Every 8-K that Heartcore Enterprises, Inc. (HTCR) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow HTCR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full HTCR filings page.
HeartCore Enterprises, Inc. reported second quarter 2026 results showing strong top-line growth but significantly weaker profitability and cash. For the quarter ended June 30, 2026, revenue rose 71.6% to $321,000 from $187,000, driven by higher software development services at subsidiary HeartCore Luvina, while Go IPO consulting revenue declined due to fewer clients and extended IPO timelines.
The company posted a quarterly net loss of $2.0 million, versus net income of $1.1 million a year earlier, and Adjusted EBITDA of $(1.3) million, compared with $(0.1) million. For the first six months of 2026, revenue was $553,926 with a gross loss of $178,130 versus prior-year gross profit of $74,767; net loss widened to $4.0 million from $2.1 million, and Adjusted EBITDA declined to $(2.9) million from $(1.2) million. Cash and cash equivalents fell to $587,074 from $1,904,826 at year-end 2025.
Operationally, HeartCore had 16 Go IPO clients as of June 30, 2026, completed the divestiture of Sigmaways, agreed to sell its 51% stake in HeartCore Luvina, and regained compliance with Nasdaq’s $1.00 minimum bid price requirement, while sharpening focus on Go IPO consulting, capital markets advisory, and planned financial services.
HeartCore Enterprises, Inc. agreed to transfer its entire 51% equity interest in HeartCore Luvina Vietnam Company Limited to its joint venture partner, Luvina Software Joint Stock Company, for JPY 29,000,000 (approximately $184,093) under a Capital Contribution Portion Transfer Agreement signed on August 3, 2026. Luvina already holds the remaining 49% interest. Closing is expected on or before August 14, 2026, subject to customary conditions.
The company describes the transaction as part of an ongoing business portfolio optimization strategy and states that it supports concentrating resources and capital on its Go IPO consulting and financial services-related business initiatives. HeartCore believes transferring HCLV to its local partner provides a constructive path for HCLV’s continued operations.
HeartCore Enterprises, Inc. completed a strategic divestiture of its 51% majority interest in Sigmaways, Inc., selling 229,500 Sigmaways shares and related $2.19 million debt obligations to Semaphore Technologies for up to $650,000. Consideration includes $1,000 in cash at closing and an earn-out of up to $649,000, equal to 10% of Sigmaways’ gross revenue above $5.5 million over the 12 months after closing. HeartCore also contributed a $350,000 SAFE note from Heart-Tech Health as additional consideration. Management describes Sigmaways as a non-core, loss-making subsidiary with a shareholders’ deficit of about $3.6 million as of March 31, 2026, and views the transaction as reducing financial drag and allowing greater focus on Go IPO consulting and potential financial services and capital markets advisory businesses.
HeartCore Enterprises, Inc. reported first quarter 2026 results showing lower revenue but a narrower net loss as it refocuses on financial services and IPO consulting. Revenue was $1.25 million, down from $2.09 million a year earlier, mainly due to weaker customized software demand and higher subcontracting costs.
Gross profit fell to $74,000, while operating expenses declined slightly to $1.61 million as selling costs were reduced. Net loss improved to $2.0 million from $3.1 million, helped by a smaller loss on marketable securities. Adjusted EBITDA was a loss of $1.6 million versus a loss of $1.3 million last year.
As of March 31, 2026, cash and cash equivalents were $0.77 million and total assets were $11.77 million. HeartCore highlighted 16 Go IPO clients, regaining compliance with Nasdaq’s $1.00 minimum bid price, and authorizing a $2.0 million share repurchase program as it works to expand its capital markets-related services.
HeartCore Enterprises, Inc. announced that it has regained compliance with Nasdaq’s $1.00 minimum bid price requirement under Listing Rule 5550(a)(2). Nasdaq informed the company on April 20, 2026 that the matter is closed, so HeartCore’s common stock will continue to be listed and traded on the Nasdaq Capital Market.
The company had previously received a deficiency notice on May 6, 2025, and was granted extensions through May 1, 2026 to regain compliance. HeartCore provides consulting and U.S. listing support services primarily to Japanese corporate clients.
HeartCore Enterprises, Inc. implemented a 1-for-20 reverse stock split of its common stock. At 4:00 p.m. Eastern Time on April 2, 2026, every 20 pre-split shares were automatically reclassified into one share, with fractional shares rounded up to the nearest whole share.
The reverse split did not change the authorized number of shares or the par value per share. HeartCore’s common stock began trading on the Nasdaq Capital Market on a post-split basis at market open on April 6, 2026, under the same ticker symbol HTCR.
HeartCore Enterprises, Inc. has approved and scheduled a 1-for-20 reverse stock split of its common stock. Every 20 existing shares will be combined into 1 share, with fractional shares rounded up to the nearest whole share.
The reverse split becomes effective on April 2, 2026 at 4:00 p.m. Eastern Time, and the stock is expected to begin trading on a split-adjusted basis on Nasdaq with new CUSIP 42240Q 203 on April 6, 2026. The move is intended to raise the share price to help the company regain compliance with Nasdaq’s $1.00 minimum bid price requirement.
The authorized share count and par value will stay the same, while outstanding options, restricted stock units, and equity plan reserves will be adjusted proportionally. Shareholders holding in street name or book-entry generally do not need to take action; certificate holders will receive instructions from the transfer agent.
HeartCore Enterprises reported full-year 2025 results showing a major business shift and return to profitability. Revenue was $9.0 million, down from $22.7 million, mainly because 2024 included $13 million of warrant revenue from a single large Go IPO deal that did not repeat.
Net income was $5.5 million versus a $5.2 million net loss, driven largely by income from the sale of its software subsidiary, HeartCore Japan, reported as discontinued operations. Adjusted EBITDA was $6.5 million, slightly below $7.3 million last year, while year-end cash and cash equivalents were $2.0 million.
The company continued its transition toward financial services, divesting HeartCore Japan, establishing new subsidiary Higgs Field, authorizing a one-time distribution to stockholders, and approving a $2.0 million share repurchase program. As of March 31, 2026, HeartCore had 16 Go IPO clients, including six preparing for potential U.S. listings.
HeartCore Enterprises, Inc. updated its bylaws to clarify when parties can recover legal fees in disputes related to the bylaws. The Board amended Section 7.4 so that a prevailing party may recover reasonable attorneys’ fees and costs, but this right now expressly excludes “internal corporate claims” as defined in Section 115 of the Delaware General Corporation Law and any other claim a stockholder brings in its capacity as a stockholder or on behalf of the company. The change is intended to confirm that stockholders are not liable for the company’s or other parties’ legal fees in these internal corporate or stockholder actions, consistent with Section 7.5 of the bylaws and Delaware law.
HeartCore Enterprises, Inc. announced that its Board has authorized a share repurchase program allowing the company to buy back up to $2.0 million of its outstanding common stock. The company expects to fund repurchases from existing cash balances and may execute them through open-market purchases, privately negotiated deals, or Rule 10b5-1 trading plans.
The program has no set termination date, can be modified or suspended at any time, and does not obligate HeartCore to repurchase any specific amount. Management frames the authorization as part of a disciplined capital allocation strategy following recent business restructuring and an improved profitability outlook, noting preliminary estimates that total net assets exceeded market capitalization as of February 24, 2026.
HeartCore Enterprises released preliminary, unaudited results for fiscal 2025, expecting revenue between $8.5 million and $9.5 million and net income between $3.0 million and $4.0 million. This marks a swing from a $5.2 million net loss in the prior year to profitability.
Revenue declined year over year because HeartCore sold its wholly owned subsidiary HeartCore Japan on October 31, 2025, removing about $7.0 million to $8.0 million of its prior revenue from consolidated results. The sale generated an approximately $7.0 million gain and about JPY 1.8 billion in proceeds, which management describes as a key step in its capital strategy.
For 2025, HeartCore expects $7.0 million to $7.5 million of revenue from its software-related business and $1.5 million to $2.0 million from its Go IPO consulting business. The company has engaged a cumulative total of 16 Go IPO clients, with five currently under active engagement, and is repositioning to focus more heavily on financial services–oriented advisory work.
HeartCore Enterprises, Inc. (HTCR) filed a current report to announce that it released financial results for the three and nine months ended September 30, 2025. On November 18, 2025, the company issued a press release describing these results, which is attached as Exhibit 99.1 and incorporated by reference. The company clarifies that the press release and the information in Item 2.02 are being furnished, not filed, which limits their treatment under certain liability provisions of the securities laws.
HeartCore Enterprises (HTCR) reported it received an additional 180-day extension from Nasdaq to regain compliance with the $1.00 minimum bid price requirement under Rule 5550(a)(2). The new deadline is May 1, 2026. If the closing bid price is at least $1.00 for a minimum of 10 consecutive business days during this period, the matter will be closed.
If compliance is not demonstrated, Nasdaq may initiate delisting, which the company could appeal to a Hearings Panel. HeartCore is evaluating potential actions, including a reverse stock split, but has made no decisions.
HeartCore Enterprises (HTCR) amended its 8-K to clarify stockholders’ equity following a completed divestiture. The company sold all equity interests of its Japan subsidiary, HeartCore Inc., to Smith Japan Holdings KK for ¥1,800,418,650, equivalent to approximately $12 million based on a ¥152.82/USD $1 rate, and the sale closed on October 31, 2025.
The purchase price includes staged components: a Closing Payment net of estimated debt; a ¥126,133,200 holdback payable on the later of 180 days after closing or the final net tangible assets determination; a ¥273,866,800 long-term holdback tied to multi-year licensing agreements; and ¥387,078,650 deferred consideration (including ¥322,700,000 principal at 6.65% per annum) due on October 31, 2028. A debt true-up may adjust proceeds based on final debt. Both parties agreed to transition services for six months.
Strategic shift: the company plans to concentrate on its Go IPO consulting business and is assessing alternatives to divest its 51% interest in Sigmaways, Inc. It states stockholders’ equity is in excess of $5,000,000 as of November 4, 2025.
HeartCore Enterprises (HTCR) sold its Japan software subsidiary, HeartCore Japan, to Smith Japan Holdings KK for ¥1,800,418,650 (approximately $12 million), subject to adjustment. The deal closed on October 31, 2025. Payment terms include a Closing Payment of ¥1,013,340,000 less estimated debt, a ¥126,133,200 holdback released after six months or upon final NTA determination, a ¥273,866,800 long‑term holdback tied to multi‑year licensing agreements, and ¥387,078,650 in deferred consideration (¥322,700,000 principal at 6.65% per annum) due October 31, 2028. A debt true‑up may be owed depending on final debt.
The parties agreed to mutual transition services for six months post‑close (accounting/reporting by HeartCore; HR by Purchaser). HeartCore stated it will concentrate on its Go IPO consulting business and is assessing strategic alternatives to divest its 51% interest in Sigmaways, Inc.
HeartCore Enterprises (HTCR) announced a one-time cash distribution of $0.13 per share to common stockholders. The company clarified that a prior press release mistakenly described the payment as a dividend; for U.S. federal tax purposes, it will be treated as a distribution.
Key dates: the record date is November 10, 2025, and the payment date is expected to be November 17, 2025. This update does not change the amount, only the classification and related tax treatment language communicated to investors.
HeartCore Enterprises (HTCR) declared a one-time dividend of $0.13 per share on its common stock. Stockholders of record as of November 10, 2025 will receive the dividend, which is expected to be paid on November 17, 2025. The company also furnished a related press release.
HeartCore Enterprises, Inc. reported the results of its 2025 virtual annual meeting of stockholders held on September 26, 2025. Stockholders elected five directors — Sumitaka Yamamoto, Ferdinand Groenewald, Kimio Hosaka, Yoonji Lee, and Koji Sato — each to serve a one-year term until the next annual meeting and until their successors are elected and qualified. Each nominee received approximately 15.7 million votes in favor, with minimal abstentions and broker non-votes reported.
Stockholders also ratified the appointment of MaloneBailey, LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, with 17,471,545 votes for, 55,422 against, and 877 abstentions. These results confirm continuity in both board leadership and the company’s external auditor.
HeartCore Enterprises, Inc. reports that Nasdaq has confirmed the company is back in compliance with the exchange’s minimum stockholders’ equity requirement. The company previously received a notice on May 24, 2025 stating it did not meet the $2,500,000 stockholders’ equity threshold and did not qualify under alternative market value or net income standards, although trading of its common stock on the Nasdaq Capital Market under the symbol HTCR was not immediately affected.
On August 19, 2025, Nasdaq reviewed HeartCore’s Form 10-Q for the period ended June 30, 2025, which showed stockholders’ equity of $3,559,017, and determined that the company now satisfies the equity listing rule and that the matter is closed. HeartCore also furnished a press release as an exhibit, providing additional communication about these developments.
HeartCore Enterprises, Inc. reported that its Go IPO client, rYojbaba Co., Ltd., has begun trading on The Nasdaq Capital Market under the symbol “RYOJ.” This highlights activity in HeartCore’s Go IPO advisory and support business.
HeartCore received an aggregate of $500,000 in initial fees and warrants to acquire 3% of rYojbaba’s common stock on a fully diluted basis, valued at approximately $1.35 million as of August 14, 2025. The company furnished, but did not file, a press release describing these developments as an exhibit.
HeartCore Enterprises, Inc. disclosed that director Heather Neville will resign from the Board effective September 1, 2025, and that Prakash Sadasivam will resign as Chief Strategy Officer and as a director effective August 31, 2025. The filing explicitly states both resignations were not the result of any disagreement with the company on its operations, policies or practices.
These departures remove a sitting director and the company’s Chief Strategy Officer within days of each other. The filing does not identify successors, transitional arrangements, or additional context; HeartCore’s common stock trades on the Nasdaq Capital Market under the ticker HTCR.