal directly through dealers or electronic networks instead of on a formal exchange; think of a neighborhood flea market versus a supermarket. They matter to investors because OTC-listed stocks often represent smaller or international companies with fewer reporting requirements, which can mean lower liquidity, wider price swings and higher risk but sometimes earlier access to growth opportunities.

registered market maker financial

"evaluating steps to enable full electronic quoting through a registered market maker"

A registered market maker is a firm or individual approved by an exchange to continuously buy and sell a particular stock, providing a steady source of quotes and trading activity. Think of them as a shopkeeper who always has inventory and a price on the shelf; by standing ready to trade, they help keep prices stable and ensure investors can buy or sell shares quickly, which reduces the risk of big price swings and thin trading.

nasdaq financial

"Jordan also touched on his well-known NASDAQ aspirations with this news"

The Nasdaq is a stock exchange where many companies' shares are bought and sold, functioning much like a marketplace for investments. It matters to investors because it provides a platform to buy and sell ownership stakes in companies, helping them track the value of those companies and make informed decisions. As one of the largest and most technology-focused markets, it also reflects trends and developments in the business world.

AI-generated analysis. Not financial advice.

Chicago, Il, Jan. 13, 2026 (GLOBE NEWSWIRE) -- Frequency Holdings Inc. (OTC: FRQN) today announced that it has filed a Form 15, formally removing the Company’s voluntary election to file periodic reports to the SEC, marking a clear growth path forward streamlined direct-to-OTC reporting. 

Frequency Holdings Inc OTC:FRQN

The company is still public. Still trading. Still disclosing. Frequency was always a voluntary SEC reporter, not mandated. The Company remains listed on the OTC Markets under the symbol FRQN with a verified profile and OTCID compliance.

WHAT THIS MEANS

This intentional decision transitions Frequency to move reporting directly to OTC Markets, continuing to provide investors with regular financial and corporate disclosures. OTC has always posted these disclosures regardless. So, there is no change where investors and followers can continue accessing the Company’s filings on its OTC profile.

“This is a conscious move to reduce friction, be in the now, and move with more speed and less drag,” said Rick Jordan, CEO of Frequency. “For now, we’re simplifying the path so we spend less time chasing forms and direct all energy into building.”

The Company has already posted two years of its recent and current financial statements to OTC Markets to remain compliant with OTCID, and will publish its 2025 year-end reports to OTC in the normal course.

REASON BEHIND THE DECISION AND WHAT'S NEXT

Frequency is also evaluating steps to enable full electronic quoting through a registered market maker and to elevate market access for retail investors. These enhancements to market structure are part of Frequency’s broader long-term objective of becoming eligible for higher tier markets and access to capital as the company grows.

“This is about choosing the right tools for where we are right now, and being real about it,” Jordan added. “It made no sense to expend energy and 6-figures annually for frickin voluntary SEC reporting, while also spending multiple 5-figures for OTC compliance. All of our filings will still be posted.”

Jordan also touched on his well-known NASDAQ aspirations with this news:

“I’d love to still ring the bell, and while my first public run looked nothing like I imagined, I’m still working it and getting excited again. With NASDAQ or similar catalyst, at that time we would resume SEC reporting out of obvious necessity. And the board and myself are still absolutely committed to this company’s future.”

ABOUT FREQUENCY HOLDINGS INC. (OTC: FRQN f/k/a Yuengling's Ice Cream Corp. YCRM)

Frequency Holdings is a modern holding company focused on high-growth ventures in cybersecurity, AI, digital identity, and IT infrastructure. Through its lead operating brand, ReachOut, Frequency is building the first nationally recognized name in cybersecurity-first protection and IT services for SMBs. Additional holdings, including TRUSTLESS, are structured to contribute long-term equity value via independent growth and strategic alignment.

ABOUT RICK JORDAN

Rick Jordan is a resilient entrepreneur, cybersecurity expert, and media personality known for leading companies through high-growth transformations. He founded ReachOut Technology and is the architect of Frequency Holdings Inc., a multi-brand technology holding company focused on scaling ventures in cybersecurity, digital identity, and AI. Rick has advised in the White House on national cyber policy, appeared on major networks including Bloomberg and NewsNation, and hosts the globally ranked podcast ALL IN with Rick Jordan, soon to be renamed FREQUENCY. His leadership bridges bold vision with operational precision, in addition to bringing clear signal and communication to the public markets.

Forward-Looking Statements

This press release contains forward-looking statements regarding future events, performance, and financial expectations. These statements are based on current beliefs and assumptions, and are subject to risks and uncertainties--many of which are beyond the Company's control--that could cause actual results to differ materially from those projected. Factors that may affect results include the Company's need for capital, changes in regulatory environments, market competition, demand for services, and other risks detailed in the Company's filings with the Securities and Exchange Commission at www.sec.gov. Forward-looking statements speak only as of the date made, and the Company undertakes no obligation to update them except as required by law.

Press Inquiries

Public Relations
pr@frequencyhold.com
3122888008

FAQ

What does Frequency Holdings filing a Form 15 on Jan 13, 2026 mean for FRQN shareholders?

Form 15 ends voluntary SEC periodic reporting; the company remains listed and will post disclosures on its OTC Markets profile.

Will FRQN stop disclosing financials after moving to direct OTC reporting?

No; Frequency says it has posted two years of financial statements to OTC and will publish its 2025 year-end reports on OTC.

How could Frequency’s move off SEC reporting affect FRQN’s market access or NASDAQ plans?

Management says the move is temporary for efficiency and that SEC reporting would resume if/when a NASDAQ or similar listing catalyst occurs.

What investor access changes is Frequency pursuing after the Form 15?

The company is evaluating steps to enable full electronic quoting through a registered market maker to elevate retail investor access.

Is FRQN still tradable after the Form 15 filing?

Yes; Frequency remains publicly traded under the symbol FRQN on OTC Markets with a verified OTCID profile.