Welcome to our dedicated page for Adapti SEC filings (Ticker: ADTI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to Adapti, Inc. (OTC: ADTI) SEC filings, offering a detailed view of how the company documents its activities in AI-enabled influencer analytics, sports representation, and financing arrangements. As a Nevada corporation, Adapti files current and periodic reports that describe its acquisitions, capital structure, and material agreements.
For Adapti, Forms 8-K are particularly important. Recent 8-K filings discuss the completed acquisition of The Ballengee Group, LLC, a baseball sports management agency, and an Amendment on Form 8-K/A that supplies audited financial statements of Ballengee and unaudited pro forma condensed combined financial statements for Adapti. Other 8-Ks outline a revolving loan agreement entered into by Ballengee Group, LLC with Texas Security Bank, including the related promissory note, security agreement, cross-default and cross-collateralization arrangements, and guarantees tied to affiliated entities.
Additional 8-K disclosures cover governance and compensation matters, such as the appointment of a Chief Revenue Officer under an employment agreement that includes base salary terms, severance conditions, and a warrant to purchase common stock, as well as the resignation of a director. Another 8-K describes a senior convertible promissory note issued to Adapti’s executive chairman, detailing its maturity date, original issue discount, interest accrual after maturity, and conversion price formula for the company’s common stock.
Adapti has also filed a Form 12b-25 (NT 10-Q), explaining that it required additional time to complete and file a quarterly report on Form 10-Q, while indicating its expectation to file within the grace period allowed under SEC rules. On Stock Titan, these filings are updated from EDGAR and paired with AI-powered summaries that highlight key terms, such as conversion features, borrowing bases, collateral packages, and pro forma financial impacts, helping readers interpret complex documents more quickly.
Adapti, Inc. reported that Marilu Brassington resigned as chief financial officer, principal accounting officer, and board member effective March 2, 2026. The company states her resignation did not result from any disagreement over operations, policies, or practices.
Under a separation agreement dated March 5, 2026, she will receive $15,000 in wages through March 31, 2026, $80,000 of previously accrued consulting fees subject to Reg A offering funding milestones, $60,000 of common stock valued at the March 31, 2026 closing price, and accelerated vesting of 50,000 stock option shares at a $3.08 exercise price exercisable until August 13, 2030. Chief Executive Officer Adam Nicosia has been appointed interim principal financial and accounting officer, supported by an outside consulting firm, without additional compensation.
Adapti, Inc. filed a quarterly report showing a major transformation driven by its July 2025 acquisition of The Ballengee Group, a baseball-focused sports agency, and a pivot away from health and beauty products toward sports management and an AI marketing platform called AdaptAI.
For the nine months ended December 31, 2025, revenue rose sharply to $3,657,796, mainly from Ballengee’s MLB contract and marketing commissions, but the company posted a net loss of $5,837,708. In the latest quarter, it lost $2,946,326 on revenue of $1,525,695, reflecting heavy operating and amortization expenses tied to acquired contract receivables and brand intangibles.
Total assets increased to $31,790,593 at December 31, 2025, driven by $19,180,000 of future contract value and a $5,956,401 brand intangible from Ballengee. Liabilities were $18,291,939, including related-party promissory notes of $7,500,000, commissions payable of $4,100,957, a line of credit, and multiple related-party and third-party convertible notes.
The Ballengee purchase price was allocated at $27,500,000, including 6,500,000 shares of common stock, a $7,500,000 participating note, and up to $20,000,000 of stock-based earnouts over four years, though no earnout was earned for 2025. Common shares outstanding rose to 8,098,729 as of February 17, 2026 after a 1‑for‑4,000 reverse split and share issuance for the acquisition and various compensation and debt extensions.
Management discloses substantial doubt about Adapti’s ability to continue as a going concern. As of December 31, 2025, accumulated deficit was $15,350,102 and working capital deficit was $1,806,215. The company expects to fund operations through additional debt and equity financing while integrating Ballengee and finishing AdaptAI, estimated to require about $250,000 of development spending to reach internal use by December 31, 2026.
Adapti, Inc. (ADTI) appointed Omar Karim as its new Chief Revenue Officer effective November 18, 2025. Karim previously founded and led MAB Ventures Digital Marketing Agency and has held roles in automotive, fintech, and wellness companies.
Under an at-will employment agreement, he will receive a base salary of $180,000 per year, which will accrue until the company’s board determines Adapti is sufficiently capitalized or it raises $1,000,000 in net equity funding. After that funding threshold is reached, accrued salary becomes payable and his base salary increases to $300,000 per year, with six months of severance pay upon certain terminations.
Adapti also issued Karim a warrant to purchase up to 240,000 shares of common stock at $3.08 per share, with a five-year term. The warrant vests 48,000 shares on the effective date and 48,000 shares on each yearly anniversary over four years, with additional vesting upon a change of control or certain terminations, and was issued under a private offering exemption.
Adapti, Inc. (ADTI)$20,000,000, a
Quarterly revenue surged to
The company executed a 1‑for‑4,000 reverse stock split effective May 28, 2025 and had 8,039,259 common shares outstanding as of November 19, 2025. Funding is heavily reliant on related‑party and vendor debt, including multiple convertible notes generally convertible at
Adapti, Inc. filed a Form 12b-25 (NT 10-Q) for the quarter ended September 30, 2025, stating it could not complete its Form 10-Q by November 14, 2025 without undue hardship and expense.
The company anticipates filing the quarterly report within the SEC’s Rule 12b-25 grace period. The notice lists Adam Nicosia as the contact at (775) 375-1500 and is signed by CFO Marilu Brassington on November 14, 2025.
Adapti, Inc. disclosed that its wholly owned subsidiary, Ballengee Group, LLC, entered a revolving credit facility of up to $3,000,000 with Texas Security Bank to fund working capital. Borrowing is limited to the lesser of $3,000,000 or 80% of amounts due under certain guaranteed contracts, with all outstanding amounts due on February 28, 2027.
The note bears interest at the lesser of Prime Rate + 0.50% or the Texas legal maximum, with monthly interest payments starting December 1, 2025, a required annual full paydown between July 31 and December 31, and a 30‑day zero balance during that period. The loan is secured by a first‑priority lien on substantially all of the subsidiary’s assets and includes standard covenants and acceleration on default.
There is a cross‑default and cross‑collateralization with a separate $2,000,000 loan to 2278 Monitor, LLC secured by the Dallas property the subsidiary leases. Guarantees include James Ballengee and the Mary Helen Ballengee Trust for the revolver; the subsidiary guarantees the Monitor Loan. Adapti, Inc. is not a party or guarantor to these agreements.
Adapti, Inc. (ADTI) filed Amendment No. 1 to its Form 8-K to provide the Item 9.01 financial statements related to its previously reported acquisition of Ballengee Group, LLC, which closed on July 14, 2025. The amendment is administrative and adds required historical and pro forma financial information that was not included with the original report.
The filing includes audited financial statements of Ballengee Group for the years ended December 31, 2024 and 2023, and unaudited financial statements for the six months ended June 30, 2025 and 2024 (Exhibits 99.1(a) and 99.1(b)). It also provides unaudited pro forma condensed combined financial statements for Adapti for the years ended March 31, 2025 and 2024, and for the three months ended June 30, 2025 (Exhibits 99.2(a) and 99.2(b)). All other information from the original report remains unchanged.
Adapti, Inc. reported a board change: director Matthew Balk resigned effective October 25, 2025. The company stated his departure did not result from any disagreement with its operations, policies, or practices. The report is dated October 29, 2025 and signed by Chief Executive Officer Adam Nicosia.
Adapti, Inc. entered into a high-yield convertible financing with its executive chairman, issuing a 17.5% Original Issue Discount Senior Convertible Promissory Note with a principal amount of
The note matures on
The securities were issued in a private, unregistered transaction under the Securities Act of 1933 and are subject to transfer restrictions.