Welcome to our dedicated page for Ai Technology Group SEC filings (Ticker: AIPG), 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.
AI Technology Group Inc.'s SEC filings document its Nevada corporate status, material agreements, and capital-structure changes following the acquisition of AVM Biotechnology Inc. The company's 8-K and 8-K/A reports record share exchange and merger-agreement amendments, acquisition completion, exhibit corrections, convertible debenture terms, restricted common-share issuances, and exemptions from Securities Act registration.
The filing record also includes late annual-report notification on Form 12b-25 and disclosures covering governance approvals, clinical or regulatory matters, operating and financial results, and other material events affecting the company's public-company reporting obligations.
AI Technology Group Inc. filed an amended Form 10‑Q for the quarter ended September 30, 2025, mainly to state on the cover that it is a non‑shell company. The business generated no revenue and recorded a net loss of $29,628 for the quarter and $33,889 for the nine months, compared with a nine‑month loss of $1,962 a year earlier. As of September 30, 2025, it reported $989 of prepaid expenses, $76,165 in current liabilities, and a stockholders’ deficit of $75,176, and disclosed substantial doubt about its ability to continue as a going concern.
The company has 1,603,413 common shares outstanding and is funded by related‑party advances, including $20,644 from its CEO during the nine months. On July 29, 2025, control shifted to a company controlled by Marcus Johnson, who became CEO and CFO. A prior error in classifying expenses and equity for 2024 led to restated figures. Subsequent to the quarter, on October 7, 2025, the company issued 27,958,695 restricted common shares to Biomed360 Solutions Corp. shareholders under a pending acquisition agreement, and management reported material weaknesses in internal controls over financial reporting.
AI Technology Group Inc. (AIPG) insider Marcus Johnson filed an initial Form 3 to report his ownership in the company as a director and President. He reports 504,000 shares of common stock held directly and an additional 1,264,234 shares held indirectly through Bellingham Prospects, Inc. The holdings are reported as of the event date of 11/15/2025, giving investors a view of his beneficial ownership position as he serves on the company’s leadership team.
AI Technology Group Inc. filed its quarterly report for the period ended September 30, 2025, showing no revenue and a net loss of $29,628 for the quarter and $33,889 year‑to‑date. Operating costs were primarily professional and listing fees. The company reported a working capital deficit of $75,176, with total current liabilities of $76,165 and no cash on hand.
Management disclosed “substantial doubt” about the company’s ability to continue as a going concern and concluded disclosure controls and procedures were not effective due to material weaknesses. Shares outstanding were 1,603,413 as of September 30, 2025. A change in control occurred on July 29, 2025, with new leadership assuming CEO and CFO roles.
Subsequent to quarter‑end, the company issued 27,958,695 restricted common shares to Biomed360 Solutions Corp. shareholders under a definitive agreement, while a contemplated acquisition of AVM Biotechnology remains subject to customary closing conditions. The company also restated certain 2024 balances to correct a material error, reclassifying items to prepaid expenses and equity.
AI Technology Group Inc. (AIPG) filed Amendment No. 1 to a Form 10 to register its common stock under Section 12(g) of the Exchange Act. Once effective, the company will file 10-Ks, 10-Qs and 8-Ks. The filing does not register any securities for sale and specifically excludes the issuance or resale tied to a pending acquisition.
The company is a public shell pursuing a merger with AVM Biotechnology Inc. under a definitive agreement dated August 1, 2025. The deal contemplates AVM becoming a wholly owned subsidiary via share consideration valued at $2.50 per share, repayment of an AVM loan facility of about $2.6 million, and investment tranches including $1.0–$1.5 million at $1.00 per share, four $1.0 million dates at $2.50 per share, and $10–$25 million by closing at $2.50 per share, subject to customary conditions with no assurance of closing.
AIPG reported no revenue and a net loss of $8,374 for 2024, an accumulated deficit of $4,359,105, and a going concern warning from its auditor. Shares outstanding were 1,603,413 as of December 31, 2024. A July 29, 2025 change in control resulted in Bellingham Prospects Inc. holding 78.8%.