false
0001750777
0001750777
2026-09-01
2026-09-01
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September
1, 2026
| Hawkeye Digital, Inc. |
| (Exact Name of Registrant as Specified in its Charter) |
| Nevada |
|
000-56332 |
|
83-0799093 |
|
(State or Other Jurisdiction
of Incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
|
350
Lincoln Road, 2nd Floor,
Miami
Beach, Florida |
|
33139 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s Telephone Number, Including Area
Code: (800) 576-4953
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: None
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 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On September 1, 2026, Hawkeye Digital, Inc. (the
“Company”) entered into an offer letter with David Wachsman (the “Wachsman Offer Letter”), the President of the
Company, employing Mr. Wachsman on an at-will basis. Pursuant to the Wachsman Offer Letter, Mr. Wachsman will accrue an initial annual
salary of $360,000, paid monthly at $30,000, less applicable taxes, deductions, and withholdings. Mr. Wachsman is also eligible for an
annual discretionary bonus based on the decision of the executive management and the board of directors of the Company. Mr. Wachsman’s
salary will begin to accrue on September 1, 2026, and payment will be deferred until the funding for the Company’s business strategy
is achieved.
Also on September 1, 2026, the Company entered
into an offer letter with Quinton Byron Hamlett (the “Hamlett Offer Letter”), the Company’s Chief Financial Officer,
employing Mr. Hamlett on an at-will basis as Vice President of the Company. Pursuant to the Hamlett Offer Letter, Mr. Hamlett will accrue
an initial annual salary of $270,000, paid monthly at $22,500, less applicable taxes, deductions, and withholdings. Mr. Hamlett is also
eligible for an annual discretionary bonus based on the decision of the executive management and the board of directors of the Company.
Mr. Hamlett’s salary will begin to accrue on September 1, 2026, and payment will be deferred until the funding for the Company’s
business strategy is achieved.
The foregoing summaries of the Wachsman Offer
Letter and the Hamlett Offer Letter are qualified in their entirety by reference to their respective texts, copies of which are filed
as Exhibits 10.1 and 10.2 respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
| Item 9.01 |
Financial Statements and Exhibits. |
| Exhibit No. |
|
Description |
| |
|
|
| 10.1 |
|
Offer Letter, dated as of September 1, 2026, by and between Hawkeye Digital, Inc. and David Wachsman |
| 10.2 |
|
Offer Letter, dated as of September 1, 2026, by and between Hawkeye Digital, Inc. and Quinton Byron Hamlett |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
HAWKEYE DIGITAL, INC. |
|
| |
|
|
|
| Date: September 8, 2026 |
By: |
/s/ David Wachsman |
|
| |
Name: |
David Wachsman |
|
| |
Title: |
President |
|
