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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.
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