LDA Capital payment claim pressures Apple iSports (AAPI) facility deal

Rhea-AI Filing Summary

Apple iSports Group, Inc. filed an amended report describing a payment demand tied to a prior financing agreement. On August 5, 2025, the company entered into a Common Stock Purchase Agreement, referred to as a Facility, with LDA Capital Group LLC. On February 13, 2026, LDA Capital sent written notice demanding payment of $250,000, stated as due under the Facility, and indicated a second $250,000 payment is due on August 5, 2026, the Facility’s first anniversary. The company has not used this Facility and is assessing its legal position regarding both the demand and the agreement.

Insights

Equity & credit structures analyst

Apple iSports faces a disputed $250,000 facility payment claim.

The company describes a Common Stock Purchase Agreement with LDA Capital that it has not utilized, yet the counterparty has demanded a $250,000 payment and identified another $250,000 due on August 5, 2026. This suggests fixed cash obligations may exist regardless of drawdown.

The company’s statement that it is assessing its legal position implies uncertainty over whether these amounts are actually owed. For investors, the key issue is whether these claimed payments become enforceable liabilities, which would represent additional cash outflows relative to current expectations.

Subsequent disclosures in future company filings may clarify how the Facility terms apply, whether any payments are made, and if the agreement is modified or terminated. The eventual resolution will determine the real financial impact of this Facility on Apple iSports Group.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

Amendment No. 1

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) February 13, 2026 (August 5, 2025)

APPLE iSPORTS GROUP, INC.

(Exact name of registrant as specified in its charter)

Nevada		000-32389		88-0126444
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

100 Spectrum Center, Suite 900 Irvine, California		92612
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (949) 247-4210

(Former name or former address, if changed since the last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered under Section 12(b) of the Exchange Act: None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Item 1.01. Entry of a Material Definitive Agreement.

On August 5, 2025, the Company entered into a Common Stock Purchase Agreement (“Facility”) and related instruments with LDA Capital Group LLC, a Wyoming limited liability company (“Purchaser”).

On February 13, 2026, the Company received written notice from the Purchaser to pay the sum of $250,000 which is purportedly due under the terms of the Facility. The notice also stated that a second $250,000 payment is due on the first anniversary of the Facility (August 5, 2026). The Company has not utilized the Facility and is currently assessing its legal position with respect to the demand and the overall Facility.

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Apple iSports Group, Inc. (Registrant)
Date: February 17, 2026	By:	/s/ Joe Martinez
		Joe Martinez Chief Executive Officer

3

FAQ

What did Apple iSports Group (AAPI) disclose in this 8-K/A amendment?

Apple iSports Group disclosed that LDA Capital Group sent a written demand for a $250,000 payment under a prior Common Stock Purchase Agreement and identified a second $250,000 due on August 5, 2026, which the company is reviewing.

What is the Common Stock Purchase Agreement Facility mentioned by Apple iSports (AAPI)?

The Facility is a Common Stock Purchase Agreement Apple iSports entered into with LDA Capital on August 5, 2025. It appears designed as an equity financing arrangement, though the company states it has not utilized the Facility to date.

How much money is LDA Capital demanding from Apple iSports Group (AAPI)?

LDA Capital’s notice demands an immediate payment of $250,000 under the Facility and states a second $250,000 payment is due on the Facility’s first anniversary, August 5, 2026, according to the company’s description.

Has Apple iSports Group (AAPI) used the LDA Capital Facility yet?

Apple iSports Group states it has not utilized the Facility. Despite this, LDA Capital has sent a notice asserting that two $250,000 payments are due, which the company is now analyzing from a legal standpoint.

What is Apple iSports Group (AAPI) doing about LDA Capital’s payment demand?

Apple iSports Group says it is assessing its legal position regarding both the $250,000 payment demand received on February 13, 2026 and the overall Facility, indicating that the company has not yet accepted the claimed obligation.

Who is the counterparty to Apple iSports Group’s (AAPI) Facility agreement?

The counterparty is LDA Capital Group LLC, a Wyoming limited liability company. Apple iSports entered into the Common Stock Purchase Agreement with this purchaser on August 5, 2025, and the current payment demand arises from that Facility.

Filing Exhibits & Attachments

5 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 4.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 13.9 KB
• EX-101 XBRL TAXONOMY EXTENSION CALCULATION LINKBASE 898 B
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 8.8 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 2.0 KB