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Humbl Inc SEC Filings

HMBL OTC Link

HUMBL, Inc. filings document the company's transition to TAP Real Estate Technologies, Inc., including material agreements, ticker and name-change disclosures, and OTC common-stock reporting. Recent 8-K filings describe technology licensing for the real estate tokenization vertical, amendments to license terms, and financing through a convertible promissory note.

The filing record also covers settlement agreements affecting common-stock issuance obligations, preferred-share interests, FinCapital-related equity interests, and the termination of prior technology relationships. Governance disclosures address director and officer changes, while capital-structure disclosures detail convertible debt, share issuances, preferred stock matters, and emerging-growth-company reporting status.

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TAP Real Estate Technologies, Inc. (formerly HUMBL) reported no revenue from continuing operations for the three months ended March 31, 2026 and a net loss of $2,963,276, driven by operating expenses and costs tied to convertible debt and derivatives.

Cash declined to $6,682 with total assets of $2,187,567 against liabilities of $5,084,637, leaving a working capital deficit and stockholders’ deficit. Management states there is substantial doubt about the company’s ability to continue as a going concern.

The company completed a strategic rebrand to TAP Real Estate Technologies, shifting its focus to acquiring, managing, and tokenizing real estate using licensed blockchain technology from related-party TAP, Inc. It raised $705,000 via convertible notes and $510,000 from common stock sales in the quarter while paying $695,000 toward a long-term license fee.

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TAP Real Estate Technologies, Inc. entered into an amendment with TAP, Inc. to extend an existing technology License Agreement. The agreement, originally set to expire on March 31, 2026, now runs through June 30, 2026.

The parties plan to use this extra three-month period to negotiate a final, longer-term license arrangement for the technology covered by the agreement.

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TAP Real Estate Technologies, Inc. (formerly HUMBL, Inc.) filed its annual report outlining a full pivot from fintech into blockchain-enabled real estate tokenization and asset ownership. The company sold essentially all prior HUMBL assets to TAP, Inc. and now plans to acquire, manage and tokenize real estate using licensed TAP technology.

The new model is backed by an initial $500,000 investment but the business remains pre-revenue, with 2025 net loss from continuing operations of $(32,773,081) and an accumulated deficit of $(134,810,209) as of December 31, 2025. Liquidity is tight, with cash of $126,066 and a working capital deficit, and management explicitly notes substantial doubt about continuing as a going concern.

Key 2025 items include a $(20,000,000) loss on disposal of magnesium silicate minerals tied to the short-lived FinCapital acquisition, complex preferred stock and control changes that were later unwound, and heavy reliance on a short-term, negotiable license from TAP, Inc. for the core tokenization platform. Non-affiliate common stock had a market value of $13,171,807 as of June 30, 2025, and there were 56,743,782,943 common shares outstanding as of March 31, 2026.

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HUMBL, Inc. notifies stockholders that holders of approximately 55% of the voting power approved, by written consent dated December 31, 2025, an amendment to the Certificate of Incorporation to change the company name to TAP Real Estate Technologies, Inc.

The name change was filed with the Delaware Secretary of State and will become effective on March 26, 2026, at least 20 days after mailing this Information Statement to holders of record as of February 2, 2026. The company states the Amendment was approved by its Board and by holders of a majority of issued and outstanding voting securities through written consent.

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HUMBL, Inc. reports that holders of approximately 55% of its voting power approved, by written consent dated December 31, 2025, an amendment to change the company name to TAP Real Estate Technologies, Inc. The amendment has been filed in Delaware and will become effective at least 20 days after the information statement is mailed, expected in March 2026.

As of late January 2026, HUMBL had 54,618,782,943 shares of common stock outstanding, plus several series of preferred stock that vote on an as-converted basis. A single consenting stockholder, Brian Foote, controls the majority of voting power through 7,000,000 shares of Series A preferred stock and 190,459 shares of Series B preferred stock.

The company explains that the new name reflects a strategy to focus on tokenized real estate asset portfolios, using licensed digital infrastructure to tokenize ownership interests, manage investor participation and support compliant issuance and lifecycle administration. The information statement also summarizes governance features such as board-controlled vacancies, limits on stockholder-called special meetings, advance notice for proposals, the ability to issue undesignated preferred stock, and exclusive forum provisions.

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HUMBL, Inc. disclosed that it issued a $550,000 convertible promissory note to H-Cap Investments, LLC for a purchase price of $500,000. The note matures in 12 months, carries a 10% original issue discount, bears 10% annual interest, and can convert into common stock at 65% of the lowest closing trade price over the 10 trading days before each conversion date. The purchase price is funded in three tranches: $125,000 by December 31, 2025, $125,000 by January 15, 2026, and $250,000 by February 1, 2026.

The company also entered a 90-day, royalty-free license agreement with TAP, Inc. to use TAP’s technology platform in real estate tokenization while the parties negotiate a longer-term license. In governance changes, HUMBL appointed its CEO, Gregory Hopkins, to the board of directors and named him Chairman, filling the vacancy created by Thiago Moura’s resignation.

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HUMBL, Inc. filed its Q3 2025 report, reflecting a business reset after selling HUMBL.com and shifting to mineral assets. The company reported no revenue from continuing operations and a net loss of $7,823,409 for the nine months ended September 30, 2025. For the quarter, the company recorded a net loss of $17,076,996, driven largely by non‑operating items including a loss on its WSCG HoldCo investment.

Balance sheet assets totaled $21,234,971, led by minerals of $20,000,000. Total liabilities were $3,669,272, yielding stockholders’ equity of $17,565,699. Cash was $5,461 as of September 30, 2025, with a working capital deficit of $2,434,301. The company recognized a $16,835,929 gain from the disposal of HUMBL.com within discontinued operations.

Shares outstanding were 48,262,426,743 as of September 30, 2025; 50,462,426,743 were outstanding as of November 14, 2025. Management disclosed substantial doubt about the company’s ability to continue as a going concern given ongoing losses and limited cash.

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HUMBL, Inc. reported a major settlement and leadership change. The company entered into a Settlement Agreement with Ybyrá Capital S.A., Brian Foote, and Thiago Moura, under which Ybyrá cancelled its right to receive $20,000,000 in HUMBL common stock related to the FinCapital acquisition. Ybyrá will return HUMBL Series A and Series D preferred shares to Brian Foote in exchange for cancellation of a promissory note, and HUMBL will terminate its relationship and purchase option with Multicortex, LLC.

HUMBL will pay Ybyrá $10,000 in cash and $5,000 in common stock per month to retain FinCapital equity interests until December 31, 2025, when those interests automatically transfer back to Ybyrá, and HUMBL plans to transfer them once it acquires a new business. As part of the settlement, Thiago Moura resigned as officer and director and is to receive 850,000,000 shares of common stock. HUMBL accepted Mr. Moura’s resignation as President and CEO, and the board appointed Gregory Hopkins as new Chief Executive Officer, who received a 250,000,000-share stock grant under an Executive Employment Agreement.

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HUMBL, Inc. reported a major settlement and leadership change. The company entered into a Settlement Agreement with Ybyrá Capital S.A., Brian Foote, and Thiago Moura, under which Ybyrá cancelled its right to receive $20,000,000 in HUMBL common stock related to the FinCapital acquisition. Ybyrá will return HUMBL Series A and Series D preferred shares to Brian Foote in exchange for cancellation of a promissory note, and HUMBL will terminate its relationship and purchase option with Multicortex, LLC.

HUMBL will pay Ybyrá $10,000 in cash and $5,000 in common stock per month to retain FinCapital equity interests until December 31, 2025, when those interests automatically transfer back to Ybyrá, and HUMBL plans to transfer them once it acquires a new business. As part of the settlement, Thiago Moura resigned as officer and director and is to receive 850,000,000 shares of common stock. HUMBL accepted Mr. Moura’s resignation as President and CEO, and the board appointed Gregory Hopkins as new Chief Executive Officer, who received a 250,000,000-share stock grant under an Executive Employment Agreement.

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HUMBL, Inc. reported a major settlement and leadership change. The company entered into a Settlement Agreement with Ybyrá Capital S.A., Brian Foote, and Thiago Moura, under which Ybyrá cancelled its right to receive $20,000,000 in HUMBL common stock related to the FinCapital acquisition. Ybyrá will return HUMBL Series A and Series D preferred shares to Brian Foote in exchange for cancellation of a promissory note, and HUMBL will terminate its relationship and purchase option with Multicortex, LLC.

HUMBL will pay Ybyrá $10,000 in cash and $5,000 in common stock per month to retain FinCapital equity interests until December 31, 2025, when those interests automatically transfer back to Ybyrá, and HUMBL plans to transfer them once it acquires a new business. As part of the settlement, Thiago Moura resigned as officer and director and is to receive 850,000,000 shares of common stock. HUMBL accepted Mr. Moura’s resignation as President and CEO, and the board appointed Gregory Hopkins as new Chief Executive Officer, who received a 250,000,000-share stock grant under an Executive Employment Agreement.

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Rhea-AI Summary

HUMBL, Inc. reported a major settlement and leadership change. The company entered into a Settlement Agreement with Ybyrá Capital S.A., Brian Foote, and Thiago Moura, under which Ybyrá cancelled its right to receive $20,000,000 in HUMBL common stock related to the FinCapital acquisition. Ybyrá will return HUMBL Series A and Series D preferred shares to Brian Foote in exchange for cancellation of a promissory note, and HUMBL will terminate its relationship and purchase option with Multicortex, LLC.

HUMBL will pay Ybyrá $10,000 in cash and $5,000 in common stock per month to retain FinCapital equity interests until December 31, 2025, when those interests automatically transfer back to Ybyrá, and HUMBL plans to transfer them once it acquires a new business. As part of the settlement, Thiago Moura resigned as officer and director and is to receive 850,000,000 shares of common stock. HUMBL accepted Mr. Moura’s resignation as President and CEO, and the board appointed Gregory Hopkins as new Chief Executive Officer, who received a 250,000,000-share stock grant under an Executive Employment Agreement.

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FAQ

How many Humbl (HMBL) SEC filings are available on StockTitan?

StockTitan tracks 9 SEC filings for Humbl (HMBL), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Humbl (HMBL)?

The most recent SEC filing for Humbl (HMBL) was filed on May 13, 2026.