Welcome to our dedicated page for Crisp Momentum SEC filings (Ticker: CRSF), 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.
Crisp Momentum Inc. filings document material-event disclosures for an operating company formerly known as OpenLocker Holdings, Inc. Recent Form 8-K reports cover material definitive agreements, including strategic advisory services tied to content strategy, production, distribution, and related warrant compensation, as well as financing arrangements and capital-structure disclosures. The record also includes governance disclosures on board composition, changes in the independent registered public accounting firm, and Regulation FD communications.
Notifications of late filing on Form 12b-25 document delayed quarterly reports on Form 10-Q and the company's reporting timetable under Exchange Act rules. Together, the filings address corporate agreements, equity-linked securities, audit relationships, governance matters, and periodic-report compliance for CRSF.
Crisp Momentum Inc. (CRSF) filed a Form 3 reporting that Aurion Prime Holdings Limited directly owns 500,000,000 common shares, with Chi Kong (Adrian) Cheng disclosed as an indirect beneficial owner through ownership of parent entities. The filing lists Mr. Cheng as a director and a 10% owner, and confirms the Form 3 was filed jointly by Aurion and Mr. Cheng. The statement includes the standard disclaimer that each reporting person disclaims beneficial ownership except to the extent of pecuniary interest.
Crisp Momentum Inc. reported that its Board of Directors appointed Chi Kong (Adrian) Cheng as a director and as Chairman of the Board effective October 3, 2025. The company highlights his several decades of international leadership experience and expertise in digital ecosystems to help guide global growth and brand strategy.
The filing states there are no arrangements or understandings with other persons regarding his selection, and no family relationships with existing directors or executives. It notes that an entity wholly owned by Dr. Cheng previously acquired approximately 24% of the company’s outstanding common stock from an unaffiliated stockholder in a private transaction. The company also furnished a press release about his appointment as an exhibit.
Crisp Momentum Inc. received a Schedule 13D disclosing that a group of affiliated entities and an individual have acquired 500,000,000 shares of common stock, equal to 24.39% of the outstanding class based on 2,049,621,210 shares outstanding as of September 5, 2025. The shares were bought in a private transaction under a Private Transaction Agreement dated October 1, 2025, paid with working capital of the purchaser. The buyer group consists of Aurion Prime Holdings Limited, Almad Development Holdings Limited, Almad Group Limited and ultimate owner Chi Kong (Adrian) Cheng, who was appointed Chairman of the Board on October 3, 2025. A 180-day lock-up prevents sales during that period, after which up to 20% of the originally acquired shares may be sold each three-month rolling period. The filing states the purchasers may increase or decrease their position over time and disclaims present plans that would trigger major corporate actions.
Jakota Capital AG and affiliated reporting person Ricardo da Silva Oliveira disclosed insider sales of common stock in Crisp Momentum Inc. (CRSF). The Form 4 shows two sales on 10/01/2025, each of 500,000,000 shares, one at $0.0055 and one at $0.006. Following those transactions, the filing reports 738,560,284 and 238,560,284 shares beneficially owned, respectively, by Jakota Capital AG. The filing states the sales were "privately negotiated transactions" and notes that Mr. Oliveira may be deemed the ultimate beneficial owner of Jakota Capital AG's holdings. The Form 4 is signed and dated 10/03/2025.
Crisp Momentum Inc. reporting persons JAKOTA CAPITAL AG and Ricardo da Silva Oliveira disclose beneficial ownership of 238,560,284 shares, equal to 11.6% of the issuer's 2,049,621,210 outstanding shares per a Stock Purchase Agreement representation. The filing (Amendment No. 4 to Schedule 13D) explains Mr. Oliveira s indirect control over Jakota through a chain of wholly owned entities but states he disclaims beneficial ownership. The filing also reports two privately negotiated sales on October 1, 2025: one sale of 500,000,000 shares for an aggregate $2,760,000 (about $0.00552 per share) and a second sale of 500,000,000 shares for an aggregate $3,000,000 (about $0.006 per share). The cover pages indicate the source of funds as WC and list citizenship/organization as Switzerland and Portugal.
Crisp Momentum Inc. entered into a material convertible loan agreement with Japanese company Banji Step K.K., providing a principal loan of $2,900,000. The loan bears interest at 6.0% per year, with a maturity twelve months after the funding date, and proceeds are initially deposited into escrow before release to the borrower.
The loan can convert into 100% of Banji Step K.K.’s equity if several conditions are met, including a financial audit, a business appraisal confirming a fair market value of at least $2,900,000, comprehensive legal and subsidiary due diligence, required regulatory approvals, no material adverse change, accurate representations and warranties, and execution of all transaction documents. The loan is secured by all of the borrower’s shares, which are owned by guarantor Motoko Yorozu, who has unconditionally guaranteed the borrower’s obligations. If the loan does not convert, full principal and interest are due at maturity, and the borrower may prepay at any time with 30 days’ notice.