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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported):
May 20, 2026
ELVICTOR GROUP, INC.
(Exact name of registrant as specified in its charter)
| Nevada |
|
000-56508 |
|
82-3296328 |
(State or other jurisdiction of
incorporation or organization) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
Vassileos
Constantinou 79 Vari, , Attiki 16672, Greece
(Address of principal executive offices, including
zip code)
(877) 374-4196
(Registrant’s telephone number, including
area code)
Not Applicable
(Former name or former address, if changed since
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:
| ☐ | 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 pursuant to Section 12(b) of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange |
| Common Stock, par value $0.0001 |
|
ELVG |
|
OTC Markets |
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 2.02 Results of Operations and
Financial Condition.
On May 20, 2026, Elvictor Group, Inc. (the “Company”) issued
a press release announcing its financial results for the three months ended March 31, 2026 (the “Press Release”). A copy of
the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 2.02, including Exhibit 99.1 furnished
herewith, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation
language in such filing, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and
Exhibits.
(d) Exhibits.
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release of Elvictor Group, Inc. dated May 20, 2026. |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
ELVICTOR GROUP, INC.
Date: May 20, 2026
| By: |
/s/ Konstantinos S. Galanakis |
|
| Name: |
Konstantinos S. Galanakis |
|
| Title: |
Chief Executive Officer
(Principal Executive Officer) |
|
Exhibit 99.1
FOR IMMEDIATE RELEASE
Elvictor Group Reports First Quarter 2026 Financial
Results and Provides an Operational Update
Revenue Increases 63.6% Year-Over-Year; Net
Income Increases 125.2% to $135,613; Seafarers Under Management Exceed 3,000
ATTIKI, Greece–May 20, 2026. Elvictor Group Inc. (OTCID: ELVG) (“Elvictor” or the “Company”), a provider
of maritime crew management and recruitment services, today announced financial results for the three months ended March 31, 2026 and
provided a business update.
First Quarter 2026 Financial Highlights
| |
● | Total revenue of $985,022 for the three months ended March 31, 2026, an increase of $382,644,
or 63.6%, compared to $602,378 for the three months ended March 31, 2025. |
| |
● | Net income of $135,613 for the three months ended March 31, 2026, an increase of $75,383,
or 125.2%, compared to net income of $60,230 for the three months ended March 31, 2025. |
| |
● | Gross profit of $599,891 for the three months ended March 31, 2026, an increase of $156,734,
or 35.4%, compared to $443,157 for the three months ended March 31, 2025; gross margin of 60.9% compared to 73.6% for the three months
ended March 31, 2025. |
| |
● | Nine new crew management contracts executed during the three months ended March 31, 2026
with a single shipping client, with billing commencing in the first quarter of 2026. |
| |
● | Seafarers under management exceeded 3,000 as of the date of this release, with four new
ship manager clients secured since March 31, 2026. |
| |
● | More than 25 additional vessels delivered since January 2026, representing over 500 additional
crew members under management. |
First Quarter 2026 Financial Results
Revenue. Total revenue for the three months ended March 31,
2026 was $985,022, compared to $602,378 for the three months ended March 31, 2025, an increase of $382,644, or 63.6%. The increase was
primarily attributable to higher gross revenue from crew management services resulting from nine new crew management contracts executed
during the quarter with a single shipping client, with billing commencing in the first quarter of 2026.
Gross Profit. Gross profit for the three months ended March
31, 2026 was $599,891, compared to $443,157 for the three months ended March 31, 2025, an increase of $156,734, or 35.4%. Gross margin
was 60.9% for the three months ended March 31, 2026, compared to 73.6% for the three months ended March 31, 2025. Cost of revenue increased
to $385,131 from $159,221, reflecting higher direct service costs associated with expanded crew management activity.
Operating Expenses. Total operating expenses were $448,669 for the three months ended March 31, 2026, compared to $400,882 for the three months ended March
31, 2025, an increase of $47,787, or 11.9%. The increase was driven primarily by higher professional fees and salary costs, partially
offset by lower general and administrative expenses. The increase also reflects investment in technology infrastructure and platform development.
Net Income. Net income for the three months ended March 31,
2026 was $135,613, compared to net income of $60,230 for the three months ended March 31, 2025, an increase of $75,383, or 125.2%.
Operational Update
As of May 20, 2026, the Company manages more than 3,000 seafarers representing
10 nationalities across seven vessel classes, serving approximately 50 clients. Since January 2026, more than 25 additional vessels have
been delivered and four new ship manager clients have been secured. The Company is engaged in ongoing discussions with additional prospective
clients in the tanker and bulk carrier segments, although no assurance can be given that any such discussions will result in definitive
agreements.
Management currently expects that certain planned staff retirements
will take effect beginning in the third quarter of 2026, which the Company anticipates will reduce operating costs and improve operating
efficiency. There can be no assurance that these anticipated retirements will occur on the expected timeline or produce the anticipated
cost savings.
Management Commentary
Konstantinos S. Galanakis, Chief Executive Officer of Elvictor Group,
Inc., stated: “First quarter 2026 results reflect strong revenue growth driven by the addition of nine new crew management contracts,
which contributed to a 63.6% increase in revenue while operating expenses grew by 11.9%. We continue to invest in technology and platform
development as we work to scale our crew management capabilities. Elvictor’s expansion since quarter-end, with more than 3,000 seafarers
now under management and four new ship manager clients onboarded, reflects continued momentum in our business.”
The Company’s quarterly report on Form 10-Q for the three months
ended March 31, 2026 will be filed with the Securities and Exchange Commission and will be available at www.sec.gov.
About Elvictor Group, Inc.
Elvictor Group, Inc. (OTCID: ELVG) is transforming the fragmented maritime industry through its fully digitalized crew and ship management
platform designed to enhance operational efficiency and reduce costs. With a strategic focus on AI-driven workforce solutions, M&A-driven
expansion, and cost-efficient vessel ownership, Elvictor is ushering in a new era of transparency in the shipping industry. For more information,
visit: https://www.elvictorgroup.com, and follow us on LinkedIn.
Investor and Media Contact:
Investor Relations
Jonathan.Paterson@harbor-access.com
Tel +1 475 477 9401
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (collectively,
the “forward-looking statements”). All statements other than statements of historical fact contained in this press release
are forward-looking statements. Forward-looking statements are generally identified by use of words such as “anticipates,”
“believes,” “continues,” “could,” “estimate,” “expects,” “intends,”
“may,” “plans,” “potential,” “should,” “will,” “would,” and similar
expressions, although not all forward-looking statements contain these identifying words.
Forward-looking statements in this press release include, without limitation,
statements regarding: the expected completion of the Company’s AI-enabled platform by the end of 2026; anticipated reductions in
operating costs beginning in the third quarter of 2026 as a result of planned staff retirements; the anticipated launch of a new corporate
website; the ability to scale crew management operations without a proportional increase in costs or headcount; the outcome of ongoing
discussions with prospective clients in the tanker and bulk carrier segments; and the Company’s general expectations regarding its
business strategy and operations.
These forward-looking statements are based on management’s current
expectations and assumptions as of the date of this press release. Such expectations and assumptions involve known and unknown risks and
uncertainties that could cause actual results or events to differ materially from those expressed or implied by such statements. Factors
that could cause actual results to differ materially from those anticipated include, but are not limited to:
| ● | the Company’s ability to develop and deploy its technology platform on the expected timeline and within anticipated cost parameters; |
| ● | the Company’s ability to attract and retain clients and to convert prospective client discussions into executed contracts; |
| ● | changes in demand for maritime crew management services and conditions in the global shipping industry; |
| ● | the Company’s ability to recruit, train, and retain qualified personnel, including its technical team; |
| ● | the impact of planned staff retirements on operations and service quality; |
| ● | competitive pressures in the maritime services industry; |
| ● | changes in laws and regulations applicable to maritime operations, crew management, or the Company’s business generally; |
| ● | general economic and geopolitical conditions and their impact on the shipping industry; and |
| ● | other risks and uncertainties described in the Company’s filings with the Securities and Exchange Commission, including the
Company’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. |
The foregoing list of factors is not exhaustive. Readers are cautioned
not to place undue reliance on forward-looking statements, which speak only as of the date of this press release. The Company undertakes
no obligation to update or revise any forward-looking statement to reflect new information, future events, or circumstances after the
date of this press release, except as required by applicable securities laws.
