Welcome to our dedicated page for Helio SEC filings (Ticker: HLEO), 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.
The Helio Corporation (HLEO) SEC filings page on Stock Titan brings together the company’s regulatory disclosures as filed with the U.S. Securities and Exchange Commission. As an emerging growth company incorporated in Florida and trading on the over-the-counter market, Helio uses Forms 8-K, 10-Q, and related filings to report material events, financing arrangements, leadership changes, and reporting status.
Recent Form 8-K filings describe key corporate developments, including the appointment of a new Chief Executive Officer and Chairman, changes in senior roles, and the issuance of common stock as compensation under an executive employment agreement. Other 8-Ks detail material definitive agreements such as unsecured promissory notes and a convertible promissory note issued to institutional investors, as well as exchange agreements that converted founder loans into common equity.
Filings also address direct financial obligations and triggering events, such as notices from noteholders asserting defaults following nonpayment of secured promissory notes at maturity. In these disclosures, Helio explains that it is evaluating its rights and obligations under the notes and engaging a financial and strategic advisor to assess capital structure alternatives. Additional documents, such as a Form 12b-25 notification of late filing, provide context on the timing of periodic reports and the status of the company’s financial statement reviews.
On this page, each 8-K, 10-Q, or related document can be accessed alongside AI-powered summaries that highlight the main points, such as new debt, equity issuances, executive appointments, or default notices. Users can quickly see references to promissory notes, convertible features, exchange agreements, and other terms that affect Helio’s capital structure. Over time, this filings history offers a structured view of how Helio manages financing, governance, and compliance as it pursues its aerospace and space-based solar power initiatives.
Helio Corporation appointed Edward Cabrera as Chief Executive Officer and Chairman of the Board, effective January 5, 2026, replacing Gregory T. Delory, who became Chief Technology Officer and remains a director. In connection with his appointment, Helio entered into a one-year Executive Employment Agreement with automatic one-year renewals. Under this agreement, the company issued Mr. Cabrera 3,000,000 shares of common stock as compensation, set his annual base salary at $1 unless changed by the Board, and committed to take actions necessary to allow him to maintain at least 10% beneficial ownership of the company’s outstanding common stock while it is traded on the OTC Markets.
The agreement also grants Mr. Cabrera the right to serve as Chairman of the Board and to appoint three of seven board members, subject to independence requirements. If his employment is terminated by the company without cause or in certain other circumstances, he is entitled to two years of continued salary and benefits. Separately, Helio issued 1,250,000 shares of common stock to its Manager of Investor Relations, Edward W. Cabrera, as compensation under an employment agreement approved by the Board; he is the son of the new CEO, and this related-party arrangement is disclosed.
Helio Corporation entered into new financing agreements with two institutional investors on December 19, 2025. The company issued two unsecured bridge promissory notes with principal of $65,205 each and one unsecured convertible promissory note with principal of $127,010. The bridge notes were sold for $56,700 each, include an original issue discount and a one-time 12% interest charge, and must be repaid in five payments between June 15, 2026 and October 15, 2026, totaling $73,029 per note. The convertible note was sold for $120,960, bears 12% annual interest, and matures on December 15, 2026. Beginning 180 days after issuance, amounts outstanding under the convertible note, and under the bridge notes after certain defaults, can be converted at the holder’s option into common stock at 65% of the lowest trading price over the prior ten trading days, subject to a 4.99% beneficial ownership cap and stock exchange rules.
Helio Corp reported that a director, officer, and 10% owner who serves as Chief Engineer acquired additional common stock through a debt-for-equity exchange. On December 2, 2025, certain outstanding promissory notes, including accrued interest, were exchanged for common stock at a conversion price of $0.142971 per share, based on the 20-day volume-weighted average price immediately before the conversion date. This transaction resulted in the acquisition of 5,193,898 shares of Helio Corp common stock and brought the reporting person’s directly held beneficial ownership to 7,730,239 shares.
Helio Corp (HLEO) CEO and President Gregory T. Delory reported several stock transactions involving company common shares. On December 2, 2025, he entered into an Exchange Agreement with Helio Corp in which certain outstanding promissory notes, including accrued interest, were exchanged for common stock at a conversion price of $0.142971, based on the 20-day volume-weighted average price immediately before the conversion date. This resulted in the acquisition of 2,204,561 common shares and increased his directly held beneficial ownership to 5,490,801 shares.
On December 4, 2025, Delory reported two separate dispositions of 20,000 shares each from his personal holdings to the holders of two different Helio Corp promissory notes. These transfers were made under the terms of the applicable notes and for no cash consideration, reducing his directly held beneficial ownership to 5,450,801 common shares. Delory is identified as a director, 10% owner, and officer of the company.
Helio Corporation entered into exchange agreements with its CEO, Gregory Delory, and Chief Engineer, Paul Turin, to cancel insider debt in return for equity. Notes held by Mr. Delory totaling $315,188.36 and by Mr. Turin totaling $742,576.73 were cancelled in exchange for 2,204,561 and 5,193,898 common shares, respectively, using a VWAP-based conversion price of $0.142971 per share as of the twenty trading days before December 2, 2025. On the same date, the company issued an aggregate 7,398,459 unregistered, restricted shares under Section 3(a)(9), with no commissions paid. The company also disclosed a notice from a holder of a $250,000 secured note asserting default after a missed November 5, 2025 maturity payment and demanding repayment, which the company is evaluating. The related-party exchanges were approved by the sole independent director as fair to the company.
Helio Corporation reported that holders of two secured promissory notes have asserted an event of default after the Company did not repay them at maturity. The notes, dated October 15, 2024 for $400,000 and October 16, 2024 for $500,000, each bear interest at 9.75% per annum and reached their maturity date on November 5, 2025.
The holders’ counsel sent an email on November 20, 2025 stating that the nonpayment constitutes a default and treating the email as a notice of default. Each note, however, provides for written notice and a 15‑day contractual cure period before a declared default becomes effective, and Helio is reviewing these provisions and its rights under the notes.
Helio has engaged a financial and strategic advisor to help evaluate its capital structure and alternatives regarding its outstanding indebtedness. The Company is in discussions with noteholders and has received preliminary indications of interest on potential transaction structures, but there are currently no agreements in place and there is no assurance any transaction will occur.
Helio Corporation reported a change in its finance leadership. On September 21, 2025, Erick Frim, a partner at CFO Squad LLC who had been serving as the company’s interim Chief Financial Officer and as its principal financial and accounting officer, ceased serving in those roles. The company stated that his departure was not due to any disagreement regarding its operations, policies, or practices.
Following Mr. Frim’s departure, Chief Executive Officer Gregory Delory assumed the duties of principal financial and accounting officer in addition to his CEO role, consolidating top executive and finance responsibilities under one individual.
Helio Corporation (HLEO) reported interim financials showing strained liquidity and continued operating losses. Cash on hand was $43,933 at period end compared with $333,531 previously. Accounts receivable declined to $601,333 from $1,390,202. The company reports multiple short-term and longer-term promissory notes totaling material balances (examples include $1,831,731 and $1,163,280 in various notes payable balances) bearing interest between 6.5% and 13% and many with amended maturities in 2025–2028. Operating loss increased to $(2,687,909) for the nine months ended July 31, 2025 (vs $(1,314,240) prior period). The company recognized significant accrued interest and disclosed related-party notes and stock pledge agreements as collateral for certain loans. Revenue mix is heavily government-contracted: 94% of three-month revenue and 70% of nine-month revenue were from government sources.